GroundRules
Browse South Dakota
Read the original sections, or search by topic.
- SDCL § 47-1A-1009 · Effect of amendment.
- SDCL § 47-1A-1020 · Amendment by board of directors or shareholders.
- SDCL § 47-1A-1021 · Bylaw increasing quorum or voting requirement for directors.
- SDCL § 47-1A-1101 · Definitions.
- SDCL § 47-1A-1102 · Merger allowed generally.
- SDCL § 47-1A-1102.1 · Foreign business corporation or foreign eligible entities allowed to parties to merger.
- SDCL § 47-1A-1102.2 · Procedures for approval of merger if not in organic law of entity.
- SDCL § 47-1A-1102.3 · Plan of merger--Required content.
- SDCL § 47-1A-1102.4 · Plan of merger--Amendment.
- SDCL § 47-1A-1102.5 · Property held in trust or for charitable purposes--Disposition by court order.
- SDCL § 47-1A-1103 · Share exchange generally.
- SDCL § 47-1A-1103.1 · Foreign corporation or eligible party allowed to be party to share exchange.
- SDCL § 47-1A-1103.2 · Procedures for approval of share exchange if not in organic law of entity.
- SDCL § 47-1A-1103.3 · Plan of share exchange--Required content.
- SDCL § 47-1A-1103.4 · Plan of share exchange--Amendments.
- SDCL § 47-1A-1103.5 · Acquisition of shares in transactions other than share exchange.
- SDCL § 47-1A-1104 · Action on a plan of merger or share exchange.
- SDCL § 47-1A-1105 · Merger between parent and subsidiary or between subsidiaries.
- SDCL § 47-1A-1105.1 · Parent corporation notice to subsidiary shareholders of merger effectiveness.
- SDCL § 47-1A-1105.2 · Provisions applicable to merger between parent and subsidiary.
- SDCL § 47-1A-1106 · Articles of merger or share exchange.
- SDCL § 47-1A-1107 · Effect of merger or share exchange.
- SDCL § 47-1A-1107.1 · Rights of shares of domestic corporation exchanged.
- SDCL § 47-1A-1107.2 · Owner liability only as in organic law and for debts arising after effective time of articles of merger or share exchange.
- SDCL § 47-1A-1107.3 · Effect of merger on surviving foreign corporation or foreign eligible entity.
- SDCL § 47-1A-1107.4 · Effect of merger or share exchange on owner liability of person who had owner liability for obligations of party to merger or share exchange.
- SDCL § 47-1A-1108 · Abandonment of a merger or share exchange.
- SDCL § 47-1A-1201 · Disposition of assets not requiring shareholder approval.
- SDCL § 47-1A-1202 · Shareholder approval of certain dispositions.
- SDCL § 47-1A-1202.1 · Resolution authorizing disposition--Recommendation and submission of resolution to shareholders--Conditions.
- SDCL § 47-1A-1202.2 · Meeting of shareholders to consider disposition--Notice.
- SDCL § 47-1A-1202.3 · Votes required for approval of disposition.
- SDCL § 47-1A-1202.4 · Abandonment of disposition.
- SDCL § 47-1A-1202.5 · Provisions not governing disposition of assets in course of dissolution.
- SDCL § 47-1A-1202.6 · Assets of direct or indirect consolidated subsidiary considered assets of parent corporation.
- SDCL § 47-1A-1301 · Definitions.
- SDCL § 47-1A-1302 · Right to appraisal.
- SDCL § 47-1A-1302.1 · Limitations on availability of appraisal rights.
- SDCL § 47-1A-1302.2 · Limits on or elimination of appraisal rights for preferred shares by articles of incorporation--Application.
- SDCL § 47-1A-1302.3 · Challenge of specified completed corporate actions--Limitation.
- SDCL § 47-1A-1303 · Assertion of appraisal rights by record shareholders for part of shares in name.
- SDCL § 47-1A-1303.1 · Assertion of appraisal rights of beneficial shareholder.
- SDCL § 47-1A-1320 · Notice of appraisal rights.
- SDCL § 47-1A-1321 · Notice of intent to demand payment.
- SDCL § 47-1A-1322 · Appraisal notice and form--Delivery to shareholders.
- SDCL § 47-1A-1322.1 · Appraisal notice and form--Time limits and content.
- SDCL § 47-1A-1323 · Perfection of rights--Right to withdraw.
- SDCL § 47-1A-1323.1 · Subsequent withdrawal from appraisal process.
