South Dakota Codified Laws
Title 48 - Partnerships

Section 48-7-107 - Business transactions of partner with partnership. - 48-7-107. Business transactions of partner with partnership. Except as provided...

Section 48-7-201 - Content and filing of certificate. - 48-7-201. Content and filing of certificate. In order to form...

Section 48-7-202 - Amendment to certificate. - 48-7-202. Amendment to certificate. (a) A certificate of limited partnership...

Section 48-7-203 - Cancellation of certificate. - 48-7-203. Cancellation of certificate. A certificate of limited partnership shall...

Section 48-7-204 - Execution of certificates. - 48-7-204. Execution of certificates. Each certificate required by this chapter...

Section 48-7-205 - Execution by judicial act. - 48-7-205. Execution by judicial act. If a person required by...

Section 48-7-206 - Filing in Office of Secretary of State. - 48-7-206. Filing in Office of Secretary of State. The original...

Section 48-7-206.1 - Filing fee. - 48-7-206.1. Filing fee. The provisions of §1-8-10 notwithstanding, the fee...

Section 48-7-206.2 - Effect of filing. - 48-7-206.2. Effect of filing. The secretary of state's duty to...

Section 48-7-207 - Liability for false statement in certificate. - 48-7-207. Liability for false statement in certificate. If any certificate...

Section 48-7-208 - Scope of notice. - 48-7-208. Scope of notice. The fact that a certificate of...

Section 48-7-209 - Delivery of certificates to limited partners. - 48-7-209. Delivery of certificates to limited partners. Upon the return...

Section 48-7-210 - Filing exact copy of pre-1987 documents. - 48-7-210. Filing exact copy of pre-1987 documents. If a limited...

Section 48-7-301 - Admission of limited partners. - 48-7-301. Admission of limited partners. (a) A person becomes a...

Section 48-7-302 - Voting. - 48-7-302. Voting. Subject to §48-7-303, the partnership agreement may grant...

Section 48-7-303 - Liability to third persons. - 48-7-303. Liability to third persons. (a) Except as provided in...

Section 48-7-304 - Person erroneously believing himself limited partner. - 48-7-304. Person erroneously believing himself limited partner. (a) Except as...

Section 48-7-305 - Information. - 48-7-305. Information. Each limited partner has the right to: (1)Inspect...

Section 48-7-401 - Admission of additional general partners. - 48-7-401. Admission of additional general partners. After the filing of...

Section 48-7-402 - Events of withdrawal. - 48-7-402. Events of withdrawal. Except as approved by the specific...

Section 48-7-403 - General powers and liabilities. - 48-7-403. General powers and liabilities. Except as provided in this...

Section 48-7-404 - Contributions by general partner. - 48-7-404. Contributions by general partner. A general partner of a...

Section 48-7-405 - Voting. - 48-7-405. Voting. The partnership agreement may grant to all or...

Section 48-7-406 - Restrictions on corporate general partner. - 48-7-406. Restrictions on corporate general partner. Any limited partnership which...

Section 48-7-407 - Registration of foreign corporate general partner. - 48-7-407. Registration of foreign corporate general partner. Any foreign corporation...

Section 48-7-501 - Form of contribution. - 48-7-501. Form of contribution. The contribution of a partner may...

Section 48-7-502 - Liability for contribution. - 48-7-502. Liability for contribution. No promise by a limited partner...

Section 48-7-503 - Sharing of profits and losses. - 48-7-503. Sharing of profits and losses. The profits and losses...

Section 48-7-504 - Sharing of distributions. - 48-7-504. Sharing of distributions. Distributions of cash or other assets...

Section 48-7-601 - Interim distributions. - 48-7-601. Interim distributions. Except as provided in §§48-7-601 to 48-7-608,...

Section 48-7-602 - Withdrawal of general partner. - 48-7-602. Withdrawal of general partner. A general partner may withdraw...

Section 48-7-603 - Withdrawal of limited partner. - 48-7-603. Withdrawal of limited partner. A limited partner has no...

Section 48-7-604 - Distribution upon withdrawal. - 48-7-604. Distribution upon withdrawal. Except as provided in §§48-7-601 to...

Section 48-7-605 - Distribution in kind. - 48-7-605. Distribution in kind. Except as provided in writing in...

Section 48-7-606 - Right to distribution. - 48-7-606. Right to distribution. At the time a partner becomes...

Section 48-7-607 - Limitations on distribution. - 48-7-607. Limitations on distribution. A partner may not receive a...

Section 48-7-608 - Liability upon return of contribution. - 48-7-608. Liability upon return of contribution. If a partner has...

