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.
‹ Prev All South Dakota sections Next ›
Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.