reglab/statecodes huggingface dataset:
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-3 - Obligation of beneficial owner--Cash value of contribution as option in addition to other remedies.

47-14A-3. Obligation of beneficial owner--Cash value of contribution as option in addition to other remedies.
Except as provided in the governing instrument, a beneficial owner is obligated to the business trust to perform any promise to contribute cash, property, or to perform services, even if the beneficial owner is unable to perform because of death, disability, or any other reason. If a beneficial owner does not make the required contribution of property or services, the beneficial owner is obligated at the option of the business trust to contribute cash equal to that portion of the agreed value, as stated in the records of the business trust, of the contribution that has not been made. The foregoing option shall be in addition to, and not in lieu of, any other rights, including the right to specific performance, that the business trust may have against such beneficial owner under the governing instrument of applicable law.
Source:
SL 2001, ch 245, §3.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-4 - Penalties or consequences for failure to make contribution.

47-14A-4. Penalties or consequences for failure to make contribution.
A governing instrument may provide that the interest of any beneficial owner who fails to make any contribution that the beneficial owner is obligated to make shall be subject to specific penalties for, or specified consequences of, such failure. Such penalty or consequence may take the form of reducing or eliminating the defaulting beneficial owner's proportionate interest in the business trust, subordinating the beneficial interest to that of nondefaulting beneficial owners, a forced sale of the beneficial interest, forfeiture of the beneficial interest, the lending by other beneficial owners of the amount necessary to meet the beneficiary's commitment, a fixing of the value of the defaulting beneficial owner's beneficial interest by appraisal or by formula and redemption or sale of the beneficial interest at such value, or any other penalty or consequence.
Source:
SL 2001, ch 245, §4.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-5 - Liability of beneficial owners.

47-14A-5. Liability of beneficial owners.
Except to the extent otherwise provided in the governing instrument of the business trust, the beneficial owners are entitled to the same limitation of personal liability extended to stockholders of private corporations for profit organized under the general corporation law of the state.
Source:
SL 2001, ch 245, §5.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-6 - Liability of trustees.

47-14A-6. Liability of trustees.
Except to the extent otherwise provided in the governing instrument of a business trust, a trustee, when acting in such capacity, is not personally liable to any person other than the business trust or a beneficial owner for any act, omission, or obligation of the business trust or any trustee thereof.
Source:
SL 2001, ch 245, §6.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-7 - Liability of officers, employees, and others managing business of trust.

47-14A-7. Liability of officers, employees, and others managing business of trust.
Except to the extent otherwise provided in the governing instrument of a business trust, an officer, employee, manager, or other person acting pursuant to subdivision 47-14A-25(7), when acting in such capacity, is not personally liable to any person other than the business trust or a beneficial owner for any act, omission, or obligation of the business trust or any trustee thereof.
Source:
SL 2001, ch 245, §7.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-8 - Usury not a defense against beneficial owner's obligation.

47-14A-8. Usury not a defense against beneficial owner's obligation.
No obligation of a beneficial owner or trustee of a business trust to the business trust arising under the governing instrument or a separate agreement in writing, and no note, instrument or other writing evidencing any such obligation of a beneficial owner or trustee, is subject to the defense of usury, and no beneficial owner or trustee may interpose the defense of usury with respect to any such obligation in any action.
Source:
SL 2001, ch 245, §8.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-9 - Power to sue and be sued--Liabilities--Property subject to attachment--Exception for separately designed series.

