Georgia Anti-Dilution Adjustments refer to a legal mechanism included in the corporate bylaws or shareholder agreements of a company in the state of Georgia, USA, to protect shareholders from dilution of their ownership in the company. Dilution occurs when new shares are issued by a company, resulting in the reduction of existing shareholders' stakes and, consequently, their voting rights and dividends. In Georgia, there are two main types of Anti-Dilution Adjustments that can be implemented: 1. Full Ratchet Anti-Dilution Adjustment: This type of adjustment provides maximum protection to existing shareholders by recalculating the conversion price of their shares in the event of a subsequent financing round at a lower price than the initial investment. Under the full ratchet mechanism, the conversion price is adjusted downward to the new lower price, ensuring that existing shareholders are not unfairly diluted. 2. Weighted Average Anti-Dilution Adjustment: The weighted average anti-dilution mechanism is a more balanced approach that takes into account the price and quantity of new shares issued during a subsequent financing round, rather than relying solely on recalculating the conversion price. This adjustment considers both the new shares' price and the number of shares issued, thus reducing the impact of dilution on existing shareholders' ownership stake. Both types of anti-dilution adjustments aim to safeguard investors' interests by mitigating the potential negative effects of subsequent financing rounds or issuance of new shares at lower prices. It is crucial for companies in Georgia to include these provisions in their organizational documents to ensure fairness and protection for their shareholders. By incorporating Georgia Anti-Dilution Adjustments into their corporate structures, companies can demonstrate their commitment to investor protection and maintain the trust and confidence of shareholders. These mechanisms play a crucial role in attracting and retaining investors by providing them with an assurance that their ownership rights will be safeguarded even in situations where future financing rounds or capital raises occur at a lower valuation.