South Dakota
Title 47 · Chapter 47-34
114 entries
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47-34-1. 47-34-1 to 47-34-59. Repealed by SL 2005, ch 241, § 5.
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47-34A-101. Definitions.
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47-34A-102. 47-34A-102. Reserved
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47-34A-103. Operating agreement--Scope--Limitations.
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47-34A-103.1. Effect of records that conflict with § 47-34A-103 or operating agreement.
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47-34A-104. Supplemental principles of law.
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47-34A-105. Name.
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47-34A-106. Reserved name.
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47-34A-107. Registration of name--Procedure.
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47-34A-108. 47-34A-108 to 47-34A-111. Repealed by SL 2008, ch 275, § 74.
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47-34A-112. Nature of business and powers.
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47-34A-113. Governing Law.
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47-34A-114. Freedom of contract.
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47-34A-201. Limited liability company as legal entity.
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47-34A-202.1. Organization.
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47-34A-202.2. Certificate of organization.
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47-34A-203. Articles of organization.
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47-34A-204. Amendment or restatement of articles of organization.
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47-34A-205. Signing of records.
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47-34A-206. Filing in Office of Secretary of State.
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47-34A-207. Correcting filed record.
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47-34A-208. Certificate of existence or authorization.
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47-34A-209. 47-34A-209. Reserved
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47-34A-210. Failure or refusal to sign record.
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47-34A-211. Annual report for secretary of state.
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47-34A-212. Fees.
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47-34A-301. Agency of members and managers.
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47-34A-302. Limited liability company liable for member's or manager's actionable conduct.
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47-34A-303. Liability of members and managers.
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47-34A-401. Becoming a member.
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47-34A-401.1. Form of contribution.
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47-34A-402. Liability for contributions.
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47-34A-403. Member's and manager's rights to payments and reimbursement.
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47-34A-404.1. Management of limited liability company.
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47-34A-404.2. Classes and voting.
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47-34A-405. Sharing of and right to distributions.
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47-34A-406. Limitations on distributions.
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47-34A-407. Liability for improper distributions.
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47-34A-408. Members' and managers' right to information.
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47-34A-409. General standards of member's and manager's conduct.
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47-34A-410. Actions by members.
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47-34A-411. Good faith reliance upon information.
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47-34A-501. Member's distributional interest.
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47-34A-502. Transfer of distributional interest.
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47-34A-503. Rights of a transferee.
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47-34A-504. Rights of creditor.
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47-34A-601. Events causing a member's dissociation.
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47-34A-602. Member's power to dissociate; wrongful dissociation.
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47-34A-603. Effect of a member's dissociation.
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47-34A-604. Dissociated member's power to bind limited liability company.
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47-34A-605. State of dissociation.
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47-34A-701. Series of members, managers, or limited liability company interests permitted.
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47-34A-702. Liability of series for debts of limited liability company or other series.
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47-34A-703. Name of series.
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47-34A-704. Formation of series—Amendment to certificate of designation—Dissolution of series—Registered agent and office.
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47-34A-705. Rights, powers, and duties relating to series governed by operating agreement.
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47-34A-706. Activities of series in foreign jurisdiction--Registration of series authorized in foreign jurisdiction.
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47-34A-707. Requirements for application for certificate of designation.
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47-34A-801. Events causing dissolution and winding up of company's business.
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47-34A-802. Limited liability company continues after dissolution.
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47-34A-803. Right to wind up the limited liability company's business.
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47-34A-804. Member's or manager's power and liability as agent after dissolution.
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47-34A-805. Articles of termination.
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47-34A-806. Distribution of assets in winding up the limited liability company's business.
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47-34A-807. Known claims against dissolved limited liability company.
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47-34A-808. Notice--Other claims against dissolved limited liability company.
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47-34A-809. Grounds for administrative dissolution.
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47-34A-810. Procedure for and effect of administrative dissolution.
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47-34A-811. Reinstatement following administrative dissolution.
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47-34A-812. Appeal from denial of reinstatement.
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47-34A-901. Definitions.
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47-34A-902. Merger.
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47-34A-903. Action on plan of merger by constituent limited liability company.
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47-34A-904. Filings required for merger--Effective date.
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47-34A-905. Effect of merger.
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47-34A-906. Conversion.
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47-34A-907. Action on plan of conversion by converting limited liability company.
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47-34A-908. Filings required for conversion--Effective date.
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47-34A-909. Effect of conversion.
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47-34A-910. Domestication.
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47-34A-911. Action on plan of domestication by domesticating limited liability company.
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47-34A-912. Filings required for domestication--Effective date.
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47-34A-913. Effect of domestication.
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47-34A-914. Restrictions on approval of mergers, conversions, and domestications.
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47-34A-915. Article not exclusive.
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47-34A-1001. Law governing foreign limited liability companies.
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47-34A-1002. Application for certificate of authority.
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47-34A-1003. Activities not constituting transacting business.
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47-34A-1004. Filing of certificate of authority.
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47-34A-1005. Noncomplying name of foreign limited liability company.
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47-34A-1006. Revocation of certificate of authority.
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47-34A-1007. Cancellation of certificate of authority.
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47-34A-1008. Effect of failure to obtain certificate of authority.
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47-34A-1009. Action by attorney general.
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47-34A-1010. Repealed.
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47-34A-1011. Repealed.
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47-34A-1012. Repealed.
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47-34A-1013. Repealed.
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47-34A-1014. Repealed.
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47-34A-1015. Repealed.
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47-34A-1016. Repealed.
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47-34A-1101. Direct action by member.
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47-34A-1102. Derivative action.
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47-34A-1103. Proper plaintiff.
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47-34A-1104. Pleading.
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47-34A-1105. Special litigation committee.
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47-34A-1106. Proceeds and expenses.
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47-34A-1201. Uniformity of application and construction.
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47-34A-1202. Short title.
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47-34A-1203. 47-34A-1203, 47-34A-1204. Reserved.
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47-34A-1205. Limited liability company--Organization--Effective date.
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47-34A-1206. Fees.
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47-34A-1206.1. Filing of documents with secretary of state.
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47-34A-1207. Savings clause.