47-14A-9. Power to sue and be sued--Liabilities--Property subject to attachment--Exception for separately designed series.
A business trust may sue and be sued, and service of process upon one of the trustees is sufficient. A business trust may be sued for debts and other obligations or liabilities contracted or incurred by the trustees, or by the duly authorized agents of such trustees, in the performance of their respective duties under the governing instrument of the business trust, and for any damages to persons or property resulting from the negligence of such trustees or agents acting in the performance of such respective duties. The property of a business trust is subject to attachment and execution as if it were a corporation. Notwithstanding the foregoing provisions of this section, in the event that the governing instrument of a business trust, including a business trust which is a registered investment company under the Investment Company Act of 1940, as amended (15 U.S.C. §80a-1 et seq.), creates one or more series as provided in subdivision 47-14A-25(2), and if separate and distinct records are maintained for any such series and the assets associated with any such series are held and accounted for separately from the other assets of the business trust, or any other series thereof, and if the governing instrument so provides, and notice of the limitation on liabilities of a series as referenced in this sentence is set forth in the certificate of trust of the business trust, then the debts, liabilities, obligations, and expenses incurred, contracted for or otherwise existing with respect to a particular series shall be enforceable against the assets of such series only, and not against the assets of the business trust generally or any other series thereof, and, unless otherwise provided in the governing instrument, none of the debts, liabilities, obligations, and expenses incurred, contracted for or otherwise existing with respect to the business trust generally or any other series thereof shall be enforceable against the assets of such series.
Source:
SL 2001, ch 245, §9.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-10 - Trustee may be served with process.

47-14A-10. Trustee may be served with process.
A trustee of a business trust may be served with process in the manner prescribed in §47-14A-11 in all civil actions or proceedings brought in the state involving or relating to the activities of the business trust or a violation by a trustee of a duty to the business trust, or any beneficial owner, whether or not the trustee is a trustee at the time suit is commenced. Every resident or nonresident of the state who accepts election or appointment or serves as a trustee of a business trust shall, by such acceptance or service, be deemed thereby to have consented to the appointment of the South Dakota trustee or registered agent of such business trust required by §47-14A-30 (or, if there is none, the secretary of state) as such person's agent upon whom service of process may be made as provided in this section. Such acceptance or service shall signify the consent of such trustee that any process if so served shall be of the same legal force and validity as if served upon such trustee within the state and such appointment of such South Dakota trustee or registered agent (or, if there is none, the secretary of state) shall be irrevocable.
Source:
SL 2001, ch 245, §10.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-11 - Service of process--Fee if service made on secretary of state.

47-14A-11. Service of process--Fee if service made on secretary of state.
Service of process shall be effected by serving the South Dakota trustee or registered agent of such business trust required by §47-14A-30 (or, if there is none, the secretary of state) with one copy of such process in the manner provided by law for service of writs of summons. In the event service is made upon the secretary of state, the plaintiff shall pay to the secretary of state the sum of fifty dollars for the use of the state, which sum shall be taxed as part of the costs of the proceeding if the plaintiff shall prevail therein.
Source:
SL 2001, ch 245, §11.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-12 - Time for responsive pleading.

47-14A-12. Time for responsive pleading.
In any action in which any such trustee has been served with process as provided in this chapter, the time in which a defendant shall be required to appear and file a responsive pleading shall be computed as in other civil actions.
Source:
SL 2001, ch 245, §12.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-13 - Trustee or beneficial owner may consent to jurisdiction.

47-14A-13. Trustee or beneficial owner may consent to jurisdiction.
In the governing instrument of the business trust or other writing, a trustee or beneficial owner may consent to be subject to the nonexclusive jurisdiction of the courts of, or arbitration in, a specified jurisdiction, or the exclusive jurisdiction of the courts of the state, or the exclusivity of arbitration in a specified jurisdiction or the state, and to be served with legal process in the manner prescribed in such governing instrument of the business trust or other writing.
Source:
SL 2001, ch 245, §13.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-14 - Service of process not limited.

47-14A-14. Service of process not limited.
Nothing in this chapter limits or affects the right to serve process in any other manner now or hereafter provided by law. This section is an extension of and not a limitation upon the right otherwise existing of service of legal process upon nonresidents.
Source:
SL 2001, ch 245, §14.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-15 - Circuit court jurisdiction over business trusts.

47-14A-15. Circuit court jurisdiction over business trusts.
The circuit court has jurisdiction over business trusts to the same extent as it has jurisdiction over common law trusts formed under the laws of the state.
Source:
SL 2001, ch 245, §15.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-16 - Doing business in state by reason of being trustee.

