Millsap v. American Family Corp. , 208 Ga. App. 230 ( 1993 )

Birdsong, Presiding Judge,

concurring specially.

I reluctantly concur. I would point out that the special litigation committee was composed of: Elmer Loftin, a director since 1956; Harry C. Schwob, a director since 1965; Kenneth S. Janke, Sr., a director since 1989; Cesar E. Garcia, a director since 1987. All directors were compensated for service on the board of directors. All profited by being members of the board of directors.

To appoint (as apparently they could under Georgia law) a special litigation committee from the board of directors is like making the fox responsible for guarding a hen house.

This quirk in the law (appointing directors to a committee to investigate) from sitting directors should be changed; however, this is for the legislature.

Decided March 12, 1993 — Reconsideration denied March 30, 1993 Willis, McKenzie & Long, C. Jerry Willis, for appellant. Rogers & Hardin, C. B. Rogers, Bowles & Bowles, Jesse G. Bowles III, Hatcher, Stubbs, Land & Rothschild, Albert W. Stubbs, Joseph L. Waldrep, Lewis, Taylor & Lee, James R. Lewis, Denney, Pease, Allison, Kirk & Lomax, John W. Denney, for appellees.