THE ONE HUNDRED AND THIRTEENTH DAY

Carson City (Monday), May 26, 2003

    Assembly called to order at 11:26 a.m.

    Mr. Speaker presiding.

    Roll called.

    All present.

    Prayer by the Chaplain, Reverend Albert Tilstra.

    On this special day, save us, our God, from either indifference or unseemly revelry in this solemn time, lest we mock those who lie in the quiet places they liberated from the scourge, and their comrades in whose eyes are the shadowed memories of the horrors they saw. Let us rather determine to finish the work they began, that Your peace may yet come to all our troubled world. For the liberation of so many from the cruel hand of the oppressor, we give You thanks. As we were willing to make sacrifices in war, so may we be willing to make sacrifices to ensure a just and lasting peace. Bless these legislators today to work toward that end.

Amen.

    Pledge of Allegiance to the Flag.

    Assemblyman Oceguera moved that further reading of the Journal be dispensed with, and the Speaker and Chief Clerk be authorized to make the necessary corrections and additions.

    Motion carried.

REPORTS OF COMMITTEES

Mr. Speaker:

    Your Committee on Ways and Means, to which were referred Assembly Bill No. 266;
Senate Bill No. 415, has had the same under consideration, and begs leave to report the same back with the recommendation: Amend, and do pass as amended.

Morse Arberry Jr., Chairman

MESSAGES FROM THE Senate

Senate Chamber, Carson City, May 24, 2003

To the Honorable the Assembly:

    I have the honor to inform your honorable body that the Senate amended, and on this day passed, as amended, Assembly Bill No. 16, Amendment No. 876; Assembly Bill No. 326, Amendment No. 844; Assembly Bill No. 493, Amendment No. 712, and respectfully requests your honorable body to concur in said amendments.

    Also, I have the honor to inform your honorable body that the Senate on this day respectfully refused to recede from its action on Assembly Bill No. 40, Senate Amendment No. 709, and requests a conference, and appointed Senators Care, Amodei, and McGinness as a first Conference Committee to meet with a like committee of the Assembly.

    Also, I have the honor to inform your honorable body that the Senate on this day respectfully refused to recede from its action on Assembly Bill No. 73, Senate Amendment No. 657, and requests a conference, and appointed Senators Washington, Nolan, and Titus as a first Conference Committee to meet with a like committee of the Assembly.

    Also, I have the honor to inform your honorable body that the Senate on this day respectfully refused to recede from its action on Assembly Bill No. 78, Senate Amendments Nos. 773, 719, and requests a conference, and appointed Senators Nolan, McGinness, and Wiener as a first Conference Committee to meet with a like committee of the Assembly.

    Also, I have the honor to inform your honorable body that the Senate on this day respectfully refused to recede from its action on Assembly Bill No. 218, Senate Amendment No. 722, and requests a conference, and appointed Senators Nolan, Mathews, and Tiffany as a first Conference Committee to meet with a like committee of the Assembly.

    Also, I have the honor to inform your honorable body that the Senate on this day passed, as amended, Senate Bills Nos. 106, 258, 352.

    Also, I have the honor to inform your honorable body that the Senate on this day concurred in the Assembly Amendment No. 752 to Senate Bill No. 440; Assembly Amendment No. 640 to Senate Bill No. 469.

    Also, I have the honor to inform your honorable body that the Senate on this day appointed Senators Amodei, Care, and McGinness as a first Conference Committee concerning
Senate Bill No. 206, Assembly Amendment No. 654.

    Also, I have the honor to inform your honorable body that the Senate on this day appointed Senators Care, Nolan, and Washington as a first Conference Committee concerning
Senate Bill No. 207.

Mary Jo Mongelli

Assistant Secretary of the Senate

MOTIONS, RESOLUTIONS AND NOTICES

    By Assemblymen Gustavson, Anderson, Andonov, Angle, Arberry, Atkinson, Beers, Brown, Buckley, Carpenter, Chowning, Christensen, Claborn, Collins, Conklin, Geddes, Gibbons, Giunchigliani, Goicoechea, Goldwater, Grady, Griffin, Hardy, Hettrick, Horne, Knecht, Koivisto, Leslie, Mabey, Manendo, Marvel, McClain, McCleary, Mortenson, Oceguera, Ohrenschall, Parks, Perkins, Pierce, Sherer, Weber, and Williams; Senators Washington, Amodei, Care, Carlton, Cegavske, Coffin, Hardy, Mathews, McGinness, Neal, Nolan, O’Connell, Raggio, Rawson, Rhoads, Schneider, Shaffer, Tiffany, Titus, Townsend, and Wiener:

    Assembly Concurrent Resolution No. 29—Memorializing Marine hero Lance Corporal Donald J. Cline, Jr.