47-14A-16. Doing business in state by reason of being trustee.
A partnership (whether general or limited), corporation, or other nonnatural person formed or organized under the laws of any foreign country or other foreign jurisdiction or the laws of any state other than the State of South Dakota may not be deemed to be doing business in the state solely by reason of its being a trustee of a business trust.
Source:
SL 2001, ch 245, §16.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-17 - Beneficial owner to have undivided interest in trust property--Proportionate share in profits and losses.

47-14A-17. Beneficial owner to have undivided interest in trust property--Proportionate share in profits and losses.
Except to the extent otherwise provided in the governing instrument of the business trust, a beneficial owner shall have an undivided beneficial interest in the property of the business trust and shall share in the profits and losses of the business trust in the proportion (expressed as a percentage) of the entire undivided beneficial interest in the business trust owned by such beneficial owner. The governing instrument of a business trust may provide that the business trust or the trustees, acting for and on behalf of the business trust, shall be deemed to hold beneficial ownership of any income earned on securities of the business trust issued by any business entities formed, organized, or existing under the laws of any jurisdiction, including the laws of any foreign country.
Source:
SL 2001, ch 245, §17.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-18 - Creditors of beneficial owners have no rights in business trust property.

47-14A-18. Creditors of beneficial owners have no rights in business trust property.
No creditor of the beneficial owner shall have any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the business trust.
Source:
SL 2001, ch 245, §18.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-19 - Beneficial owner's interest in business trust as personal property.

47-14A-19. Beneficial owner's interest in business trust as personal property.
A beneficial owner's beneficial interest in the business trust is personal property notwithstanding the nature of the property of the trust. Except to the extent otherwise provided in the governing instrument of a business trust, a beneficial owner has no interest in specific business trust property.
Source:
SL 2001, ch 245, §19.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-20 - Beneficial owner's interest transferable.

47-14A-20. Beneficial owner's interest transferable.
A beneficial owner's beneficial interest in the business trust is freely transferable except to the extent otherwise provided in the governing instrument of the business trust.
Source:
SL 2001, ch 245, §20.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-21 - Beneficial owner entitled to distribution becomes creditor of business trust.

47-14A-21. Beneficial owner entitled to distribution becomes creditor of business trust.
Except to the extent otherwise provided in the governing instrument of a business trust, at the time a beneficial owner becomes entitled to receive a distribution, the beneficial owner has the status of, and is entitled to all remedies available to, a creditor of the business trust with respect to the distribution. A governing instrument may provide for the establishment of record dates with respect to allocations and distributions by a business trust.
Source:
SL 2001, ch 245, §21.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-22 - Title to property of business trust may be held by trustee.

47-14A-22. Title to property of business trust may be held by trustee.
Except to the extent otherwise provided in the governing instrument of the business trust, legal title to the property of the business trust, or any part thereof, may be held in the name of any trustee of the business trust, in its capacity as such, with the same effect as if such property were held in the name of the business trust.
Source:
SL 2001, ch 245, §22.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-23 - Creditors of trustee have no rights in business trust property.

47-14A-23. Creditors of trustee have no rights in business trust property.
No creditor of the trustee has any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the business trust with respect to any claim against, or obligation of, such trustee in its individual capacity and not related to the business trust.
Source:
SL 2001, ch 245, §23.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-24 - Trustees to manage affairs of business trust--Persons entitled to direct trustees--Power to direct trustees does not cause person to be trustee nor to create duties or liabilities.

47-14A-24. Trustees to manage affairs of business trust--Persons entitled to direct trustees--Power to direct trustees does not cause person to be trustee nor to create duties or liabilities.
Except to the extent otherwise provided in the governing instrument of a business trust, the business and affairs of a business trust shall be managed by or under the direction of its trustees. To the extent provided in the governing instrument of a business trust, any person (including a beneficial owner) shall be entitled to direct the trustees or other persons in the management of the business trust. Except to the extent otherwise provided in the governing instrument of a business trust, neither the power to give direction to a trustee or other persons nor the exercise thereof by any person (including a beneficial owner) may cause such person to be a trustee. To the extent provided in the governing instrument of a business trust, neither the power to give direction to a trustee or other persons nor the exercise thereof by any person (including a beneficial owner) may cause such person to have duties (including fiduciary duties) or liabilities relating thereto to the business trust or to a beneficial owner thereof.
Source:
SL 2001, ch 245, §24.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-26 - Trustee acting in reliance on governing instrument not liable to trust or beneficial owner--Duties determined by governing instrument.

