South Dakota § 47-34A-804 Member's or manager's power and liability as agent after dissolution.

South Dakota Statutes

§ 47-34A-804 — Member's or manager's power and liability as agent after dissolution.

South Dakota § 47-34A-804

Title 47CORPORATIONS

Ch. 47-34UNIFORM LIMITED LIABILITY COMPANY ACT

This text of South Dakota § 47-34A-804 (Member's or manager's power and liability as agent after dissolution.) 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 § 47-34A-804 (2026).

Text

(a)A limited liability company is bound by a member's or manager's act after dissolution that:

(1)Is appropriate for winding up the company's business; or (2) Would have bound the company under § 47-34A-301 before dissolution, if the other party to the transaction did not have notice of the dissolution.

(b)A member or manager who, with knowledge of the dissolution, subjects a limited liability company to liability by an act that is not appropriate for winding up the company's business is liable to the company for any damage caused to the company arising from the liability.

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(a) A limited liability company is bound by a member's or manager's act after dissolution that: (1) Is appropriate for winding up the company's business; or (2) Would have bound the company under § 47-34A-301 before dissolution, if the other party to the transaction did not have notice of the dissolution. (b) A member or manager who, with knowledge of the dissolution, subjects a limited liability company to liability by an act that is not appropriate for winding up the company's business is liable to the company for any damage caused to the company arising from the liability.