Whereas, The members of the Nevada Legislature join the people of the State of Nevada to mourn the loss and celebrate the life of United States Marine Lance Corporal Donald J. Cline, Jr.; and

Whereas, Donald J. Cline, Jr., known as “John” by his family and friends, was born in Sierra Madre, California; and

Whereas, After his family moved to Sparks, John Cline attended Reed High School and met his wife-to-be, Tina; and

Whereas, Because he said he had “always wanted to be a Marine,” John Cline enlisted in the United States Marine Corps at the age of 17 and left for boot camp 2 weeks after graduating from high school; and

Whereas, After John’s graduation from Marine boot camp on October 20, 2000, Tina and John Cline were married the following day at the American Legion Hall in Sun Valley, Nevada; and

Whereas, Blessed with two sons, Dakota, 2 1/2 years of age, and Dillon, 7 months,
John Cline proved to be a devoted and caring family man who talked about returning to Reno to become a police officer when he left the military; and

Whereas, Serving with the 1st Battalion, 2nd Marine Regiment, 2nd Marine Expeditionary Brigade, based at Camp Lejeune, North Carolina, John Cline was deployed to Iraq to serve his country, but kept in close contact with his family through letters and phone calls; and

Whereas, On March 23, 2003, John Cline was reported missing in action after he and some of his fellow Marines were ambushed by enemy fire on a bridge near the southern Iraq town of Nasiriyah; and

Whereas, Being a strong and loyal Marine wife, Tina Cline remained optimistic that her husband would be found safe, and she and her children were embraced by their community, receiving support and prayers from family, friends and strangers; and

Whereas, Sadly, on April 11, Lance Corporal Donald “John” Cline, Jr., only 21 years of age, was among the Marines identified as killed in that attack of March 23rd; and

Whereas, John Cline was posthumously awarded the Purple Heart and will hereafter be remembered for his bravery in the face of battle; and

Whereas, Lance Corporal Cline is survived by his wife, Tina, his sons, Dakota and Dillon, and his mother, Cynthia Fulton-Cline; now, therefore, be it

Resolved by the assembly of the State of Nevada, the Senate Concurring, That United States Marine Lance Corporal Donald J. Cline, Jr. be recognized for his dedication to his country in giving the ultimate sacrifice while trying to make the world a safer place for his children and children throughout the world; and be it further

Resolved, That the members of the 72nd Session of the Nevada Legislature and the people of our State extend their sincere condolences to the family and friends of John Cline, an American hero; and be it further

Resolved, That the Chief Clerk of the Assembly prepare and transmit a copy of this resolution to John Cline’s loving wife, Tina.

    Assemblyman Gustavson moved the adoption of the resolution.

    Remarks by Assemblymen Gustavson, Buckley, and Anderson.

    Assemblywoman Angle requested that the following remarks be entered in the Journal.

    Assemblyman Gustavson:

    Thank you, Mr. Speaker. Memorial Day is a most appropriate day to be doing this resolution. We are very fortunate to have it coincide with today. Memorial Day is thought of, by many of us, as it was originally intended. Unfortunately, many people take Memorial Day as another three-day weekend. They have their picnics, go camping, and many different things, and have lost the true meaning of Memorial Day. We all know, in this Body, why we celebrate this day. It is because of those persons who have given the ultimate sacrifice for their country that they loved so dearly. They gave their lives so that we may have the freedoms that we enjoy in this country. They gave their lives for the freedoms that we have had and continue to have. We think of this day, not just for those who have fallen before in the many wars we have had, but for those who unfortunately will fall in future conflicts in the world, where the United States will be there to support our freedoms.

    We think, today, of John Cline, as he is known to his friends and loved ones. His wife Tina could not be here today because she is in Las Vegas where there is a fundraiser for her. There has been a tremendous outpouring of support for the family, from the local community and throughout the state, including the Boys and Girls Club. The College System has offered the two sons, Dakota and Dillon, college scholarships to take care of their college needs and the children’s dental needs will be taken care of. All have given from their hearts for Tina Cline and the family.

    John was a patriot. He not only loved his country, he loved his wife dearly. They were very close. He was also close to his two sons, Dakota, two years old, and seven-month-old Dillon. John gave his life and was a hero doing so. Many war reports show that John gave his life, not only for his country, but saving his fellow Marines. As they were being attacked, John unselfishly went out and grabbed these Marines and brought them back to the vehicle that they were in, saving their lives. He did this willingly and openly and we thank him for that.

    After serving in the Marines, John had planned to go into law enforcement. He wasn’t sure where he was going, whether he was going to work for the Drug Enforcement Administration or whoever, but he had planned on continuing his service to his country. His life was already planned out, not only to serve his country as a Marine but also to come home and serve in some capacity in law enforcement.

    We want to thank the family and the community and State for the support that has been given to Tina Cline. Thank you, Mr. Speaker.

  Assemblywoman Buckley:

    Thank you, Mr. Speaker. I, too, rise in support of ACR 29. It is difficult to express our thanks and gratitude to the friends and family of Mr. Cline. To give your life for your country at age 21 with two very small children and a loving wife is the epitome of patriotism and the epitome of what this day is all about. We honor Lance Corporal Donald John Cline and we thank his family for his ultimate sacrifice to ensure all of us are free.

