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South Dakota Laws > Title 47 > Chapter 34A - Uniform Limited Liability Company Act

South Dakota Laws > Title 47 > Chapter 34A - Uniform Limited Liability Company Act


Current as of: 2010
§ 47-34A-101Definitions
§ 47-34A-103Effect of operating agreement; nonwaivable provisions
§ 47-34A-104Supplemental principles of law
§ 47-34A-105Name
§ 47-34A-106Reserved name
§ 47-34A-107Registration of name--Procedure
§ 47-34A-112Nature of business and powers
§ 47-34A-201Limited liability company as legal entity
§ 47-34A-202.1Organization
§ 47-34A-202.2Certificate of organization
§ 47-34A-203Articles of organization
§ 47-34A-204Amendment or restatement of articles of organization
§ 47-34A-205Signing of records
§ 47-34A-206Filing in Office of Secretary of State
§ 47-34A-207Correcting filed record
§ 47-34A-208Certificate of existence or authorization
§ 47-34A-210Failure or refusal to sign record
§ 47-34A-211Annual report for secretary of state
§ 47-34A-212Fees
§ 47-34A-301Agency of members and managers
§ 47-34A-302Limited liability company liable for member's or manager's actionable conduct
§ 47-34A-303Liability of members and managers
§ 47-34A-401Form of contribution
§ 47-34A-402Member's liability for contributions
§ 47-34A-403Member's and manager's rights to payments and reimbursement
§ 47-34A-404.1Management of limited liability company
§ 47-34A-404.2Classes and voting
§ 47-34A-405Sharing of and right to distributions
§ 47-34A-406Limitations on distributions
§ 47-34A-407Liability for unlawful distributions
§ 47-34A-408Members' and managers' right to information
§ 47-34A-409General standards of member's and manager's conduct
§ 47-34A-410Actions by members
§ 47-34A-411Good faith reliance upon information
§ 47-34A-501Member's distributional interest
§ 47-34A-502Transfer of distributional interest
§ 47-34A-503Rights of a transferee
§ 47-34A-504Rights of creditors
§ 47-34A-601Events causing a member's dissociation
§ 47-34A-602Member's power to dissociate; wrongful dissociation
§ 47-34A-603Effect of a member's dissociation
§ 47-34A-604Dissociated member's power to bind limited liability company
§ 47-34A-605State of dissociation
§ 47-34A-801Events causing dissolution and winding up of company's business
§ 47-34A-802Limited liability company continues after dissolution
§ 47-34A-803Right to wind up the limited liability company's business
§ 47-34A-804Member's or manager's power and liability as agent after dissolution
§ 47-34A-805Articles of termination
§ 47-34A-806Distribution of assets in winding up the limited liability company's business
§ 47-34A-807Known claims against dissolved limited liability company
§ 47-34A-808Notice--Other claims against dissolved limited liability company
§ 47-34A-809Grounds for administrative dissolution
§ 47-34A-810Procedure for and effect of administrative dissolution
§ 47-34A-811Reinstatement following administrative dissolution
§ 47-34A-812Appeal from denial of reinstatement
§ 47-34A-901Definitions
§ 47-34A-902Conversion of partnerships or limited partnerships to limited liability company
§ 47-34A-903Effect of conversion; entity unchanged
§ 47-34A-904Merger
§ 47-34A-905Articles of merger
§ 47-34A-906Effect of merger
§ 47-34A-907Article not exclusive
§ 47-34A-908Conversion of domestic limited liability company
§ 47-34A-909Plan of conversion--Required provisions
§ 47-34A-910Plan of conversion--Permissive provisions
§ 47-34A-911Time conversion takes effect
§ 47-34A-912Effect of conversion
§ 47-34A-1001Law governing foreign limited liability companies
§ 47-34A-1002Application for certificate of authority
§ 47-34A-1003Activities not constituting transacting business
§ 47-34A-1004Issuance of certificate of authority
§ 47-34A-1005Name of foreign limited liability company
§ 47-34A-1006Revocation of certificate of authority
§ 47-34A-1007Cancellation of authority
§ 47-34A-1008Effect of failure to obtain certificate of authority
§ 47-34A-1009Action by attorney general
§ 47-34A-1010Domestication
§ 47-34A-1011Plan of domestication
§ 47-34A-1012Action on plan of domestication by a domestic limited liability company
§ 47-34A-1013Articles of domestication
§ 47-34A-1014Surrender of articles of organization upon domestication
§ 47-34A-1015Effect of domestication
§ 47-34A-1016Abandonment of domestication
§ 47-34A-1101Right of action
§ 47-34A-1102Proper plaintiff
§ 47-34A-1103Pleading
§ 47-34A-1104Expenses
§ 47-34A-1201Uniformity of application and construction
§ 47-34A-1202Short title
§ 47-34A-1205Limited liability company--Organization--Effective date
§ 47-34A-1206Fees
§ 47-34A-1207Savings clause

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