47-14A-26. Trustee acting in reliance on governing instrument not liable to trust or beneficial owner--Duties determined by governing instrument.
To the extent that, at law or in equity, a trustee has duties (including fiduciary duties) and liabilities relating thereto to a business trust or to a beneficial owner:
(1)Any such trustee acting under a governing instrument is not liable to the business trust or to any such beneficial owner for the trustee's good faith reliance on the provisions of such governing instrument; and
(2)The trustee's duties and liabilities may be expanded or restricted by provisions in a governing instrument.
Source:
SL 2001, ch 245, §26.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-27 - Officer or employer acting in reliance on governing instrument not liable--Duties determined by governing instrument.

47-14A-27. Officer or employer acting in reliance on governing instrument not liable--Duties determined by governing instrument.
To the extent that, at law or in equity, an officer, employee, manager, or other person designated pursuant to subdivision 47-14A-25(7) has duties (including fiduciary duties) and liabilities relating thereto to a business trust, a beneficial owner, or a trustee:
(1)Any such officer, employee, manager, or other person acting under a governing instrument is not liable to the business trust, any beneficial owner, or any trustee for such person's good faith reliance on the provisions of such governing instrument; and
(2)The duties and liabilities of an officer, employee, manager, or other person acting pursuant to subdivision 47-14A-25(7) may be expanded or restricted by provisions in a governing instrument.
Source:
SL 2001, ch 245, §27.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-28 - Action by beneficial owners--Notice and meeting not necessary if consent exists--Proxy.

47-14A-28. Action by beneficial owners--Notice and meeting not necessary if consent exists--Proxy.
Unless otherwise provided in the governing instrument of a business trust, on any matter that is to be voted on by the beneficial owners:
(1)The beneficial owners may take such action without a meeting, without a prior notice and without a vote if a consent or consents in writing, setting forth the action so taken, shall be signed by the beneficial owners having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all interests in the business trust entitled to vote thereon were present and voted; and
(2)The beneficial owners may vote in person or by proxy.
Source:
SL 2001, ch 245, §28.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-29 - Action by trustees--Notice and meeting not necessary if consent exists--Proxy.

47-14A-29. Action by trustees--Notice and meeting not necessary if consent exists--Proxy.
Unless otherwise provided in the governing instrument of a business trust, on any matter that is to be voted on by the trustees:
(1)The trustees may take such action without a meeting, without a prior notice and without a vote if a consent or consents in writing, setting forth the action so taken, shall be signed by the trustees having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all trustees entitled to vote thereon were present and voted; and
(2)The trustee may vote in person or by proxy.
Source:
SL 2001, ch 245, §29.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-30 - One trustee required to have residence or principal place of business in state.

47-14A-30. One trustee required to have residence or principal place of business in state.
Every business trust shall at all times have at least one trustee which, in the case of a natural person, shall be a person who is a resident of this state or which, in all other cases, has its principal place of business in this state.
Source:
SL 2001, ch 245, §30.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-31 - Exception to § 47-14A-30 for registered investment companies.

47-14A-31. Exception to §47-14A-30 for registered investment companies.
Notwithstanding the provisions of §47-14A-30, if a business trust is, becomes, or will become prior to or within one hundred eighty days following the first issuance of beneficial interests, a registered investment company under the Investment Company Act of 1940, as amended (15 U.S.C. §§80a-1 et seq.), such business trust may not be required to have a trustee who is a resident of this state or who has a principal place of business in this state if notice that the business trust is or will become an investment company as referenced in this sentence is set forth in the certificate of trust of the business trust and if and for so long as such business trust shall have and maintain in this state:
(1)A registered office, which may, but need not be, a place of business in this state; and
(2)A registered agent for service of process on the business trust, which agent may be either an individual resident in this state whose business office is identical with such business trust's registered office, or a domestic corporation, or a foreign corporation authorized to transact business in this state, having a business office identical with such registered office.
Source:
SL 2001, ch 245, §31.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-32 - Change of registered agent or location of office--Amendment to certificate of trust.