Assemblyman Anderson:

    I rise in support of the resolution. Mr. Cline attended the high school where I teach and was a former U.S. History student of mine. It is difficult to recognize such lives who, on a regular basis, live to serve this nation and who anxiously await the opportunity to serve. It always amazes me that there are young men and women of this nation who are willing to step forward not knowing what tomorrow is going to bring. Corporal Cline did not anticipate this war or this engagement but he knew what duty was. He knew the duty of service and commitment. Young lives are constantly given and this day is set aside to remember those young lives and their families. When we say we stand on the shoulders of giants, these are the giants we stand on. This is what our national pride and commitment is about, the young men, the old men, the gallant ones of yesterday, and those of WWII. Saturday I was at a commencement ceremony for a relative of mine where Corporal Cline was honored. We often look to these people without recognizing that each generation is the greatest generation. It is the young men of our country, the ones with the greatest promise that keep democracy alive. That is the reason all of us have to be equally committed to our responsibility to them and their memory. Therefore, it is easy to stand when someone has given the ultimate sacrifice.

    Resolution adopted unanimously.

Assemblyman Gustavson moved that all rules be suspended and that Assembly Concurrent Resolution No. 29 be immediately transmitted to the Senate.

    Motion carried unanimously.

    By Assemblymen Sherer, Anderson, Andonov, Angle, Arberry, Atkinson, Beers, Brown, Buckley, Carpenter, Chowning, Christensen, Claborn, Collins, Conklin, Geddes, Gibbons, Giunchigliani, Goicoechea, Goldwater, Grady, Griffin, Gustavson, Hardy, Hettrick, Horne, Knecht, Koivisto, Leslie, Mabey, Manendo, Marvel, McClain, McCleary, Mortenson, Oceguera, Ohrenschall, Parks, Perkins, Pierce, Weber, and Williams; Senators McGinness, Amodei, Care, Carlton, Cegavske, Coffin, Hardy, Mathews, Neal, Nolan, O’Connell, Raggio, Rawson, Rhoads, Schneider, Shaffer, Tiffany, Titus, Townsend, Washington, and Wiener:

    Assembly Concurrent Resolution No. 30—Memorializing Marine hero Lieutenant Frederick Pokorney, Jr.

Whereas, The members of the Nevada Legislature and the people of the State of Nevada mourn the loss of United States Marine Corps First Lieutenant Frederick “Fred” Pokorney, Jr.; and

Whereas, Living with former Nye County Sheriff Wade Lieseke and his wife Susie,
Fred Pokorney graduated from Tonopah High School in 1989, where the 6-foot-7-inch, 220-pound athlete excelled at basketball and football; and

Whereas, A devoted family man, Fred Pokorney met his wife, known as “Chelle,” in Washington State, and they became the proud parents of daughter Taylor, now 2 1/2 years of age and the spitting image of her father; and

Whereas, After enlisting in the United States Marine Corps, Fred Pokorney was named the top recruit at the end of basic training and, taking advantage of the military educational benefits, attended Oregon State University where he earned a degree in military science; and

Whereas, A field artillery leader for the Headquarters Battery, 1st Battalion, 10th Marine Regiment, 2nd Marine Expeditionary Brigade, stationed at Camp Lejeune, North Carolina, Lieutenant Pokorney was deployed to Iraq and died on March 23, 2003, when he and some of his fellow Marines were ambushed outside of Nasiriyah; and

Whereas, Commissioned as a Second Lieutenant, Pokorney was promoted posthumously to First Lieutenant and was awarded the Purple Heart and will forever be remembered for his bravery and dedication to his country; and

Whereas, Chelle Pokorney called her husband a “gentle giant” and said he loved “his family, the Marine Corps and the Oakland Raiders”; and

Whereas, Nevada’s first reported casualty from Operation Iraqi Freedom and the first Marine from that military operation to be buried at Arlington National Cemetery, Lieutenant Pokorney was buried with full military honors; and

Whereas, Lieutenant Frederick Pokorney, Jr. is survived by his wife, Chelle Pokorney, his daughter Taylor, and his surrogate parents, Wade and Susie Lieseke; now, therefore, be it

Resolved by the assembly of the State of Nevada, the Senate Concurring, That United States Marine First Lieutenant Frederick Pokorney, Jr. be honored for his devotion to his family, his state and his country, for which he made the ultimate sacrifice; and be it further

Resolved, That the members of the 72nd Session of the Nevada Legislature and the people of our state celebrate the life of Lieutenant Pokorney and extend their sincere condolences to the family and friends of a true hero; and be it further

Resolved, That the Chief Clerk of the Assembly prepare and transmit a copy of this resolution to Chelle, the beloved wife of Lieutenant Pokorney.

    Assemblyman Sherer moved the adoption of the resolution.

    Remarks by Assemblymen Sherer and Angle.

    Assemblywoman Angle requested that the following remarks be entered in the Journal.

