South Dakota Codified Laws 47-1A-861.1. Judicial action–Director’s conflicting interest transaction
A director’s conflicting interest transaction may not be enjoined, set aside, or give rise to an award of damages or other sanctions, in a proceeding by a shareholder or by or in the right of the corporation, because the director, or any person with whom or which the director has a personal, economic, or other association, has an interest in the transaction, if:
(1) Directors’ action respecting the transaction was at any time taken in compliance with §§ 47-1A-862 to 47-1A-862.3, inclusive;
Terms Used In South Dakota Codified Laws 47-1A-861.1
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
- Person: includes an individual and an entity. See South Dakota Codified Laws 47-1A-140
- Proceeding: includes civil suit and criminal, administrative, and investigatory action. See South Dakota Codified Laws 47-1A-140
(2) Shareholders’ action respecting the transaction was at any time taken in compliance with §§ 47-1A-863 to 47-1A-863.3, inclusive; or
(3) The transaction, judged according to the circumstances at the time of commitment, is established to have been fair to the corporation.
Source: SL 2005, ch 239, § 185.