47-14A-32. Change of registered agent or location of office--Amendment to certificate of trust.
Any business trust maintaining a registered office and registered agent in this state under §47-14A-30 may change the location of its registered office in this state to any other place in this state, or may change the registered agent to any other person or corporation, by filing an amendment to its certificate of trust in accordance with the applicable provisions of this section. If a business trust which is an investment company registered as aforesaid maintains a registered office and registered agent in this state, then the reference in §47-14A-43 to the "name and the business address of at least one of the trustees meeting the requirements of §47-14A-43" shall be deemed a reference to the name and the business address of the registered agent and registered office maintained under this section, and the certificate of trust filed under this chapter shall reflect such information in lieu of the information otherwise required by §47-14A-43.
Source:
SL 2001, ch 245, §32.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-33 - Service of process on registered agent valid.

47-14A-33. Service of process on registered agent valid.
Service of process upon a registered agent maintained by a business trust pursuant to §47-14A-31 shall be as effective as if served upon one of the trustees of the business trust pursuant to this chapter.
Source:
SL 2001, ch 245, §33.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-34 - Change of name or address of trustee or registered agent--Fee--Certificate.

47-14A-34. Change of name or address of trustee or registered agent--Fee--Certificate.
A trustee or registered agent of a business trust whose address, as set forth in a certificate of trust pursuant to §47-14A-43, has changed may change such address in the certificates of trust for all business trusts for which such trustee or registered agent is appointed, to another address in the State of South Dakota by paying a fee as set forth in §47-14A-57 and filing with the secretary of state a certificate, executed by such trustee or registered agent, setting forth the names of all business trusts for which such trustee or registered agent is appointed, and the address of such trustee or registered agent before it was changed, and further certifying as to the new address of such trustee or registered agent for each of the business trusts recited in the certificate. Upon the filing of such certificate, the secretary of state shall furnish to the trustee or registered agent a certified copy of the same under his or her hand and seal of office, and thereafter, or until further change of address, as authorized by law, the address of such trustee or registered agent in the State of South Dakota of each of the business trusts recited in the certificate shall be located at the new address of the trustee or registered agent thereof as given in the certificate. A trustee or registered agent of a business trust whose name, as set forth in a certificate of trust pursuant to §47-14A-43, has changed may change such name in the certificates of trust for all business trusts for which such trustee or registered agent is appointed, to its new name by paying a fee as set forth in §47-14A-57 and filing with the secretary of state a certificate, executed by such trustee or registered agent, setting forth the names of all business trusts for which such trustee or registered agent is appointed, the name of such trustee or registered agent before it was changed, and further certifying as to the new name of such trustee or registered agent for each of the business trusts recited in the certificate. Upon the filing of such certificate and payment of such fee, the secretary of state shall furnish to the trustee or registered agent a certified copy of the certificate under his hand and seal of office. Filing a certificate under this section shall be deemed to be an amendment of the certificate of trust of each business trust affected thereby and no further action with respect thereto to amend its certificate of trust under §47-14A-43 shall be required. Any trustee or registered agent filing a certificate under this section shall promptly, upon such filing, deliver a copy of any such certificate to each business trust affected thereby.
Source:
SL 2001, ch 245, §34.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-35 - Business trust to have perpetual existence--Termination determined by governing instrument.

47-14A-35. Business trust to have perpetual existence--Termination determined by governing instrument.
Except to the extent otherwise provided in the governing instrument of the business trust, a business trust shall have perpetual existence, and a business trust may not be terminated or revoked by a beneficial owner or other person except in accordance with the terms of its governing instrument.
Source:
SL 2001, ch 245, §35.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-36 - Death or incapacity of beneficial owner need not terminate business trust.