    Assemblyman Sherer:

    Thank you, Mr. Speaker. I stand in honor of Lieutenant Pokorney. He was an incredible gentleman. He lost his parents and then was adopted by Susie and Wade Lieseke. He has gone through a lot. In school he was a great athlete and was always looking forward. He had great goals. He was an asset to his high school and a role model, which is what we are all trying to be. He took on his adverse conditions, including being 6-feet-7-inches, having no parents, and coming from a small town, and stepped forward, going on to Oregon where he graduated from college, met his wife Chelle, and had his daughter. He was able to go on because that is what his dad did, who was also in the military. He stepped forward in his dad’s footsteps. In turn he gave the ultimate sacrifice during the incident where the Iraqi Military was dressed in civilian clothes and he was trying to take care of what he thought were civilians and found that they were armed and he was shot. Today we stand for all those people who gave their lives so that we can have our freedom and so that we can go to barbeques and do other things as families this afternoon. We need to realize what the people that came before us did to give us our freedoms, which is what today memorializes. I stand in support of this resolution and I am honored to stand up and say a few words. Today is Jim Butler Days in Tonopah and the family is there today. I asked if they would like to join us today, but they wanted to be together with their family for their support.

    Assemblywoman Angle:

    Thank you, Mr. Speaker. I stand in support of ACR 30. As many of you know, I lived in Tonopah for eight years. Wade and Susie Lieseke are good friends of mine, and Fred Pokorney graduated from high school with my daughter. This is a double-edged sword when you live in rural Nevada. Not only are you known and know everyone, you also know them well enough to share in their sorrows and feel the grief and loss that they feel. My son-in-law went into the Marines two years ahead of Fred. It is a touching thing to go to a Marine boot camp graduation. For God, for family, for country. It brings tears to your eyes when you see the dedication of these young men and how willing they are to sacrifice themselves for our freedoms. I ask you to declare with me, for Fred Pokorney and John Cline, Semper Fi. Thank you, Mr. Speaker.

    Resolution adopted unanimously.

Assemblyman Sherer moved that all rules be suspended and that Assembly Concurrent Resolution No. 30 be immediately transmitted to the Senate.

    Motion carried unanimously.

    By Assemblymen Perkins, Buckley and Hettrick:

    Assembly Resolution No. 6—Designating certain members of the Assembly as regular and alternate members of the Legislative Commission.

    Assemblywoman Buckley moved the adoption of the resolution.

    Remarks by Assemblywoman Buckley.

    Resolution adopted.

INTRODUCTION, FIRST READING AND REFERENCE

    Senate Bill No. 106.

    Assemblyman Oceguera moved that the bill be referred to the Committee on Judiciary.

    Motion carried.

    Senate Bill No. 258.

    Assemblyman Oceguera moved that the bill be referred to the Committee on Ways and Means.

    Motion carried.

    Senate Bill No. 352.

    Assemblyman Oceguera moved that the bill be referred to the Committee on Ways and Means.

    Motion carried.

MOTIONS, RESOLUTIONS AND NOTICES

    Assemblywoman Buckley moved that Standing Rule No. 92, which pertains to notices of bills, topics and public hearing, be suspended.

    Remarks by Assemblywoman Buckley.

    Motion carried unanimously.

    Assemblywoman Buckley moved that for the balance of the session, all bills and joint resolutions reported out of committee be immediately placed on the appropriate reading file.

    Motion carried unanimously.

    Assemblyman Arberry moved that Assembly Bill No. 464 be taken from the Second Reading File and placed on the Chief Clerk’s desk.

    Motion carried.

UNFINISHED BUSINESS

Appointment of Conference Committees

    Mr. Speaker appointed Assemblymen Oceguera, Brown, and Buckley as a first Conference Committee to meet with a like committee of the Senate for the further consideration of Assembly Bill No. 40.

    Mr. Speaker appointed Assemblymen Conklin, Brown, and Ohrenschall as a first Conference Committee to meet with a like committee of the Senate for the further consideration of Assembly Bill No. 73.

    Mr. Speaker appointed Assemblymen Anderson, Mabey, and Ohrenschall as a first Conference Committee to meet with a like committee of the Senate for the further consideration of Assembly Bill No. 78.

    Mr. Speaker appointed Assemblymen Anderson, Angle, and Horne as a first Conference Committee to meet with a like committee of the Senate for the further consideration of Assembly Bill No. 132.

REPORTS OF COMMITTEES

Mr. Speaker:

    Your Committee on Ways and Means, to which was referred Assembly Bill No. 544, has had the same under consideration, and begs leave to report the same back with the recommendation: Do pass.

    Also, your Committee on Ways and Means, to which was re-referred Assembly Bill No. 533, has had the same under consideration, and begs leave to report the same back with the recommendation: Amend, and do pass as amended.

Morse Arberry Jr., Chairman

MOTIONS, RESOLUTIONS AND NOTICES

    Assemblywoman Buckley moved that for the balance of the session, the reading of the Histories on all bills and joint resolutions on Second Reading and General File be dispensed with.

    Motion carried.

    Mr. Speaker announced if there were no objections, the Assembly would recess subject to the call of the Chair.

    Assembly in recess at 11:59 a.m.

ASSEMBLY IN SESSION

    At 1:02 p.m.

    Mr. Speaker presiding.

    Quorum present.

MESSAGES FROM THE Senate

Senate Chamber, Carson City, May 26, 2003

To the Honorable the Assembly:

    I have the honor to inform your honorable body that the Senate on this day adopted
Senate Concurrent Resolution No. 39.

