2011 South Dakota Code
Title 47 CORPORATIONS
Chapter 34A. Uniform Limited Liability Company Act
§47-34A-604 Dissociated member's power to bind limited liability company.


SD Codified L § 47-34A-604 (through 2011) What's This?

47-34A-604. Dissociated member's power to bind limited liability company. For two years after a member dissociates without the dissociation resulting in a dissolution and winding up of a limited liability company's business, the company, including a surviving company under Article 9, is bound by an act of the dissociated member which would have bound the company under § 47-34A-301 before dissociation only if at the time of entering into the transaction the other party:

(1) Reasonably believed that the dissociated member was then a member;

(2) Did not have notice of the member's dissociation; and

(3) Is not deemed to have had notice under § 47-34A-605.

Source: SL 1998, ch 272, § 604.

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