47-14A-36. Death or incapacity of beneficial owner need not terminate business trust.
Except to the extent otherwise provided in the governing instrument of a business trust, the death, incapacity, dissolution, termination, or bankruptcy of a beneficial owner may not result in the termination or dissolution of a business trust.
Source:
SL 2001, ch 245, §36.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-37 - Dissolution of trust determined by governing instrument.

47-14A-37. Dissolution of trust determined by governing instrument.
In the event that a business trust does not have perpetual existence, a business trust is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument.
Source:
SL 2001, ch 245, §37.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-38 - Powers of trust managers upon dissolution of trust.

47-14A-38. Powers of trust managers upon dissolution of trust.
Upon dissolution of a business trust and until the filing of a certificate of cancellation as provided in §47-14A-43, the persons who, under the governing instrument of the business trust, are responsible for winding up the business trust's affairs may, in the name of and for and on behalf of the business trust, prosecute and defend suits, whether civil, criminal, or administrative, gradually settle and close the business trust business, dispose of and convey the business trust property, discharge or make reasonable provision for the business trust liabilities and distribute to the beneficial owners any remaining assets of the business trust.
Source:
SL 2001, ch 245, §38.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-39 - Payment of claims and obligations of trust upon dissolution--Distribution of remaining assets--Liability of persons winding up business.

47-14A-39. Payment of claims and obligations of trust upon dissolution--Distribution of remaining assets--Liability of persons winding up business.
A business trust which has dissolved shall pay or make reasonable provision to pay all claims and obligations, including all contingent, conditional, or unmatured claims and obligations, known to the business trust and all claims and obligations which are known to the business trust but for which the identity of the claimant is unknown. If there are sufficient assets, such claims and obligations shall be paid in full and any such provision for payment shall be made in full. If there are insufficient assets, such claims and obligations shall be paid or provided for according to their priority and, among claims and obligations of equal priority, ratably to the extent of assets available therefor. Unless otherwise provided in the governing instrument of a business trust, any remaining assets shall be distributed to the beneficial owners. Any person, including any trustee, who under the governing instrument of the business trust is responsible for winding up a business trust's affairs who has complied with this section shall not be personally liable to the claimants of the dissolved business trust by reason of such person's actions in winding up the business trust.
Source:
SL 2001, ch 245, §39.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-40 - Dissolution of series need not cause dissolution of trust--Series dissolution determined by governing instrument--Death or incapacity of beneficial owner need not terminate series.

47-14A-40. Dissolution of series need not cause dissolution of trust--Series dissolution determined by governing instrument--Death or incapacity of beneficial owner need not terminate series.
Except to the extent otherwise provided in the governing instrument of the business trust, a series established in accordance with this chapter may be dissolved and its affairs wound up without causing the dissolution of the business trust or any other series thereof. Unless otherwise provided in the governing instrument of the business trust, the dissolution, winding up, liquidation or termination of the business trust or any series thereof shall not affect the limitation of liability with respect to a series established in accordance with this chapter. A series established in accordance with this chapter is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument of the business trust. Except to the extent otherwise provided in the governing instrument of a business trust, the death, incapacity, dissolution, termination, or bankruptcy of a beneficial owner of such series shall not result in the termination or dissolution of such series and such series may not be terminated or revoked by a beneficial owner of such series or other person except in accordance with the terms of the governing instrument of the business trust.
Source:
SL 2001, ch 245, §40.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-41 - Powers of trust series managers upon dissolution of series--Liability.

47-14A-41. Powers of trust series managers upon dissolution of series--Liability.
Upon dissolution of a series of a business trust, the persons who under the governing instrument of the business trust are responsible for winding up such series affairs may, in the name of the business trust and for and on behalf of the business trust and such series, take all actions with respect to the series as are permitted under §47-14A-38 and shall provide for the claims and obligations of the series and distribute the assets of the series as provided under §47-14A-39. Any person, including any trustee, who under the governing instrument is responsible for winding up such series affairs who has complied with §47-14A-39 is not personally liable to the claimants of the dissolved series by reason of such person's actions in winding up the series.
Source:
SL 2001, ch 245, §41.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-42 - Laws applicable to business trusts.