Mary Jo Mongelli

Assistant Secretary of the Senate

MOTIONS, RESOLUTIONS AND NOTICES

    Senate Concurrent Resolution No. 39.

    Assemblywoman Gibbons moved the adoption of the resolution.

    Remarks by Assemblywoman Gibbons.

    Resolution adopted unanimously.

    Assemblywoman Buckley moved that Assembly Bill No. 513 be taken from the General File and placed on the Chief Clerk’s desk.

    Remarks by Assemblywoman Buckley.

    Motion carried.

SECOND READING AND AMENDMENT

    Assembly Bill No. 195.

    Bill read second time.

    The following amendment was proposed by the Committee on
Ways and Means:

    Amendment No. 880.

    Amend the bill as a whole by deleting sections 1 through 4, renumbering sec. 5 as sec. 2 and adding a new section designated section 1, following the enacting clause, to read as follows:

    “Section 1.  1.  The Director of the Department of Transportation, in consultation with the Department of Motor Vehicles, the Department of Public Safety, the Department of Taxation, the State Department of Agriculture, the State Department of Conservation and Natural Resources and any other state agency directed by the Governor to participate, shall develop a plan to jointly enforce the laws of this state and any related regulations within their respective jurisdictions, including, without limitation:

    (a) The inspection of vehicles transporting hazardous materials;

    (b) The enforcement of laws relating to the taxation of fuel used in motor carriers;

    (c) The enforcement of vehicle registration laws;

    (d) The enforcement of traffic safety laws;

    (e) The performance of safety inspections on commercial vehicles; and

    (f) The enforcement of laws restricting the importing of diseased animals and noxious weeds and other illegal plants. The Governor may direct additional agencies of this state to participate in the planning in a manner that will benefit the State.

    2.  In addition to the requirements of subsection 1, the plan must include a summary of the opportunities for joint enforcement, a prioritized list for activities of joint enforcement and the results expected from joint enforcement.

    3.  On or before December 1, 2004, the Director of the Department of Transportation shall submit the plan to the Governor and to the Director of the Legislative Counsel Bureau for transmission to the 73rd Session of the Nevada Legislature.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to transportation; requiring the Director of the Department of Transportation to develop a plan in consultation with various other entities concerning the joint enforcement of certain laws and regulations governing transportation and vehicles; and providing other matters properly relating thereto.”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Requires development of plan concerning joint enforcement of certain laws and regulations governing transportation and vehicles. (BDR S‑83)”.

    Assemblywoman Giunchigliani moved the adoption of the amendment.

    Remarks by Assemblywoman Giunchigliani.

    Amendment adopted.

    Bill ordered reprinted, engrossed, and to third reading.

    Assembly Bill No. 266.

    Bill read second time.

    The following amendment was proposed by the Committee on
Ways and Means:

    Amendment No. 877.

    Amend the bill as a whole by deleting sections 2 through 26 and adding a new section designated sec. 2, following section 1, to read as follows:

    “Sec. 2.  This act becomes effective on July 1, 2003.”.

    Amend the bill as a whole by adding a preamble, immediately preceding the enacting clause, to read as follows:

    “Whereas, Section 2 of Article 11 of the Constitution of the State of Nevada requires the Legislature to provide for a uniform system of common schools; and

Whereas, Section 6 of Article 11 of the Constitution of the State of Nevada requires the Legislature to provide for the support and maintenance of the common schools by direct legislative appropriation from the General Fund; and

Whereas, An effective public school system which produces active and informed residents is essential to the development of an educated workforce to serve the economy of the State of Nevada; and

Whereas, The Nevada Association of School Superintendents and the Nevada Association of School Boards have worked cooperatively to propose a long-term vision for public education, commonly referred to as “iNVest,” in an effort to improve the academic achievement of pupils enrolled in elementary and secondary schools in this state; and

Whereas, The Legislature believes that the elements of the iNVest proposal provide a sound blueprint when the Legislature considers methods to improve the academic achievement of pupils; and

Whereas, The Legislature recognizes it is important that school districts:

    1.   Are provided with basic support that is adequate to ensure the effectiveness of the public schools, which to the extent practicable includes the inflationary costs for nonsalaried expenditures;

    2.  Have funding for books, supplies and equipment that is adequate to ensure the effectiveness of the public schools;

    3.  Have funding for programs designed for pupils who have limited proficiency in the English language that is adequate to ensure the effectiveness of the public schools; and

    4.  Maintain an adequate ending fund balance; and

    Whereas, The Legislature recognizes the importance for school districts to attract and retain a qualified workforce, which includes the provision of cost-of-living adjustments, adequate health benefits for employees and adequate compensation for teachers who provide instruction in high impact and special need areas; and

Whereas, The Legislature recognizes that there are a variety of meritorious ways that the educational system can assist pupils to meet the demands of rigorous academic standards, including, without limitation, increasing the instructional time for pupils by adding additional days to the school year, providing full-day kindergarten especially for children who are at risk, and providing summer school, after-school programs and tutorial programs for pupils who need additional assistance; and

Whereas, The opportunities available to Nevada’s pupils would be enhanced by the provision of career and technical education courses, the enhancement of classroom discipline the maintenance of class-size reduction; and

Whereas, It is the intended goal of the Nevada Legislature to work in partnership with the State Board of Education, the Governor, the Nevada Association of School Superintendents, the Nevada Association of School Boards and other such dedicated organizations to continue to develop and carry out educational strategies that are designed to improve the academic achievement of pupils enrolled in the public elementary and secondary schools in this state, including, without limitation, methods to increase the financial support for public schools; now, therefore,”.

