South Dakota Article 13 — Dissenters' Rights is a legislation that protects the interests and rights of dissenting shareholders in the state of South Dakota. This article is an important component of corporate governance and offers dissenters with certain privileges and options when faced with major corporate actions. Under Article 13 — Dissenters' Rights, shareholders who dissent or object to specific corporate actions are entitled to fair compensation or the ability to exit the company altogether. This legislation is designed to safeguard minority shareholders from unfair treatment and ensure that their rights are respected in corporate decision-making processes. One prominent type of South Dakota Article 13 — Dissenters' Rights is the right of dissenters to receive a fair value for their shares. When a dissenting shareholder disagrees with significant corporate actions such as mergers, consolidations, conversions, or amendments to the company's articles of incorporation, they have the right to demand fair value for their shares. This fair value is determined either through a mutual agreement between the dissenting shareholders and the corporation or by judicial appraisal proceedings. Another type of dissenter's right covered by South Dakota Article 13 is the right to receive a payment when the corporation decides not to proceed with the action objected to by the dissenters. In such cases, dissenting shareholders may be entitled to a payment or settlement based on the fair value of their shares. It is important to note that South Dakota Article 13 — Dissenters' Rights also outlines specific procedures and timelines for shareholders to exercise their dissenting rights. Shareholders must file a written objection to the proposed corporate action within a given timeframe, follow the prescribed steps and requirements, and ensure compliance with the applicable laws and regulations. Dissenters' Rights legislation is essential as it contributes to the overall fairness, transparency, and accountability within corporate governance. It guarantees that all shareholders, regardless of their minority status, have a voice and protection for their investments within the corporate decision-making processes. In summary, South Dakota Article 13 — Dissenters' Rights is a crucial component of corporate governance in the state of South Dakota. It provides minority shareholders with important rights and privileges when they disagree with significant corporate actions. By offering fair value for shares or the opportunity to exit the company, this legislation ensures that dissenting shareholders are treated fairly and their interests are respected.