51 chapters · 1,570 sections in this title.
SDCL § 47-13A-1 Professional corporations for practice of law authorized--Limited liability company
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One or more lawyers licensed pursuant to chapter 16-16 may form professional service corporations for the practice of law under §§ 47-1A-101 to 47-1A-863.3 , inclusive, §§ 47-1A-1401 to 47-1A-1440 , inclusive, and §§ 47-1A-1601 to 47-1A-1621.3, inclusive, or may form limited liab…
SDCL § 47-13A-1.1 Definition of terms
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Terms used in this chapter mean: (1) "Articles of incorporation," includes the articles of organization of a limited liability company; (2) "Corporation," both corporations under the South Dakota Business Corporations Act and limited liability companies under the South Dakota Lim…
SDCL § 47-13A-10 Practice of law by corporations prohibited--Professional service corporations not deemed to be lay agencies
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Except as provided in this chapter, corporations may not engage in the practice of law. Professional service corporations organized and operated in accordance with the provisions of this chapter may not be deemed lay agencies within the meaning of the Rules of Professional Conduc…
SDCL § 47-13A-2 Contents of articles of incorporation
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The articles of incorporation of such corporations shall contain provisions complying with the following requirements: (1) The name of a corporation shall contain the words "professional company" or "professional corporation" or abbreviations thereof, such as "Prof. Co.," "Prof. …
SDCL § 47-13A-2.1 Revocable trust as shareholder--Conditions
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Notwithstanding any other provisions of this chapter, a revocable trust may be a shareholder in a corporation or limited liability company organized under this chapter, for so long as the grantor of the revocable trust is living and is eligible to be a shareholder of a corporatio…
SDCL § 47-13A-2.2 Personal liability of shareholders, directors, and officers of professional corporations or members or managers of limited liability companies limited for corporate or individual obligations--Exception
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An obligation of a professional corporation or limited liability company formed pursuant to chapter 47-11A , 47-11B , 47-11C , 47-11D , 47-11E , 47-13A , or 47-13B , whether arising in contract, tort, or otherwise, is the obligation of the professional corporation or limited liab…
SDCL § 47-13A-2.3 Amendment of articles of incorporation to be consistent with law
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Any professional corporation or limited liability company may amend its articles of incorporation to be consistent with SL 2005, ch 240. Source: SL 2005, ch 240 , § 2.
SDCL § 47-13A-2.4 Application of repealed provisions to acts, errors, or omissions occurring before July 1, 2005
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The repealed provisions contained in SL 2005, ch 240, that limited the liability of a shareholder, director, or officer of a professional corporation or member or manager of a limited liability company by limiting or eliminating the joint and several liability of such person for …
SDCL § 47-13A-3 Certified copy of articles and amendments filed with Supreme Court clerk
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A copy certified by the secretary of state of the articles of incorporation of any corporation formed pursuant to this chapter shall be filed with the clerk of the Supreme Court of South Dakota, together with a certified copy of all amendments thereto. Source: SL 1968, ch 10 , § …
SDCL § 47-13A-4 List of shareholders and employees filed with Supreme Court clerk
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At the time of filing the original articles with the clerk of the Supreme Court, the corporation shall file with him a written list of shareholders setting forth the names and addresses of each and a written list containing the names and addresses of all persons who are not share…
SDCL § 47-13A-5 Corporation's violation of standards of professional conduct and rules of court prohibited--Compliance with standards and provisions of chapter
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The corporation shall do nothing which if done by an attorney employed by it would violate the standards of professional conduct established for such attorney pursuant to law, including rules of court. The corporation shall at all times comply with the standards of professional c…
SDCL § 47-13A-6 Violation as grounds for termination or suspension of right to practice law
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Any violation of this chapter by the corporation shall be grounds for the Supreme Court to terminate or suspend its, or any of its members' right to practice law. Source: SL 1968, ch 10 , § 2; SL 1969, ch 18 .
SDCL § 47-13A-7 Attorneys employed by corporation subject to standards of professional conduct--Personal liability
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Nothing in this chapter shall be deemed to diminish or change the obligation of each attorney employed by the corporation to conduct his practice in accordance with the standards of professional conduct promulgated by the State Bar of South Dakota or by the Supreme Court of South…
SDCL § 47-13A-8 Attorney - client privilege unaffected
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Nothing in this chapter shall be deemed to modify the attorney - client privilege established by the Legislature and any comparable common law privilege. Source: SL 1968, ch 10 , § 2.
SDCL § 47-13A-9 Adoption of pension, profit - sharing, and insurance plans authorized
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A professional service corporation may adopt a pension, profit - sharing (whether cash or deferred), health and accident, insurance, or welfare plan for all or part of its employees including lay employees, providing that such plan does not require or result in the sharing of spe…