Section 48-7-701 - Nature of partnership interest. - 48-7-701. Nature of partnership interest. A partnership interest is personal...

Section 48-7-702 - Assignment of partnership interest. - 48-7-702. Assignment of partnership interest. Except as provided in the...

Section 48-7-703 - Rights of judgment creditor--Exclusive remedy. - 48-7-703. Rights of judgment creditor--Exclusive remedy. On application to a...

Section 48-7-704 - Right of assignee to become limited partner. - 48-7-704. Right of assignee to become limited partner. An assignee...

Section 48-7-705 - Power of estate of deceased or incompetent partner. - 48-7-705. Power of estate of deceased or incompetent partner. If...

Section 48-7-801 - Nonjudicial dissolution. - 48-7-801. Nonjudicial dissolution. A limited partnership is dissolved and its...

Section 48-7-802 - Judicial dissolution. - 48-7-802. Judicial dissolution. On application by or for a partner...

Section 48-7-803 - Winding up. - 48-7-803. Winding up. Except as provided in the partnership agreement,...

Section 48-7-804 - Distribution of assets. - 48-7-804. Distribution of assets. Upon the winding up of a...

Section 48-7-901 - Law governing. - 48-7-901. Law governing. Subject to the Constitution of this state,...

Section 48-7-902 - Registration. - 48-7-902. Registration. Before transacting business in this state, a foreign...

Section 48-7-903 - Issuance of registration. - 48-7-903. Issuance of registration. If the secretary of state finds...

Section 48-7-904 - Name. - 48-7-904.Name. A foreign limited partnership may register with the secretary...

Section 48-7-905 - Changes and amendments. - 48-7-905. Changes and amendments. If any statement in the application...

Section 48-7-906 - Cancellation of registration. - 48-7-906. Cancellation of registration. A foreign limited partnership may cancel...

Section 48-7-907 - Transacting of business without registration. - 48-7-907. Transacting of business without registration. A foreign limited partnership...

Section 48-7-908 - Action by attorney general. - 48-7-908. Action by attorney general. The attorney general may bring...

Section 48-7-1001 - Right of action. - 48-7-1001. Right of action. A limited partner may bring an...

Section 48-7-1002 - Proper plaintiff. - 48-7-1002. Proper plaintiff. In a derivative action, the plaintiff must...

Section 48-7-1003 - Pleading. - 48-7-1003. Pleading. In a derivative action, the complaint shall set...

Section 48-7-1004 - Expenses. - 48-7-1004. Expenses. If a derivative action is successful, in whole...

Section 48-7-1101 - Construction and application. - 48-7-1101. Construction and application. This chapter shall be so applied...

Section 48-7-1102 - Short title. - 48-7-1102. Short title. This chapter may be cited as the...

Section 48-7-1103 - Severability. - 48-7-1103. Severability. If any provision of this chapter or its...

Section 48-7-1104 - Effective date, extended effective date, and repeal. - 48-7-1104. Effective date, extended effective date, and repeal. Except as...

Section 48-7-1105 - Rules for cases not provided for in this chapter. - 48-7-1105. Rules for cases not provided for in this chapter....

Section 48-7-1106 - Becoming a limited liability limited partnership--Entity not changed--Applicability of subsections 48-7A-306(a) and 48-7A-307(b). - 48-7-1106. Becoming a limited liability limited partnership--Entity not changed--Applicability of...

Chapter 07A - Uniform Partnership Act

Section 48-7A-101 - Definitions. - 48-7A-101. Definitions. In this chapter: (1)"Business" includes every trade, occupation,...

Section 48-7A-102 - Knowledge and notice. - 48-7A-102. Knowledge and notice. (a) A person knows a fact...

Section 48-7A-103 - Effect of partnership agreement, nonwaivable provisions. - 48-7A-103. Effect of partnership agreement, nonwaivable provisions. (a) Except as...

Section 48-7A-104 - Supplemental principles of law. - 48-7A-104. Supplemental principles of law. (a) Unless displaced by particular...

Section 48-7A-105 - Execution, filing, and recording of statements. - 48-7A-105. Execution, filing, and recording of statements. (a) A statement...

Section 48-7A-106 - Governing law. - 48-7A-106. Governing law. (a) Except as otherwise provided in subsection...

Section 48-7A-107 - Partnership subject to amendment or repeal of act. - 48-7A-107. Partnership subject to amendment or repeal of act. A...

Section 48-7A-201 - Partnership as entity. - 48-7A-201. Partnership as entity. (a) A partnership is an entity...

