South Dakota § 47-1A-1402 Proposal to dissolve by board of directors--Requirements for adoption.

South Dakota Statutes

§ 47-1A-1402 — Proposal to dissolve by board of directors--Requirements for adoption.

South Dakota § 47-1A-1402

Title 47CORPORATIONS

Ch. 47-1SOUTH DAKOTA BUSINESS CORPORATION ACT

This text of South Dakota § 47-1A-1402 (Proposal to dissolve by board of directors--Requirements for adoption.) is published on Counsel Stack Legal Research, covering South Dakota primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

S.D. Codified Laws § 47-1A-1402 (2026).

Text

A corporation's board of directors may propose dissolution for submission to the shareholders. For a proposal to dissolve to be adopted:

(1)The board of directors must recommend dissolution to the shareholders unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders; and (2) The shareholders entitled to vote must approve the proposal to dissolve as provided in § 47-1A-1402.3 .

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A corporation's board of directors may propose dissolution for submission to the shareholders. For a proposal to dissolve to be adopted: (1) The board of directors must recommend dissolution to the shareholders unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders; and (2) The shareholders entitled to vote must approve the proposal to dissolve as provided in § 47-1A-1402.3 .