47-14A-42. Laws applicable to business trusts.
Except to the extent otherwise provided in the governing instrument of a business trust or in this section, the laws of this state pertaining to trusts are hereby made applicable to business trusts. However, for purposes of any tax imposed by this state or any instrumentality, agency or political subdivision of this state a business trust shall be classified as a corporation, an association, a partnership, a trust, or otherwise, as shall be determined under the United States Internal Revenue Code of 1986, as amended, or under any successor provision.
Source:
SL 2001, ch 245, §42.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-43 - Certificate of trust to be filed with secretary--Contents--Trust formed upon filing.

47-14A-43. Certificate of trust to be filed with secretary--Contents--Trust formed upon filing.
Every business trust shall file a certificate of trust in the Office of the Secretary of State. The certificate of trust shall set forth:
(1)The name of the business trust;
(2)The name and the business address of at least one of the trustees meeting the requirements of this chapter;
(3)The future effective date or time (which shall be a date or time certain) of effectiveness of the certificate if it is not to be effective upon the filing of the certificate; and
(4)Any other information the trustees determine to include therein.
A business trust is formed at the time of the filing of the initial certificate of trust in the Office of the Secretary of State or at any later date or time specified in the certificate of trust if, in either case, there has been substantial compliance with the requirements of this section.
Source:
SL 2001, ch 245, §43.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-44 - Certificate of amendment--Contents--Certificate of trust may be freely amended.

47-14A-44. Certificate of amendment--Contents--Certificate of trust may be freely amended.
A certificate of trust may be amended by filing a certificate of amendment thereto in the Office of the Secretary of State. The certificate of amendment shall set forth:
(1)The name of the business trust;
(2)The amendment to the certificate; and
(3)The future effective date or time (which shall be a date or time certain) of effectiveness of the certificate if it is not to be effective upon the filing of the certificate.
Except to the extent otherwise provided in the certificate of trust or in the governing instrument of a business trust, a certificate of trust may be amended at any time for any purpose as the trustees may determine. A trustee who becomes aware that any statement in a certificate of trust was false when made or that any matter described has changed making the certificate false in any material respect shall promptly file a certificate of amendment.
Source:
SL 2001, ch 245, §44.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-45 - Restated certificate of trust integrating all amendments--Contents.

47-14A-45. Restated certificate of trust integrating all amendments--Contents.
A certificate of trust may be restated by integrating into a single instrument all of the provisions of the certificate of trust which are then in effect and operative as a result of there having been theretofore filed one or more certificates of amendment pursuant to §47-14A-44, and the certificate of trust may be amended or further amended by the filing of a restated certificate of trust. The restated certificate of trust shall be specifically designated as such in its heading and shall set forth:
(1)The present name of the business trust, and if it has been changed, the name under which the business trust was originally formed;
(2)The date of filing of the original certificate of trust with the secretary of state;
(3)The information required to be included pursuant to subsection (a) of this section; and
(4)Any other information the trustees determine to include therein.
A certificate of trust may be restated at any time for any purpose as the trustees may determine. A trustee who becomes aware that any statement in a restated certificate of trust was false when made or that any matter described has changed making the restated certificate false in any material respect shall promptly file a certificate of amendment or a restated certificate of trust.
Source:
SL 2001, ch 245, §45.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-46 - Certificate of cancellation to be filed upon termination of trust--Contents.

47-14A-46. Certificate of cancellation to be filed upon termination of trust--Contents.
A certificate of trust shall be cancelled upon the completion of winding up of the business trust and its termination. A certificate of cancellation shall be filed in the Office of the Secretary of State and set forth:
(1)The name of the business trust;
(2)The date of filing of its certificate of trust;
(3)The future effective date or time (which shall be a date or time certain) of cancellation if it is not to be effective upon the filing of the certificate; and
(4)Any other information the trustee determines to include therein.
Source:
SL 2001, ch 245, §46.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-47 - Certificate of correction or corrected certificate of trust to be filed to correct defective information--Contents--Effective date.

