S.D. Codified Laws § 47-1A-202.1
This is the official text of S.D. Codified Laws § 47-1A-202.1, part of South Dakota’s Codified Laws — part of the compiled statutory law of South Dakota, published by the state as "Codified Laws." Browse the sections below, each linked to its official government source.
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Articles of incorporation--Optional provisions
Official statutory text
The articles of incorporation may set forth:
(1) The names and addresses of the individuals who are to serve as the initial directors;
(2) Provisions not inconsistent with law regarding:
(a) The purpose or purposes for which the corporation is organized;
(b) Managing the business and regulating the affairs of the corporation;
(c) Defining, limiting, and regulating the powers of the corporation, its board of directors, and shareholders;
(d) A par value for authorized shares or classes of shares; and
(e) The imposition of personal liability on shareholders for the debts of the corporation to a specified extent and upon specified conditions;
(3) Any provision that under this chapter is required or permitted to be set forth in the bylaws;
(4) A provision eliminating or limiting the liability of a director to the corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director, except liability for the amount of a financial benefit received by a director to which the director is not entitled; an intentional infliction of harm on the corporation or the shareholders; a violation of § 47-1A-833 ; or an intentional violation of criminal law;
(5) A provision permitting or making obligatory indemnification of a director for liability, as defined in subdivision 47-1A-850(5), to any person for any action taken, or any failure to take any action, as a director, except liability for receipt of a financial benefit to which the director is not entitled; an intentional infliction of harm on the corporation or its shareholders; a violation of § 47-1A-833.1 ; or an intentional violation of criminal law; and
(6) Any provision limiting or denying preemptive rights to acquire additional or treasury shares of the corporation.
Source: SL 2005, ch 239, § 29.
(1) The names and addresses of the individuals who are to serve as the initial directors;
(2) Provisions not inconsistent with law regarding:
(a) The purpose or purposes for which the corporation is organized;
(b) Managing the business and regulating the affairs of the corporation;
(c) Defining, limiting, and regulating the powers of the corporation, its board of directors, and shareholders;
(d) A par value for authorized shares or classes of shares; and
(e) The imposition of personal liability on shareholders for the debts of the corporation to a specified extent and upon specified conditions;
(3) Any provision that under this chapter is required or permitted to be set forth in the bylaws;
(4) A provision eliminating or limiting the liability of a director to the corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director, except liability for the amount of a financial benefit received by a director to which the director is not entitled; an intentional infliction of harm on the corporation or the shareholders; a violation of § 47-1A-833 ; or an intentional violation of criminal law;
(5) A provision permitting or making obligatory indemnification of a director for liability, as defined in subdivision 47-1A-850(5), to any person for any action taken, or any failure to take any action, as a director, except liability for receipt of a financial benefit to which the director is not entitled; an intentional infliction of harm on the corporation or its shareholders; a violation of § 47-1A-833.1 ; or an intentional violation of criminal law; and
(6) Any provision limiting or denying preemptive rights to acquire additional or treasury shares of the corporation.
Source: SL 2005, ch 239, § 29.
Status: in_force · Read it on the official government site
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