    Amend the title of the bill, by deleting the fifth through eighteenth lines and inserting: “and providing other matters properly relating thereto.”

    Amend the summary of the bill to read as follows:

    “SUMMARY—Requires Superintendent of Public Instruction to prepare compilation of certain information for inclusion in biennial budgetary request for State Distributive School Account. (BDR 34‑903)”.

    Assemblywoman Giunchigliani moved the adoption of the amendment.

    Remarks by Assemblywoman Giunchigliani.

    Amendment adopted.

    Bill ordered reprinted, engrossed, and to third reading.

    Assembly Bill No. 544.

    Bill read second time and ordered to third reading.

    Senate Bill No. 415.

    Bill read second time.

    The following amendment was proposed by the Committee on
Ways and Means:

    Amendment No. 846.

    Amend the bill as a whole by renumbering sec. 2 as sec. 3 and adding a new section designated sec. 2, following section 1, to read as follows:

    “Sec. 2.  1.  The Board shall, on a monthly basis, transfer money from the Account to the State General Fund in an amount up to the level of expenditures approved in the final budget of the System for the applicable fiscal year. Except as otherwise provided in this subsection and subsection 2, the amount of money transferred each month must be:

    (a) For Fiscal Year 2003-2004, $3,819,713, until the total amount of money transferred for all 12 months in the fiscal year is $45,836,551.

    (b) For Fiscal Year 2004-2005, $3,616,525, until the total amount of money transferred for all 12 months in the fiscal year is $43,398,297.

A monthly transfer described in this section must not be made to the extent that making the transfer would result in a negative balance in the Account.

    2.  If the amount of money in the Account is not, for a given month, sufficient to allow the full amount of the transfer scheduled for that month, as described in subsection 1, any money that subsequently becomes available in the Account must first be applied to complete the full amount of the transfer scheduled for that month, as described in subsection 1.

    3.  If, at the end of Fiscal Year 2004-2005, the total amount transferred from the Account to the State General Fund pursuant to this section has not reached the total amount of $89,234,848 that is scheduled to be transferred pursuant to subsection 1 during both Fiscal Year 2003-2004 and Fiscal Year 2004-2005 combined, the Board shall continue to make transfers from the Account to the State General Fund in subsequent fiscal years until the total amount transferred equals $89,234,848, subject to the continued availability of estate tax revenues.

    4.  As used in this section:

    (a) “Account” means the Estate Tax Account in the Endowment Fund of the University and Community College System of Nevada.

    (b) “Board” means the Board of Regents of the University of Nevada.

    (c) “System” means the University and Community College System
of Nevada.”.

    Amend the title of the bill, fourth line, after “Nevada;” by inserting: “requiring the Board of Regents of the University of Nevada to make certain transfers of money from the Account to the State General Fund;”.

    Assemblyman Arberry moved the adoption of the amendment.

    Remarks by Assemblyman Arberry.

    Amendment adopted.

    Bill ordered reprinted, re-engrossed, and to third reading.

general file and third reading

    Assembly Bill No. 7.

    Bill read second time.

    The following amendment was proposed by the Committee on
Ways and Means:

    Amendment No. 726.

    Amend sec. 15, page 12, by deleting line 28 and inserting:

    “Sec. 15.  This act becomes effective on September 23, 2003, and expires by limitation on the date of the repeal of the federal law requiring each state to make it unlawful for a person to operate a motor vehicle with a blood alcohol concentration of 0.08 percent or greater as a condition to receiving federal funding for the construction of highways in this state.”.

    Amend the title of the bill, fourth line, after “vessel;” by inserting: “providing for the prospective expiration of such reduced concentration of alcohol upon the repeal of certain federal laws;”.

    Assemblyman Arberry moved the adoption of the amendment.

    Remarks by Assemblyman Arberry.

    Amendment adopted.

    Bill ordered reprinted, re-engrossed, and to third reading.

    Assembly Bill No. 548.

    Bill read third time.

    Roll call on Assembly Bill No. 548:

    Yeas—42.

    Nays—None.

    Assembly Bill No. 548 having received a constitutional majority,
Mr. Speaker declared it passed.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 549.

    Bill read third time.

    Roll call on Assembly Bill No. 549:

    Yeas—34.

    Nays—Andonov, Angle, Beers, Carpenter, Christensen, Griffin, Gustavson, Sherer—8.

    Assembly Bill No. 549 having received a constitutional majority,
Mr. Speaker declared it passed.

    Bill ordered transmitted to the Senate.

    Senate Bill No. 416.

    Bill read third time.

    Roll call on Senate Bill No. 416:

    Yeas—42.

    Nays—None.

    Senate Bill No. 416 having received a constitutional majority, Mr. Speaker declared it passed.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 533.