Section 48-7A-202 - Formation of partnership. - 48-7A-202. Formation of partnership. (a) Except as otherwise provided in...

Section 48-7A-203 - Partnership property. - 48-7A-203. Partnership property. Property acquired by a partnership is property...

Section 48-7A-204 - When property is partnership property. - 48-7A-204. When property is partnership property. (a) Property is partnership...

Section 48-7A-301 - Partner agent of partnership. - 48-7A-301. Partner agent of partnership. Subject to the effect of...

Section 48-7A-302 - Transfer of partnership property. - 48-7A-302. Transfer of partnership property. (a) Partnership property may be...

Section 48-7A-303 - Statement of partnership authority. - 48-7A-303. Statement of partnership authority. (a) A partnership may file...

Section 48-7A-304 - Statement of denial. - 48-7A-304. Statement of denial. A partner or other person named...

Section 48-7A-305 - Partnership liable for partner's actionable conduct. - 48-7A-305. Partnership liable for partner's actionable conduct. (a) A partnership...

Section 48-7A-306 - Partner's liability. - 48-7A-306. Partner's liability. (a) Except as otherwise provided in subsections...

Section 48-7A-307 - Actions by and against partnership and partners. - 48-7A-307. Actions by and against partnership and partners. (a) A...

Section 48-7A-308 - Liability of purported partner. - 48-7A-308. Liability of purported partner. (a) If a person, by...

Section 48-7A-401 - Partner's rights and duties. - 48-7A-401. Partner's rights and duties. (a) Each partner is deemed...

Section 48-7A-402 - Distributions in kind. - 48-7A-402. Distributions in kind. A partner has no right to...

Section 48-7A-403 - Partner's rights and duties with respect to information. - 48-7A-403. Partner's rights and duties with respect to information. (a)...

Section 48-7A-404 - General standards of partner's conduct. - 48-7A-404. General standards of partner's conduct. (a) The only fiduciary...

Section 48-7A-405 - Actions by partnership and partners. - 48-7A-405. Actions by partnership and partners. (a) A partnership may...

Section 48-7A-406 - Continuation of partnership beyond definite term or particular undertaking. - 48-7A-406. Continuation of partnership beyond definite term or particular undertaking....

Section 48-7A-501 - Partner not co-owner of partnership property. - 48-7A-501. Partner not co-owner of partnership property. A partner is...

Section 48-7A-502 - Partner's transferable interest in partnership. - 48-7A-502. Partner's transferable interest in partnership. The only transferable interest...

Section 48-7A-503 - Transfer of partner's transferable interest. - 48-7A-503. Transfer of partner's transferable interest. (a) A transfer, in...

Section 48-7A-504 - Partner's transferable interest subject to charging order. - 48-7A-504. Partner's transferable interest subject to charging order. (a) On...

Section 48-7A-505 - Satisfaction of judgment out of judgment debtor's transferable interest in limited liability partnership. - 48-7A-505. Satisfaction of judgment out of judgment debtor's transferable interest...

Section 48-7A-601 - Events causing partner's dissociation. - 48-7A-601. Events causing partner's dissociation. A partner is dissociated from...

Section 48-7A-602 - Partner's power to dissociate; wrongful dissociation. - 48-7A-602. Partner's power to dissociate; wrongful dissociation. (a) A partner...

Section 48-7A-603 - Effect of partner's dissociation. - 48-7A-603. Effect of partner's dissociation. (a) If a partner's dissociation...

Section 48-7A-701 - Purchase of dissociated partner's interest. - 48-7A-701. Purchase of dissociated partner's interest. (a) If a partner...

Section 48-7A-702 - Dissociated partner's power to bind and liability to partnership. - 48-7A-702. Dissociated partner's power to bind and liability to partnership....

Section 48-7A-703 - Dissociated partner's liability to other persons. - 48-7A-703. Dissociated partner's liability to other persons. (a) A partner's...

Section 48-7A-704 - Statement of dissociation. - 48-7A-704. Statement of dissociation. (a) A dissociated partner or the...

Section 48-7A-705 - Continued use of partnership name. - 48-7A-705. Continued use of partnership name. Continued use of a...

Section 48-7A-801 - Events causing dissolution and winding up of partnership business. - 48-7A-801. Events causing dissolution and winding up of partnership business....

Section 48-7A-802 - Partnership continues after dissolution. - 48-7A-802. Partnership continues after dissolution. (a) Subject to subsection (b),...

Section 48-7A-803 - Right to wind up partnership business. - 48-7A-803. Right to wind up partnership business. (a) After dissolution,...

