South Dakota LLC Operating Agreement Templates

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A South Dakota LLC operating agreement is a legal document that will allow a business to establish their own company policies as unanimously agreed upon by all members/owner(s). This form will provide assistance to the members/owner so that they may have the ability to create an internal structure to include their agreed procedures and policies.

This is not a required document to operate any business in this State, however, without its implementation, the members/owner may find their personal and financial assets could become vulnerable should any kind of legal claim be brought against the company that they contribute to and manage. Regardless of the fact that the business would remain liable, the members/owner will not be personally liable as long as this document is completed and filed with the State. The document will also provide tax options that would be unavailable to the business without placement of the form.

Members/owner(s) should review the document to ensure that they have a clear understanding of the language. If they are not completely confident in their understanding of the document, the members/owner(s) may opt to consult with an attorney for assistance.

Uniform Limited Liability Company Act – Chapter 47-34A

Operating Agreement Laws – § 47-34A-103

State Definition§ 47-34A-101(14)

By Type (2)


Multi-Member LLC Operating Agreement – For use by companies that have more than one (1) member to contribute and member manage the business.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 

 


Single-Member LLC Operating Agreement – For use specifically by a sole proprietor (single owner) who would like to establish the procedures and activities of the company, among many other aspects and needed protections.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 

Table of Contents

How to Form an LLC in South Dakota (5 steps)

Before filing your LLC with the South Dakota Secretary of State, be sure to Search for Your Business Name in the State’s database to make certain that it is available and unique. The State will reject any business name similar to that of an already registered entity. Continue onto the steps below once the availability of the name has been confirmed.

Step 1 – Registered Agent

Each LLC in South Dakota will need to elect a Registered Agent. The Registered Agent is assigned to receive general correspondence on behalf of the company, and to act as a contact in the event of litigation against the LLC.

In South Dakota, a Registered Agent may be one of the following:

  • Person with residence in the State
  • Business with the authorization to operate in the State

Step 2 – Complete the Application

Download the appropriate application below and fill it in on your computer or by hand.

  • Domestic LLC Articles of Organization – Company formed within the State
  • Foreign LLC Certificate of Authority – Company initially formed outside the State

Filing Information:

  1. Applications must be submitted in duplicate
  2. A Foreign LLC application must include an original Certificate of Existence which has been issued in the initial jurisdiction

Step 3 – Pay the Fee

With your application complete, attach to it a check made out to the ‘Secretary of State’ in the amount of the requisite filing fee. The fees, plus an additional $15 to file by mail, are as follows:

  • Domestic LLC – $150
  • Foreign LLC – $750

Send your complete filing package by mail to the following address:

Secretary of State Office, 500 E Capitol Ave, Pierre, SD 57501

Step 4 – Operating Agreement

LLC owners/members may use an operating agreement to establish policies for the company as well as outline the financial interests, rights, and responsibilities of those involved. The form is optional, therefore it needn’t be filed with the State but instead given to each member for their personal records.

Step 5 – Employer Identification Number (EIN)

The Employer Identification Number (EIN) is the corporate equivalent to a Social Security Number in that it is used by the Internal Revenue Service (IRS) for tax reporting purposes. It is free to obtain an EIN on the IRS Website or by mail using Form SS-4.

(Video) How to Make an LLC Operating Agreement in South Dakota