    Bill read third time.

    The following amendment was proposed by the Committee on
Ways and Means:

    Amendment No. 868.

    Amend sec. 7, page 4, by deleting lines 31 through 33 and inserting:
“June 25, 1950, and [January 31, 1955;] May 7, 1975, or between September 26,”.

    Amend sec. 8, page 6, by deleting lines 19 through 21 and inserting:
“June 25, 1950, and [January 31, 1955;] May 7, 1975, or between September 26,”.

    Amend sec. 15, page 15, by deleting line 22 and inserting: “its full cash value.”.

    Amend the bill as a whole by deleting sec. 16 and adding:

    “Sec. 16.  (Deleted by amendment.)”.

    Amend sec. 19, page 20, by deleting lines 1 and 2 and inserting: “assessor, or, if there is no such site, a copy of the list and valuations must be published once in a newspaper of general circulation in the county [.] if the board of county commissioners so requires.”.

    Amend sec. 22, page 22, by deleting lines 8 through 13 and inserting: “valuation was fixed by the owner or the county assessor. A change so made is effective only for the fiscal”.

    Amend sec. 22, page 22, by deleting lines 21 through 29 and inserting: “or has] NRS 361.265; or

(b) Has, without good cause, refused entry to the assessor for the purpose of conducting the physical examination required by NRS 361.260,”.

    Amend sec. 25, page 24, by deleting line 28 and inserting: “full cash value of his property is less”.

    Amend sec. 25, page 24, line 42, by deleting: “a fee simple interest in”.

    Amend sec. 25, page 25, by deleting lines 2 and 3 and inserting: “correspond as closely as possible to its full cash value.”.

    Amend sec. 26, pages 25 and 26, by deleting lines 41 through 44 on
page 25 and lines 1 through 10 on page 26, and inserting:

    “5.] ; or

(b) The taxpayer has, without good cause, refused entry to the assessor for the purpose of conducting the physical examination authorized by
NRS 361.260.”.

    Amend the bill as a whole by deleting sec. 28 and adding:

    “Sec. 28.  (Deleted by amendment.)”.

    Amend sec. 32, page 31, by deleting lines 19 and 20 and inserting: “pursuant to chapter 37 of NRS [.] , if the property acquired is real property.”.

    Amend the bill as a whole by deleting sec. 33 and adding:

    “Sec. 33.  (Deleted by amendment.)”.

    Amend sec. 41, page 37, by deleting lines 42 through 44 and inserting: “June 25, 1950, and [January 31, 1955;] May 7, 1975, or between
September 26,”.

    Amend sec. 42, page 39, by deleting lines 27 through 29 and inserting: “June 25, 1950, and [January 31, 1955;] May 7, 1975, or between
September 26,”.

    Amend the bill as a whole by deleting sec. 49 and adding:

    “Sec. 49.  Chapter 250 of NRS is hereby amended by adding thereto a new section to read as follows:

1.  The board of county commissioners of each county shall by ordinance create in the county general fund an account to be designated as the Account for the Acquisition and Improvement of Technology in the Office of the County Assessor.

2.  The money in the Account must be accounted for separately and not as a part of any other account.

3.  The money in the Account must be used to acquire technology for or improve the technology used in the office of the county assessor, including, without limitation, the payment of costs associated with acquiring or improving technology for converting and archiving records, purchasing hardware and software, maintaining the technology, training employees in the operation of the technology and contracting for professional services relating to the technology. At the discretion of the county assessor, the money may be used by other county offices that do business with the county assessor.”.

    Amend sec. 67, page 60, by deleting line 2 and inserting: “12.3 to 41, inclusive, 43, 45 and 46.5 to 66, inclusive, of this act”.

    Amend the title of the bill, by deleting the fifth and sixth lines and inserting: “exemption from such taxes for an orphan child;”.

    Assemblywoman Giunchigliani moved the adoption of the amendment.

    Remarks by Assemblywoman Giunchigliani.

    Amendment adopted.

    Bill ordered reprinted, re-engrossed, and to third reading.

UNFINISHED BUSINESS

Consideration of Senate Amendments

    Assembly Bill No. 16.

    The following Senate amendment was read:

    Amendment No. 876.

    Amend sec. 2, page 2, by deleting lines 10 through 22 and inserting:

    “3.  If a petition is filed pursuant to this section, the court shall determine which person or agency has possession or custody of the evidence and shall immediately issue an order requiring, during the pendency of the proceeding, each person or agency in possession or custody of the evidence to:

(a) Preserve all evidence within the possession or custody of the person or agency that may be subjected to genetic marker analysis pursuant to this section;

(b) Within 30 days, prepare an inventory of all evidence within the possession or custody of the person or agency that may be subjected to genetic marker analysis pursuant to this section; and

(c) Within 30 days, submit a copy of the inventory to the petitioner, the prosecuting attorney and the court.

4.  Within 30 days after the inventory of all evidence is prepared pursuant to subsection 3, the prosecuting attorney may file a written response to the petition with the court.”.