Section 48-7A-804 - Partner's power to bind partnership after dissolution. - 48-7A-804. Partner's power to bind partnership after dissolution. Subject to...

Section 48-7A-805 - Statement of dissolution. - 48-7A-805. Statement of dissolution. (a) After dissolution, a partner who...

Section 48-7A-806 - Partner's liability to other partners after dissolution. - 48-7A-806. Partner's liability to other partners after dissolution. (a) Except...

Section 48-7A-807 - Settlement of accounts and contributions among partners. - 48-7A-807. Settlement of accounts and contributions among partners. (a) In...

Section 48-7A-901 - Definitions. - 48-7A-901. Definitions. In this article: (1)"General Partner" means a partner...

Section 48-7A-902 - Conversion of partnership to limited partnership. - 48-7A-902. Conversion of partnership to limited partnership. (a) A partnership...

Section 48-7A-903 - Conversion of limited partnership to partnership. - 48-7A-903. Conversion of limited partnership to partnership. (a) A limited...

Section 48-7A-904 - Effect of conversion; entity unchanged. - 48-7A-904. Effect of conversion; entity unchanged. (a) A partnership or...

Section 48-7A-905 - Merger of partnerships. - 48-7A-905. Merger of partnerships. (a) Pursuant to a plan of...

Section 48-7A-906 - Effect of merger. - 48-7A-906. Effect of merger. (a) When a merger takes effect:...

Section 48-7A-907 - Statement of merger. - 48-7A-907. Statement of merger. (a) After a merger, the surviving...

Section 48-7A-908 - Nonexclusive. - 48-7A-908. Nonexclusive. This Article is not exclusive. Partnerships or limited...

Section 48-7A-1001 - Statement of qualification. - 48-7A-1001. Statement of qualification. (a) A partnership may become a...

Section 48-7A-1001.1 - Amendment of statement of qualification--Contents. - 48-7A-1001.1. Amendment of statement of qualification--Contents. A statement of qualification...

Section 48-7A-1001.2 - Cancellation of statement of qualification--Contents. - 48-7A-1001.2. Cancellation of statement of qualification--Contents. A statement of qualification...

Section 48-7A-1002 - Name. - 48-7A-1002.Name. The name of a limited liability partnership must end...

Section 48-7A-1003 - Annual report. - 48-7A-1003. Annual report. (a) A limited liability partnership, and a...

Section 48-7A-1004 - Eligibility to practice in limited liability partnership. - 48-7A-1004. Eligibility to practice in limited liability partnership. Any person...

Section 48-7A-1004.1 - Revocable trust as shareholder--Conditions. - 48-7A-1004.1. Revocable trust as shareholder--Conditions. Notwithstanding any other provisions of...

Section 48-7A-1101 - Law governing foreign limited liability partnership. - 48-7A-1101. Law governing foreign limited liability partnership. (a) The law...

Section 48-7A-1102 - Statement of foreign qualification. - 48-7A-1102.Statement of foreign qualification. (a) Before transacting business in this...

Section 48-7A-1102.1 - Amendment of statement of foreign qualification--Contents. - 48-7A-1102.1. Amendment of statement of foreign qualification--Contents. A statement of...

Section 48-7A-1102.2 - Cancellation of statement of foreign qualification--Contents. - 48-7A-1102.2. Cancellation of statement of foreign qualification--Contents. A statement of...

Section 48-7A-1103 - Effect of failure to qualify. - 48-7A-1103. Effect of failure to qualify. (a) A foreign limited...

Section 48-7A-1104 - Activities not constituting transacting business. - 48-7A-1104. Activities not constituting transacting business. (a) Activities of a...

Section 48-7A-1105 - Action by attorney general. - 48-7A-1105. Action by attorney general. The attorney general may maintain...

Section 48-7A-1201 - Uniformity of application and construction. - 48-7A-1201. Uniformity of application and construction. This chapter shall be...

Section 48-7A-1202 - Short title. - 48-7A-1202. Short title. This chapter may be cited as the...

Section 48-7A-1203 - Severability clause. - 48-7A-1203. Severability clause. If any provision of this chapter or...

Section 48-7A-1206 - Applicability. - 48-7A-1206. Applicability. (a) Before July 1, 2001, this chapter governs...

Section 48-7A-1207 - Savings clause. - 48-7A-1207. Savings clause. This chapter does not affect an action...

Section 48-7A-1208 - Filing fees. - 48-7A-1208. Filing fees. The provisions of §1-8-10 notwithstanding, the fee...

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South Dakota Codified Laws Title 48 - Partnerships

South Dakota Codified Laws
Title 48 - Partnerships