Nonprofit Corporations Reorganization

  1. Law
  2. South Dakota Codified Laws
  3. Corporations
  4. Nonprofit Corporations Reorganization

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Section
47-25-1

Merger of corporations--Plan of merger--Contents of plan.

Section
47-25-2

Amendment of surviving corporation's articles.

Section
47-25-3

Consolidation of corporations--Plan of consolidation--Contents of plan.

Section
47-25-4

Articles of consolidation as governing new corporation.

Section
47-25-5

Adoption of plan of merger or consolidation.

Section
47-25-6

Resolution of merger or consolidation--Submission to members--Notice of proposed plan.

Section
47-25-7

Two-thirds vote required for approval.

Section
47-25-8

Corporations having no members entitled to vote--Approval by directors.

Section
47-25-9

Abandonment of merger or consolidation plan.

Section
47-25-10

Approval of articles of merger or consolidation--Contents of approval--Delivery to secretary of state.

Section
47-25-11

Endorsement and approval by secretary of state--Issuance of certificate of merger or consolidation.

Section
47-25-12

Effective date of merger or consolidation.

Section
47-25-13

Formation of single corporation--Surviving corporation.

Section
47-25-14

Cessation of previous corporate existence.

Section
47-25-15

Rights and duties of surviving corporation.

Section
47-25-16

Transfer of assets and liabilities to surviving corporation--Title to real estate.

Section
47-25-17

New corporation as responsible for claims and liabilities--Preexisting rights unimpaired.

Section
47-25-18

Merger or consolidation involving foreign corporation.

Section
47-25-19

Compliance with local law by local corporation--Compliance with foreign law by foreign corporation.

Section
47-25-20

Compliance with local law by surviving corporation--Submission to service of process locally.

Section
47-25-21

Effect of merger or consolidation of foreign and domestic corporation.

Section
47-25-22

Surviving corporation as governed by foreign law.

Section
47-25-23

Abandonment of merger or consolidation.

Section
47-25-24

Transfer of substantially all corporate assets.

Section
47-25-25

Vote upon transfer of corporate assets--Notice of meeting--Contents of notice.

Section
47-25-26

Authorization of transfer by members--Two-thirds vote required.

Section
47-25-27

Abandonment of transfer plan after vote of members--Rights of third parties.

Section
47-25-28

Authorization for transfer in corporation having no members entitled to vote.