47-1A-1302.3. Challenge of specified completed corporate actions--Limitation.No shareholder may challenge a completed corporate action described in §47-1A-1302, other than those subscribed in subdivisions 47-1A-1302.1(3) and (4), unless such corporate action:(1)Was not effectuated in accordance with the applicable provisions of §§47-1A-901 to 47-1A-1202.6, inclusive, or the corporation's articles of incorporation, bylaws or board of directors' resolution authorizing the corporate action; or(2)Was procured as a result of fraud or material misrepresentation. Source: SL 2005, ch 239, §284.
South Dakota Legal Code