47-14A-47. Certificate of correction or corrected certificate of trust to be filed to correct defective information--Contents--Effective date.
Whenever any certificate authorized to be filed with the Office of the Secretary of State under this section has been so filed and is an inaccurate record of the action therein referred to or was defectively or erroneously executed, such certificate may be corrected by filing with the Office of the Secretary of State a certificate of correction of such certificate. The certificate of correction shall specify the inaccuracy or defect to be corrected, shall set forth the portion of the certificate in corrected form and shall be executed and filed as required by this chapter. In lieu of filing a certificate of correction, the certificate may be corrected by filing with the Office of the Secretary of State a corrected certificate which shall be executed and filed in accordance with this section. The corrected certificate shall be specifically designated as such in its heading, shall specify the inaccuracy or defect to be corrected and shall set forth the entire certificate in corrected form. The corrected certificate shall be effective as of the date the original certificate was filed, except as to those persons who are substantially and adversely affected by the corrections, and as to those persons the corrected certificate shall be effective from the filing date.
Source:
SL 2001, ch 245, §47.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-48 - Termination of certificate containing future effective date.

47-14A-48. Termination of certificate containing future effective date.
If any certificate filed in accordance with this chapter provides for a future effective date or time and if the transaction is terminated or amended to change the future effective date or time prior to the future effective date or time, the certificate shall be terminated or amended by the filing, prior to the future effective date or time set forth in such original certificate, of a certificate of termination or amendment of the original certificate, executed and filed in accordance with this section, which shall identify the original certificate which has been terminated or amended and shall state that the original certificate has been terminated or amended.
Source:
SL 2001, ch 245, §48.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-49 - Execution of certificates.

47-14A-49. Execution of certificates.
Each certificate required by this section to be filed in the Office of the Secretary of State shall be executed in the following manner:
(1)A certificate of trust or a certificate of conversion must be signed by all of the trustees;
(2)A certificate of amendment, a certificate of correction, a certificate of termination or amendment, and a restated certificate of trust must be signed by at least one of the trustees;
(3)A certificate of cancellation must be signed by all of the trustees or as otherwise provided in the governing instrument of the business trust; and
(4)If a business trust is filing a certificate of merger or consolidation or certificate of termination or amendment of a merger or consolidation, the certificate of merger or consolidation or certificate of termination or amendment of a merger or consolidation must be signed by all of the trustees or as otherwise provided in the governing instrument of the business trust, or if the certificate of merger or consolidation or certificate of termination or amendment of a merger or consolidation is being filed by another business entity, the certificate of merger or consolidation or certificate of termination or amendment of a merger or consolidation must be signed by a person authorized to execute such instrument on behalf of such other business entity.
Source:
SL 2001, ch 245, §49.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-50 - Execution by agent--Authorization of agent.

47-14A-50. Execution by agent--Authorization of agent.
Unless otherwise provided in the governing instrument, any person may sign any certificate or amendment thereof or enter into a governing instrument or amendment thereof by any agent, including any attorney-in-fact. An authorization, including a power of attorney, to sign any certificate or amendment thereof or to enter into a governing instrument or amendment thereof need not be in writing, need not be sworn to, verified, or acknowledged and need not be filed in the Office of the Secretary of State, but if in writing, shall be retained by the business trust or a trustee or other person authorized to manage the business and affairs of the business trust.
Source:
SL 2001, ch 245, §50.
2023 South Dakota Codified Laws › Title 47 - Corporations › Chapter 14A - South Dakota Business Trust Act › Section 47-14A-51 - Execution of certificate by trustee constitutes oath as to truth of contents.

47-14A-51. Execution of certificate by trustee constitutes oath as to truth of contents.
The execution of a certificate by a trustee constitutes an oath or affirmation, under the penalties of perjury, that, to the best of the trustee's knowledge and belief, the facts stated therein are true.
Source:
SL 2001, ch 245, §51.