South Dakota Codified Laws
Chapter 25A - Nonprofit Corporations--Domestication And Conversion
Section 47-25A-10 - Articles of for-profit conversion.

47-25A-10. Articles of for-profit conversion.
(a) Articles of for-profit conversion must be signed on behalf of the converting corporation by any officer or other duly authorized representative. The articles must set forth:
(1)If the surviving corporation is a domestic business corporation, the name of the corporation immediately before the filing of the articles of for-profit conversion and if that name does not satisfy the requirements of the business corporation act, or the corporation desires to change its name in connection with the conversion, a name that satisfies the requirements of the business corporation act;
(2)If the surviving corporation is a foreign business corporation, its name after the conversion and its jurisdiction of incorporation; and
(3)A statement that the plan of for-profit conversion was duly approved by the members in the manner required by this chapter and the articles of incorporation.
(b) If the surviving corporation is a domestic business corporation, the articles of for-profit conversion shall either contain all of the provisions that the business corporation act requires to be set forth in the articles of incorporation of a domestic business corporation and any other desired provisions permitted by the business corporation act, or shall have attached articles of incorporation that satisfy the requirements of the business corporation act. In either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted, except that the name and address of the initial registered agent of the business corporation must be included.
(c) The articles of for-profit conversion must be delivered to the Office of the Secretary of State for filing.

Source: SL 2016, ch 221, ยง25.

Structure South Dakota Codified Laws

South Dakota Codified Laws

Title 47 - Corporations

Chapter 25A - Nonprofit Corporations--Domestication And Conversion

Section 47-25A-1 - Definitions.

Section 47-25A-2 - Required approvals.

Section 47-25A-3 - Domestication--Plan of domestication.

Section 47-25A-4 - Domestication of a domestic nonprofit corporation in a foreign jurisdiction.

Section 47-25A-5 - Articles of domestication.

Section 47-25A-6 - Effect of domestication--Liability of member of foreign nonprofit corporation domesticated in this state.

Section 47-25A-7 - Abandonment of domestication.

Section 47-25A-8 - For-profit conversion--Plan of for-profit conversion.

Section 47-25A-9 - Conversion of domestic nonprofit corporation to domestic or foreign business corporation.

Section 47-25A-10 - Articles of for-profit conversion.

Section 47-25A-11 - Effect of for-profit conversion--Liability of member of domestic nonprofit corporation that converts to domestic business corporation.

Section 47-25A-12 - Abandonment of for-profit conversion.

Section 47-25A-13 - Foreign for-profit domestication and conversion.

Section 47-25A-14 - Articles of domestication and conversion.

Section 47-25A-15 - Effect of foreign for-profit domestication and conversion--Liability of shareholder.

Section 47-25A-16 - Abandonment of foreign for-profit domestication and conversion.

Section 47-25A-17 - Effect of conversion.

Section 47-25A-18 - Abandonment of entity conversion.

Section 47-25A-19 - Conversion of domestic business corporation to domestic nonprofit corporation.

Section 47-25A-20 - Plan of nonprofit conversion.

Section 47-25A-21 - Effect of conversion of domestic business corporation to domestic nonprofit corporation.

Section 47-25A-22 - Abandonment of conversion of domestic business corporation to domestic nonprofit corporation.