There is a newer version
of
this Chapter
2017 South Dakota Codified Laws
Title 47 - CORPORATIONS
Chapter 34A - Uniform Limited Liability Company Act
ARTICLE 1. GENERAL PROVISIONS.
- § 47-34A-101 Definitions.
- § 47-34A-102. Reserved
- § 47-34A-103 Operating agreement--Scope--Limitations.
- § 47-34A-103.1 Effect of records that conflict with ยง 47-34A-103 or operating agreement.
- § 47-34A-104 Supplemental principles of law.
- § 47-34A-105 Name.
- § 47-34A-106 Reserved name.
- § 47-34A-107 Registration of name--Procedure.
- § 47-34A-108 to 47-34A-111. Repealed.
- § 47-34A-112 Nature of business and powers.
- § 47-34A-113 Governing Law.
- § 47-34A-114 Freedom of contract
- § 47-34A-201 Limited liability company as legal entity.
- § 47-34A-202.1 Organization.
- § 47-34A-202.2 Certificate of organization.
- § 47-34A-203 Articles of organization.
- § 47-34A-204 Amendment or restatement of articles of organization.
- § 47-34A-205 Signing of records.
- § 47-34A-206 Filing in Office of Secretary of State.
- § 47-34A-207 Correcting filed record.
- § 47-34A-208 Certificate of existence or authorization.
- § 47-34A-209. Reserved
- § 47-34A-210 Failure or refusal to sign record.
- § 47-34A-211 Annual report for secretary of state.
- § 47-34A-212 Fees
- § 47-34A-301 Agency of members and managers.
- § 47-34A-302 Limited liability company liable for member's or manager's actionable conduct.
- § 47-34A-303 Liability of members and managers
- § 47-34A-401 Becoming a member.
- § 47-34A-401.1 Form of contribution.
- § 47-34A-402 Liability for contributions.
- § 47-34A-403 Member's and manager's rights to payments and reimbursement.
- § 47-34A-404.1 Management of limited liability company.
- § 47-34A-404.2 Classes and voting.
- § 47-34A-405 Sharing of and right to distributions.
- § 47-34A-406 Limitations on distributions.
- § 47-34A-407 Liability for improper distributions.
- § 47-34A-408 Members' and managers' right to information.
- § 47-34A-409 General standards of member's and manager's conduct.
- § 47-34A-410 Actions by members.
- § 47-34A-411 Good faith reliance upon information
- § 47-34A-501 Member's distributional interest.
- § 47-34A-502 Transfer of distributional interest.
- § 47-34A-503 Rights of a transferee.
- § 47-34A-504 Rights of creditor
- § 47-34A-601 Events causing a member's dissociation.
- § 47-34A-602 Member's power to dissociate; wrongful dissociation.
- § 47-34A-603 Effect of a member's dissociation.
- § 47-34A-604 Dissociated member's power to bind limited liability company.
- § 47-34A-605 State of dissociation
- § 47-34A-801 Events causing dissolution and winding up of company's business.
- § 47-34A-802 Limited liability company continues after dissolution.
- § 47-34A-803 Right to wind up the limited liability company's business.
- § 47-34A-804 Member's or manager's power and liability as agent after dissolution.
- § 47-34A-805 Articles of termination.
- § 47-34A-806 Distribution of assets in winding up the limited liability company's business.
- § 47-34A-807 Known claims against dissolved limited liability company.
- § 47-34A-808 Notice--Other claims against dissolved limited liability company.
- § 47-34A-809 Grounds for administrative dissolution.
- § 47-34A-810 Procedure for and effect of administrative dissolution.
- § 47-34A-811 Reinstatement following administrative dissolution.
- § 47-34A-812 Appeal from denial of reinstatement
- § 47-34A-901 Definitions.
- § 47-34A-902 Merger.
- § 47-34A-903 Action on plan of merger by constituent limited liability company.
- § 47-34A-904 Filings required for merger--Effective date.
- § 47-34A-905 Effect of merger.
- § 47-34A-906 Conversion.
- § 47-34A-907 Action on plan of conversion by converting limited liability company.
- § 47-34A-908 Filings required for conversion--Effective date.
- § 47-34A-909 Effect of conversion.
- § 47-34A-910 Domestication.
- § 47-34A-911 Action on plan of domestication by domesticating limited liability company.
- § 47-34A-912 Filings required for domestication--Effective date.
- § 47-34A-913 Effect of domestication.
- § 47-34A-914 Restrictions on approval of mergers, conversions, and domestications.
- § 47-34A-915 Article not exclusive
- § 47-34A-1001 Law governing foreign limited liability companies.
- § 47-34A-1002 Application for certificate of authority.
- § 47-34A-1003 Activities not constituting transacting business.
- § 47-34A-1004 Filing of certificate of authority.
- § 47-34A-1005 Noncomplying name of foreign limited liability company.
- § 47-34A-1006 Revocation of certificate of authority.
- § 47-34A-1007 Cancellation of certificate of authority.
- § 47-34A-1008 Effect of failure to obtain certificate of authority.
- § 47-34A-1009 Action by attorney general.
- § 47-34A-1010 Domestication.
- § 47-34A-1011 Plan of domestication.
- § 47-34A-1012 Action on plan of domestication by a domestic limited liability company.
- § 47-34A-1013 Articles of domestication.
- § 47-34A-1014 Surrender of articles of organization upon domestication.
- § 47-34A-1015 Effect of domestication.
- § 47-34A-1016 Abandonment of domestication
- § 47-34A-1101 Direct action by member.
- § 47-34A-1102 Derivative action.
- § 47-34A-1103 Proper plaintiff.
- § 47-34A-1104 Pleading.
- § 47-34A-1105 Special litigation committee.
- § 47-34A-1106 Proceeds and expenses
- § 47-34A-1201 Uniformity of application and construction.
- § 47-34A-1202 Short title.
- § 47-34A-1203, 47-34A-1204. Reserved.
- § 47-34A-1205 Limited liability company--Organization--Effective date.
- § 47-34A-1206 Fees.
- § 47-34A-1206.1 Filing of documents with secretary of state.
- § 47-34A-1207 Savings clause.
Disclaimer: These codes may not be the most recent version. South Dakota may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
This site is protected by reCAPTCHA and the Google
Privacy Policy and
Terms of Service apply.