- SDCL § 47-1A-1323.2 · Loss of payment upon failure to return form and deposit share certificates.
- SDCL § 47-1A-1324 · Payment for shares.
- SDCL § 47-1A-1325 · Withholding of payment for after-acquired shares.
- SDCL § 47-1A-1325.1 · Notice required upon withholding of payment for after-acquired shares.
- SDCL § 47-1A-1325.2 · Payment for shares upon shareholder acceptance of offer in notice.
- SDCL § 47-1A-1325.3 · Payment for shares of amount offered in notice to specified shareholders.
- SDCL § 47-1A-1326 · Procedure if shareholder dissatisfied with payment or offer.
- SDCL § 47-1A-1330 · Court action.
- SDCL § 47-1A-1330.1 · Venue.
- SDCL § 47-1A-1330.2 · Parties--Service.
- SDCL § 47-1A-1330.3 · Jurisdiction--Appraisers--Discovery--Jury trial.
- SDCL § 47-1A-1330.4 · Judgment amount.
- SDCL § 47-1A-1331 · Court costs.
- SDCL § 47-1A-1331.1 · Counsel and expert fees and expenses.
- SDCL § 47-1A-1331.2 · Counsel fees to be paid by benefited shareholders.
- SDCL § 47-1A-1401 · Dissolution by incorporators or initial directors.
- SDCL § 47-1A-1402 · Proposal to dissolve by board of directors--Requirements for adoption.
- SDCL § 47-1A-1402.1 · Conditions for submission of proposal for dissolution.
- SDCL § 47-1A-1402.2 · Meeting of shareholders to consider dissolving corporation--Notice.
- SDCL § 47-1A-1402.3 · Votes required for adoption of proposal to dissolve.
- SDCL § 47-1A-1403 · Articles of dissolution--Content--Filing--Effective date.
- SDCL § 47-1A-1403.1 · Dissolved corporation defined.
- SDCL § 47-1A-1404 · Revocation of dissolution.
- SDCL § 47-1A-1405 · Effect of dissolution.
- SDCL § 47-1A-1405.1 · Limitations on effect of dissolution.
- SDCL § 47-1A-1406 · Known claims against dissolved corporation.
- SDCL § 47-1A-1406.1 · Bar on known claims against dissolved corporation.
- SDCL § 47-1A-1406.2 · Claim exclusions.
- SDCL § 47-1A-1407 · Other claims against dissolved corporation--Publication of notice of dissolution.
- SDCL § 47-1A-1407.1 · Time for bringing action to enforce claim against dissolved corporation after notice publication.
- SDCL § 47-1A-1407.2 · Enforcement of claims against dissolved corporations.
- SDCL § 47-1A-1408 · Court proceedings for determination of amount and form of security for contingent, unknown, or future claims.
- SDCL § 47-1A-1408.1 · Court-ordered security satisfaction for contingent, unknown, or future claims.
- SDCL § 47-1A-1409 · Director duties.
- SDCL § 47-1A-1420 · Grounds for administrative dissolution.
- SDCL § 47-1A-1421 · Procedure for and effect of administrative dissolution.
- SDCL § 47-1A-1422 · Reinstatement following administrative dissolution.
- SDCL § 47-1A-1423 · Appeal from denial of reinstatement.
- SDCL § 47-1A-1430 · Grounds for judicial dissolution.
- SDCL § 47-1A-1431 · Venue.
- SDCL § 47-1A-1431.1 · Shareholders as parties.
- SDCL § 47-1A-1431.2 · Authority of court until full hearing held.
- SDCL § 47-1A-1431.3 · Shareholder right to avoid dissolution by purchase of petitioner shares--Notice.
- SDCL § 47-1A-1432 · Receivership or custodianship.
- SDCL § 47-1A-1433 · Decree of dissolution.
- SDCL § 47-1A-1434 · Election to purchase in lieu of dissolution.
- SDCL § 47-1A-1434.1 · Filing deadline for election to purchase--Notice of right to participate in election--Participation.
- SDCL § 47-1A-1434.2 · Agreement on fair value and terms of purchase of shares.
- SDCL § 47-1A-1434.3 · Court determination of fair value of shares when parties unable to reach agreement.
- SDCL § 47-1A-1434.4 · Order directing purchase of shares--Terms and conditions--Fees and expenses.
- SDCL § 47-1A-1434.5 · Dismissal of petition to dissolve corporation.
- SDCL § 47-1A-1434.6 · Time for purchase--Intent of corporation to adopt articles of dissolution--Dissolution--Fees and expenses--Claims.