Title 47, CORPORATIONS

If any provision of this chapter conflicts with chapter 36-6A , the provisions of chapter 36-6A shall take precedence. Source: SL 1963, ch 35 , § 3; SL 1971, ch 213 , § 41; SL 2017, ch 194 , § 20.

This chapter may be cited as "The Dental Corporation Act." Source: SL 1963, ch 35 , § 1.

Each director, manager, member, partner, and shareholder of an entity subject to this chapter shall be a dentist licensed pursuant to chapter 36-6A or a qualified entity. No person other than a licensed dentist or a qualified entity may have any part in the ownership or control o…

Notwithstanding any other provisions of this chapter, a revocable trust may be a shareholder in a corporation, a member in a limited liability company, or a partner in a limited partnership, a limited liability limited partnership, or a limited liability partnership subject to th…

No entity subject to this chapter may open, operate, or maintain an establishment for any of the purposes set forth in § 47-12-1 without a certificate of registration from the State Board of Dentistry. It is unprofessional or dishonorable conduct under § 36-6A-59.1 to maintain or…

An application for registration shall contain the name, address, state of organization, employer identification number of the entity, and such other information as may be required by the State Board of Dentistry. Upon receipt of an application for registration and a registration …

One or more persons licensed pursuant to chapter 36-12 , hereinafter referred to as the Veterinary Practice Act, may associate to form a corporation, pursuant to the provisions of law pertaining to private corporations to own, operate, and maintain an establishment for the study,…

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…

In the event of a change of location of the registered establishment, the Board of Veterinary Medical Examiners, in accordance with its regulations, shall amend the certificate of registration so that it shall apply to the new location. Source: SL 1964, ch 20 , § 8.

No certificate of registration shall be assignable. Source: SL 1964, ch 20 , § 9.

Upon written application of the holder, accompanied by a fee of ten dollars, the Board of Veterinary Medical Examiners shall annually renew the certificate of registration if the board finds that the corporation has complied with its regulations and the provisions of this chapter…

The Board of Veterinary Medical Examiners may suspend or revoke any certificate of registration for any of the following reasons: (1) The revocation or suspension of the license to practice veterinary medicine of any officer, director, shareholder, or employee not promptly remove…

Before any certificate of registration is suspended or revoked, the holder shall be given written notice of the proposed action and the reasons therefor, and shall be given a public hearing by the Board of Veterinary Medical Examiners with the right to produce testimony concernin…

Any corporation whose application for a certificate of registration has been denied or whose registration has been suspended or revoked may, within thirty days after notice of such action by the Board of Veterinary Medical Examiners, appeal to the circuit court for the county whe…

Notice of appeal shall be served upon any member of the Board of Veterinary Medical Examiners by leaving with such member, or at his usual place of abode, an attested copy thereof within thirty days after the board has notified such appellant of its decision. Source: SL 1964, ch …

This chapter does not alter any law applicable to the relationship between a veterinary and a person for whom services are rendered, including liability arising out of such service. Source: SL 1964, ch 20 , § 15.

The provisions of the law governing private corporations shall be applicable to corporations formed under this chapter, including their organization, and they shall enjoy the powers and privileges and be subject to the duties, restrictions, and liabilities of other corporations, …

If any provision of this chapter or the application thereof to any person or circumstances is invalid, such invalidity shall not affect other provisions or application of this chapter which can be given effect without the invalid provisions or application, and to this end the pro…

The corporate name shall end with the word "chartered," or, the word "limited," or the abbreviation "Ltd.," or the words "professional association," or the abbreviation "P.C." or "PC". Corporations that were utilizing the designation "P.A." on July 1, 1974, but no others, may con…

If any provision of this chapter conflicts with the Veterinary Practice Act this chapter shall take precedence. Source: SL 1964, ch 20 , § 3.

This chapter may be cited as "The Veterinary Corporation Act." Source: SL 1964, ch 20 , § 1.

All of the officers, directors, and shareholders of a corporation subject to this chapter shall at all times be persons licensed pursuant to the Veterinary Practice Act. No person who is not so licensed shall have any part in the ownership, or control of such corporation, nor may…

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…

If the articles of incorporation or bylaws of a corporation subject to this chapter fail to state a price or method of determining a fixed price at which the corporation or its shareholders may purchase the shares of a deceased shareholder or a shareholder no longer qualified to …

Notwithstanding any provision of statute to the contrary any veterinary corporation licensed under this chapter may enter into contracts for personal services with persons licensed pursuant to the Veterinary Practice Act for such duration as is agreed to between the parties. Sour…

Each individual employee licensed pursuant to the Veterinary Practice Act who is employed by a corporation subject to this chapter shall remain subject to reprimand or discipline for his conduct under the provisions of the Veterinary Practice Act. Source: SL 1964, ch 20 , § 16.

No corporation shall open, operate, or maintain an establishment for any of the purposes set forth in § 47-13-1 without a certificate of registration from the Board of Veterinary Medical Examiners, hereinafter referred to as the board. Application for such registration shall be m…

Upon receipt of an application under § 47-13-7 , the Board of Veterinary Medical Examiners shall make an investigation of the corporation. If the board finds that the incorporators, officers, directors, and shareholders are each licensed pursuant to the Veterinary Practice Act an…

The certificate of registration shall be conspicuously posted upon the premises to which it is applicable. Source: SL 1964, ch 20 , § 7.

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…

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…

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…

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. …

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…

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…

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.

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 …

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 , § …

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…

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…

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 .

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…

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.

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…

Public accountants may form professional service corporations or limited liability companies for the practice of public accounting under the South Dakota Business Corporation Act as amended, or the South Dakota Limited Liability Act as amended, respectively, providing that such c…

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…