HB 1096 — allow for the direct creation of a limited liability limited partnership.

26.393.1026.393.11 101st Legislative Session 1096 South Dakota Legislature House Bill 1096 HOUSEENROLLED ENGROSSEDAN IntroducedA by:CT ENTITLED An Act to allow for the direct creation of a limited liability limited partnership.

RepresentativeB MortensonE AnIT ActENACTED toBY allowTHE forL theEGISLATURE directOF creationTHE ofS aTATE limitedOF liabilityS limitedOUTH partnership.D AKOTA :

B E IT ENACTED BY THE LEGISLATURE OF THE S TATE OF SOUTH D AKOTA :

(a) A limited partnership may become aA limited liability limited partnership by may be qualified or formed as follows:

(a) Obtaining Obtain approval of the terms and conditions of the limited partnership becoming a limited liability limited partnership by the vote necessary to amend the limited partnership agreementagreement, except, in the case of a limited partnership agreement that expressly considers contribution obligations, the vote necessary to amend those provisions, except in a limited partnership with an agreement that expressly considers contribution obligations, in which case by the vote necessary to amend the contribution obligation provisions;

(2)(b)(b) Filing File a statement of qualification under subsection 48-7A-1001(c) of the Uniform Partnership Act pursuant to § 48-7A-1001;

and(c) (3)(c) Having Have as the last words or letters of its name the words "Registered Limited Liability Limited Partnership," or the abbreviation "L.L.L.P.," or the designation "LLLP." "LLLP;" and (b)(d)(d) A limited liability limited partnership continues to be Continue as the same entity that existed before the filing of a statement of qualification under pursuant to § 48-7A-1001(c)48-7A-1001(c). of the Uniform Partnership Act.

OverstrikesSubsections indicate48-7A-306(c) deletedand language.48-7A-307(b) apply to both general and limited partners of a limited liability limited partnership.

26.393.10§ 248-7-303 1096also (c)applies Subsections 48-7A-306(c) and 48-7A-307(b) of the Uniform Partnership Act apply to both general and limited partnerspartners. of a limited liability limited partnership.

Section § 48-7-303 also applies to limited partners.

26.393.11 2 1096 Section 2.

OverstrikesHB1096 indicateENROLLED deleted26.393.11 language.3 1096 An Act to allow for the direct creation of a limited liability limited partnership.

Received at this Executive Office I certify that the attached Act originated in this _____ day of _____________, the:

at ____________M.

House as Bill No.

1096 By Chief Clerk of the House for the Governor The attached Act is hereby approved this ________ day of Speaker of the House ______________, A.D., 2026 Attest:

Governor Chief Clerk of the House STATE OF SOUTH DAKOTA, ss.

Office of the Secretary of State President of the Senate Filed ____________, 2026 Attest:

at _________ o'clock __M.

Secretary of the Senate Secretary of State House Bill No.

1096 By File No.

____ Asst.

Secretary of State Chapter No.

______ HB1096 ENROLLED