Title 14, Chapter 2, Section 303
(a) In anticipation of or during an emergency defined in subsection
(d) of this Code section, the board of directors of a corporation
(1) Modify lines of succession to accommodate the incapacity of
any director, officer, employee, or agent; and
(2) Relocate the principal office, designate alternative principal
offices or regional offices, or authorize the officers to do so.
(b) During an emergency defined in subsection (d) of this Code
section, unless emergency bylaws provide otherwise:
(1) Notice of a meeting of the board of directors need be given
only to those directors whom it is practicable to reach and may be
given in any practicable manner, including by publication and
(2) One or more officers of the corporation present at a meeting
of the board of directors may be deemed to be directors for the
meeting, in order of rank and within the same rank in order of
seniority, as necessary to achieve a quorum.
(c) Corporate action taken in good faith during an emergency under
this Code section to further the ordinary business affairs of the
(1) Binds the corporation; and
(2) May not be used to impose liability on a corporate director,
officer, employee, or agent.
(d) An emergency exists for purposes of this Code section if a
quorum of the corporation's directors cannot readily be assembled
because of some catastrophic event.