State Codes and Statutes

Statutes > South-dakota > Title-47 > Chapter-01a > Statute-47-1a-202-1

47-1A-202.1. Articles of incorporation--Optional provisions. The articles of incorporation may set forth:
(1) The names and addresses of the individuals who are to serve as the initial directors;
(2) Provisions not inconsistent with law regarding:
(a) The purpose or purposes for which the corporation is organized;
(b) Managing the business and regulating the affairs of the corporation;
(c) Defining, limiting, and regulating the powers of the corporation, its board of directors, and shareholders;
(d) A par value for authorized shares or classes of shares; and
(e) The imposition of personal liability on shareholders for the debts of the corporation to a specified extent and upon specified conditions;
(3) Any provision that under this chapter is required or permitted to be set forth in the bylaws;
(4) A provision eliminating or limiting the liability of a director to the corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director, except liability for the amount of a financial benefit received by a director to which the director is not entitled; an intentional infliction of harm on the corporation or the shareholders; a violation of § 47-1A-833; or an intentional violation of criminal law;
(5) A provision permitting or making obligatory indemnification of a director for liability, as defined in subdivision 47-1A-850(5), to any person for any action taken, or any failure to take any action, as a director, except liability for receipt of a financial benefit to which the director is not entitled; an intentional infliction of harm on the corporation or its shareholders; a violation of § 47-1A-833.1; or an intentional violation of criminal law; and
(6) Any provision limiting or denying preemptive rights to acquire additional or treasury shares of the corporation.

Source: SL 2005, ch 239, § 29.