Changes to Existing Law

26.608.23 26.608.24 101st Legislative Session 1102 2026 South Dakota Legislature House Bill 1102 HOUSE STATE AFFAIRS ENGROSSED Introduced by: Representative Baxter Underscores indicate new language. Overstrikes indicate deleted language. An Act to reschedule the annual report filing date for a limited liability company and 1 a limited liability partnership. 2 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF SOUTH DAKOTA: 3 Section 1. That § 59-11-25 be AMENDED: 4 59-11-25. The Except as otherwise provided in this section, the first annual 5 reportshall of a filing entity or qualified foreign entity must be delivered to the Office of 6 the Secretary of State before the first day of the second month of the year following the 7 year in which a the filing entity or qualified foreign entity, except a bank organized 8 pursuant to § 51A-3-1.1 and limited partnership organized pursuant to chapter 48-7, was 9 authorized to transact business. The Each subsequent annual report shall must be 10 delivered to the Office of the Secretary of State by the same date each subsequent year. 11 The first annual report of a limited liability company or a limited liability partnership 12 must be delivered to the Office of the Secretary of State on or before January thirty-first 13 of the year following the year in which the company or partnership was authorized to 14 transact business, and each January thirty-first thereafter. 15 Section 2. This Act is effective beginning January 1, 2027. 16

26.608.24 26.608.25 101st Legislative Session 1102 2026 South Dakota Legislature House Bill 1102 HOUSE STATE AFFAIRS ENGROSSED Introduced by: Representative Baxter Underscores indicate new language. Overstrikes indicate deleted language. An Act to reschedule the annual report filing date for a limited liability company and 1 a limited liability partnership. 2 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF SOUTH DAKOTA: 3 Section 1. That § 59-11-25 be AMENDED: 4 59-11-25. The Except as otherwise provided in this section, the first annual 5 reportshall of a filing entity or qualified foreign entity must be delivered to the Office of 6 the Secretary of State before the first day of the second month of the year following the 7 year in which a the filing entity or qualified foreign entity, except a bank organized 8 pursuant to § 51A-3-1.1 and limited partnership organized pursuant to chapter 48-7, was 9 authorized to transact business. The Each subsequent annual report shall must be 10 delivered to the Office of the Secretary of State by the same date each subsequent year. 11 The first annual report of a limited liability company or a limited liability partnership 12 partnership, authorized to transact business during the month of January, must be 13 delivered to the Office of the Secretary of State on or before January thirty-first 13 of the year following 14 ensuing year. In all other cases, the year in which annual report required of a limited liability company 15 or a limited liability partnership must be delivered to the company Office of the Secretary of State 16 on or partnership was authorized to 14 transact business, and each before January thirty-first thereafter. 15 of each year. 17 Section 2. This Act is effective beginning January 1, 2027. 16 18

26.608.25 26.608.26 101st Legislative Session 1102 2026 South Dakota Legislature House Bill 1102 HOUSE SENATE STATE AFFAIRS ENGROSSED Introduced by: Representative Baxter Underscores indicate new language. Overstrikes indicate deleted language. An Act to reschedule the annual report filing date for a limited liability company and filing certain annual reports. 1 a limited liability partnership. 2 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF SOUTH DAKOTA: 3 2 Section 1. That § 59-11-25 be AMENDED: 4 3 59-11-25. The Except as otherwise provided in this section, the first annual 5 reportshall of a filing entity or qualified foreign entity must report shall be delivered to the Office of 6 the Secretary 4 of State before the first day of the second month of the year following the 7 year in which 5 a the filing entity or qualified foreign entity, except exceptExcept in the case of a bank organized 8 6 pursuant to § 51A-3-1.1 and a limited partnership organized pursuant to chapter 48-7, 7 was 9 authorized to transact business. The Each subsequent annual report shall must be 10 delivered to 8 the Office of the Secretary of State by the same date each subsequent year. 11 The first any entity 9 that is required by law to file an annual report of a limited liability company or a limited liability 12 partnership, authorized to transact business during must do so: 10 (1) In the month of January, must be 13 delivered to representing the Office first-year anniversary of the Secretary of State entity's formation and 11 in each same month annually thereafter; or 12 (2) Beginning in the calendar year after the entity's formation, on or before January 13 thirty-first, and each January thirty-first thereafter. 14 At the time of formation, an entity shall indicate on the 14 ensuing year. In all other cases, formation document which 15 filing date the annual report required entity has selected. 16 An entity that is in good standing with the secretary of a limited liability company 15 or a limited liability partnership must be delivered state and observes the filing 17 date set in subdivision (1) may choose to observe the filing date set in subdivision (2) and 18 an entity that is in good standing with the secretary of state and observes the filing date 19 set in subdivision (2) may choose to observe the filing date set in subdivision (1), by 20 submitting to the Office secretary of the Secretary of State 16 on or before January thirty-first of each year. 17 state a change-of-filing-date form. 21 Section 2. This Act is effective beginning January 1, 2027. 18 22

26.608.26 26.608.27 101st Legislative Session 1102 2026 South Dakota Legislature House Bill 1102 SENATE STATE AFFAIRS ENGROSSED Introduced by: Representative Baxter Underscores indicate new language. Overstrikes indicate deleted language. ENROLLED AN ACT ENTITLED An Act to reschedule the date for filing certain annual reports. 1 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF SOUTH DAKOTA: 2 Section 1. That § 59-11-25 be AMENDED: 3 59-11-25. The first annual report shall be delivered to the Office of the Secretary 4 of State before the first day of the second month of the year following the year in which 5 a filing entity or qualified foreign entity, exceptExcept Except in the case of a bank organized 6 pursuant to § 51A-3-1.1 and a limited partnership organized pursuant to chapter 48-7, 7 was authorized to transact business. The subsequent annual report shall be delivered to 8 the Office of the Secretary of State by the same date each subsequent year. any entity 9 that is required by law to file an annual report must do so: 10 (1) In the month representing the first-year anniversary of the entity's formation and 11 in each same month annually thereafter; or 12 (2) Beginning in the calendar year after the entity's formation, on or before January 13 thirty-first, and each January thirty-first thereafter. 14 At the time of formation, an entity shall indicate on the formation document which 15 filing date the entity has selected. 16 An entity that is in good standing with the secretary of state and observes the filing 17 date set in subdivision (1) may choose to observe the filing date set in subdivision (2) and 18 an entity that is in good standing with the secretary of state and observes the filing date 19 set in subdivision (2) may choose to observe the filing date set in subdivision (1), by 20 submitting to the secretary of state a change-of-filing-date form. 21 Section 2. This Act is effective beginning January 1, 2027. 22 26.608.27 2 1102 HB1102 ENROLLED An Act to reschedule the date for filing certain annual reports. I certify that the attached Act originated in the: House as Bill No. 1102 Chief Clerk of the House Speaker of the House Attest: Chief Clerk of the House President of the Senate Attest: Secretary of the Senate House Bill No. 1102 File No. ____ Chapter No. ______ Received at this Executive Office this _____ day of _____________, 2026 at ____________M. By for the Governor The attached Act is hereby approved this ________ day of ______________, A.D., 2026 Governor STATE OF SOUTH DAKOTA, ss. Office of the Secretary of State Filed ____________, 2026 at _________ o'clock __M. Secretary of State By Asst. Secretary of State