State guides / South Dakota

South Dakota Voting Rules for Boards and Members

What South Dakota's statutes say about board votes, emergencies, meetings, and member ballots, as Qwibie summarizes them, with the citation for each.

Can the Board Vote without a Meeting?

Nonprofit corporations

In South Dakota a nonprofit board may act without a meeting if every director signs a written consent. If the articles or bylaws allow it, the signed consent may be sent by any reasonable means, including email or fax.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
Citation
SDCL §47-23-6 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

What about an Emergency between Meetings?

Nonprofit corporations

In South Dakota a nonprofit board may act without a meeting if every director signs a written consent. If the articles or bylaws allow it, the signed consent may be sent by any reasonable means, including email or fax.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
Citation
SDCL §47-23-6 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Can Members Vote by Ballot without a Meeting?

Nonprofit corporations

South Dakota nonprofit members may act without a meeting only if every member entitled to vote signs a written consent; it counts as a unanimous vote.

Qwibie asks for the steps below before the vote counts.

  • Unanimous member consent
Citation
SDCL §47-23-6 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Not legal advice

These are Qwibie's own summaries, not the law, and they don't say what the law is today. Open the source to read the text, and ask your attorney how it applies to your organization. Your articles and bylaws may set a different rule where the statute allows it.

Run a South Dakota Board on These Rules

Confirm your state and organization type, and Steward applies the matching rule to each vote, with the citation. 14 days free, no card.