(a) As a general rule, an action on a contract, whether the contract is expressed, implied, by parol, under seal, or of record, shall be brought in the name of the party in whom the legal interest in the contract is vested, and against the party who made it in person or by agent.
§ 9-2-20.Parties to actions on contracts; action by beneficiary
Chapter 2. Actions Generally · Article 2. Parties · Last amended 1949 · Last verified July 17, 2026
In one sentenceO.C.G.A. § 9-2-20 requires that a contract action be brought in the name of the party who holds the legal interest in the contract and against the party who made it personally or through an agent, while also letting an intended third-party beneficiary sue the promisor directly on the contract.
Full Text of § 9-2-20
(b) The beneficiary of a contract made between other parties for his benefit may maintain an action against the promisor on the contract.
Plain-English Summary
Contract disputes raise a basic question before they raise anything else: who has standing to sue, and who should be named as the defendant? This section supplies the default answer for Georgia contract actions.
The general rule in subsection (a) covers contracts of every stripe — written, oral, sealed, or of record — and it ties the right to sue to who holds the legal interest in the contract at the time suit is filed. The defendant is whoever made the contract, whether personally or through an agent acting on their behalf.
Subsection (b) opens the door for someone who wasn’t a party to the contract at all: a third-party beneficiary. If two parties make a contract for the benefit of someone else, that beneficiary can sue the promisor directly to enforce the promise, without having to route the claim through the original contracting party.
Frequently Asked Questions
Who has to bring a lawsuit on a contract in Georgia?
The party in whom the legal interest in the contract is vested — the person who currently holds the right under the contract, not necessarily the original signer.
Does the contract have to be in writing for this section to apply?
No. Subsection (a) covers a contract that is expressed, implied, by parol (oral), under seal, or of record.
Can someone who wasn’t a party to a contract sue to enforce it?
Yes, if they are the intended beneficiary of the contract. Subsection (b) lets the beneficiary of a contract made between other parties for their benefit sue the promisor directly.
Who should be named as the defendant in a contract action?
The party who made the contract, either in person or through an agent, under subsection (a).
What kinds of contracts does this section cover?
All of them, as a general rule — the section lists express, implied, parol, sealed, and record contracts, without limiting itself to any single type.
Amendment History
Orig. Code 1863, § 3181; Code 1868, § 3192; Code 1873, § 3257; Code 1882, § 3257; Civil Code 1895, § 4939; Civil Code 1910, § 5516; Code 1933, § 3-108; Ga. L. 1949, p. 455, § 1.
Source & verification. Section text and amendment history are
reproduced verbatim from the Official Code of Georgia Annotated, published by the
Official Code of Georgia Annotated, Georgia Code Revision Commission / LexisNexis. Last verified July 17, 2026.
· Official source
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