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§ 47-1A-1102.2 Procedures for approval of merger if not in organic law of entity.

SD Codified L § 47-1A-1102.2 (2019) (N/A)
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47-1A-1102.2. Procedures for approval of merger if not in organic law of entity. If the organic law of a domestic eligible entity does not provide procedures for the approval of a merger, a plan of merger may be adopted and approved, the merger effectuated, and appraisal rights exercised in accordance with the procedures in §§ 47-1A-1101 to 47-1A-1108, inclusive, and §§ 47-1A-1301 to 47-1A-1331.2, inclusive. For the purposes of applying §§ 47-1A-1101 to 47-1A-1108, inclusive, and §§ 47-1A-1301 to 47-1A-1331.2, inclusive:

(1) The eligible entity, its members or interest holders, eligible interests, and organic documents taken together shall be deemed to be a domestic business corporation, shareholders, shares, and articles of incorporation, respectively and vice versa as the context may require; and

(2) If the business and affairs of the eligible entity are managed by a group of persons that is not identical to the members or interest holders, that group shall be deemed to be the board of directors.Source: SL 2005, ch 239, § 251.

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§ 47-1A-1102.1 Foreign business corporation or foreign eligible entities allowed to parties to merger.
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§ 47-1A-1102.3 Plan of merger--Required content.