South Dakota Statutes
§ 47-34A-1008 — Effect of failure to obtain certificate of authority.
(a)A foreign limited liability company transacting business in this state may not maintain an action or proceeding in this state unless it has a certificate of authority to transact business in this state.
(b)The failure of a foreign limited liability company to have a certificate of authority to transact business in this state does not impair the validity of a contract or act of the company or prevent the foreign limited liability company from defending an action or proceeding in this state.
(c)A member or manager of a foreign limited liability company is not liable for the debt, obligations, or other liabilities of the company solely because the company transacted business in that state without a certificate of authority.
(d)If a foreign limited liability company transacts business i
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South Dakota § 47-34A-1008 (Effect of failure to obtain certificate of authority.) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.
Related
Bialota v. Lakota Lakes, LLC
2023 S.D. 55 (South Dakota Supreme Court, 2023)
Legislative History
SL 1998, ch 272, § 1008; SL 2013, ch 233, § 37.
Nearby Sections
15
§ 47-1-1
Repealed§ 47-1-3
Repealed§ 47-10-1
Purposes of corporations.§ 47-10-10
Incorporators.§ 47-10-11
Directors--Number and term of office.§ 47-10-13
Accumulation of surplus--Use of surplus.§ 47-10-14
Persons authorized to hold common stock.§ 47-10-18
Nonstockholder members--Duty to lend.§ 47-10-2
Powers of corporations.