S.D. Codified Laws § 47-26-39

Current through the 2024 Legislative Session

Section 47-26-39 - Preexisting rights and claims unaffected by dissolution-Time for assertion-Protection of remedy

The dissolution of a corporation either:

(1) By the issuance of a certificate of dissolution by the secretary of state; or

(2) By a decree of court when the court has not liquidated the assets and affairs of the corporation as provided in this chapter; or

(3) By expiration of its period of duration,

shall not take away or impair any remedy available to or against such corporation, its directors, officers, or members, for any right or claim existing, or any liability incurred, prior to such dissolution if action or other proceeding thereon is commenced within two years after the date of such dissolution. Any such action or proceeding by or against the corporation may be prosecuted or defended by the corporation in its corporate name. The members, directors, and officers shall have power to take such corporate or other action as shall be appropriate to protect such remedy, right, or claim.

SDCL 47-26-39

SL 1965, ch 24, § 64.