    Amend sec. 2, page 3, by deleting lines 18 through 20 and inserting:

    “8.  If the results of a genetic marker analysis performed pursuant to this section are favorable to the petitioner:

(a) The petitioner may bring a motion for a new trial based on the ground of newly discovered evidence pursuant to NRS 176.515; and

(b) The restriction on the time for filing the motion set forth in
subsection 3 of NRS 176.515 is not applicable.”.

    Amend sec. 2, page 3, by deleting lines 27 and 28.

    Amend sec. 2, page 3, line 29, by deleting “11.” and inserting “10.”.

    Amend sec. 2, page 3, line 36, by deleting “12.” and inserting “11.”.

    Amend sec. 2, page 3, line 40, by deleting “13.” and inserting “12.”.

    Amend the bill as a whole by deleting sec. 4 and adding a new section designated sec. 4, following sec. 3, to read as follows:

    “Sec. 4.  NRS 176.515 is hereby amended to read as follows:

    176.515  1.  The court may grant a new trial to a defendant if required as a matter of law or on the ground of newly discovered evidence.

    2.  If trial was by the court without a jury the court may vacate the judgment if entered, take additional testimony and direct the entry of a new judgment.

    3.  [A] Except as otherwise provided in section 2 of this act, a motion for a new trial based on the ground of newly discovered evidence may be made only within 2 years after the verdict or finding of guilt.

    4.  A motion for a new trial based on any other grounds must be made within 7 days after the verdict or finding of guilt or within such further time as the court may fix during the 7-day period.”.

    Amend the title of the bill by deleting the fifth line and inserting: “providing that a petitioner may file a motion for a new trial if the analysis is”.

    Assemblyman Anderson moved that the Assembly concur in the Senate amendment to Assembly Bill No. 16.

    Remarks by Assemblyman Anderson.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 163.

    The following Senate amendment was read:

    Amendment No. 897.

    Amend sec. 81, pages 58 and 59, by deleting lines 18 through 44 on
page 58 and lines 1 through 35 on page 59, and inserting:

“thereto the provisions set forth as sections 81.3 and 81.7 of this act.”.

    Amend the bill as a whole by adding new sections designated sections 81.3 and 81.7, following sec. 81, to read as follows:

    “Sec. 81.3.  1.  If the Department has reasonable cause to believe that any person has failed to comply with the provisions of NRS 364A.130, the Department may issue an order directed to the person to show cause why the Department should not order the person to cease and desist from conducting a business in this state. The order must contain a statement of the charges and a notice of a hearing to be held thereon. The order must be served upon the person directly or by certified or registered mail, return receipt requested.

2.  If, after conducting a hearing pursuant to the provisions of subsection 1, the Department determines that the person has failed to comply with the provisions of NRS 364A.130 or if the person fails to appear for the hearing after being properly served with the statement of charges and notice of hearing, the Department may make a written report of its findings of fact concerning the violation and cause to be served a copy thereof upon the person at the hearing. If the Department determines in the report that such failure has occurred, the Department may order the violator to:

(a) Cease and desist from conducting a business in this state; and

(b) Pay the costs of reporting services, fees for experts and other witnesses, charges for the rental of a hearing room if such a room is not available to the Department free of charge, charges for providing an independent hearing officer, if any, and charges incurred for any service of process, if the violator is adjudicated to have failed to comply with the provisions of NRS 364A.130. The order must be served upon the person directly or by certified or registered mail, return receipt requested. The order becomes effective upon service in the manner provided in this subsection.

3.  Any person whose pecuniary interests are directly and immediately affected by an order issued pursuant to subsection 2 or who is aggrieved by the order may petition for judicial review in the manner provided in chapter 233B of NRS. Such a petition must be filed within 30 days after the service of the order. The order becomes final upon the filing of the petition.

4.  If a person fails to comply with any provision of an order issued pursuant to subsection 2, the Department may, through the Attorney General, at any time after 30 days after the service of the order, cause an action to be instituted in the district court of the county wherein the person resides or has his principal place of business requesting the court to enforce the provisions of the order or to provide any other appropriate injunctive relief.

5.  If the court finds that:

(a) There has been a failure to comply with the provisions of
NRS 364A.130;

(b) The proceedings by the Department concerning the written report and any order issued pursuant to subsection 3 are in the interest of the public; and

(c) The findings of the Department are supported by the weight of the evidence,

the court shall issue an order enforcing the provisions of the order of the Department.

6.  An order issued pursuant to subsection 5 may include:

(a) A provision requiring the payment to the Department of a penalty of not more than $5,000 for each act amounting to a failure to comply with the Department’s order; or

(b) Such injunctive or other equitable or extraordinary relief as is determined appropriate by the court.

7.  Any aggrieved party may appeal from the final judgment, order or decree of the court in a like manner as provided for appeals in civil cases.

    Sec. 81.7.  A person described in NRS 612.144 is exempt from the provisions of this chapter.”.

    Amend the title of the bill, page 2, first line, after “licenses;” by inserting: “providing that persons selling or soliciting the sale of products in certain circumstances are exempt from business tax provisions;”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate Amendment No. 897 to Assembly Bill No. 163.

    Remarks by Assemblymen Anderson and Arberry.

    Motion carried.

    The following Senate amendment was read:

    Amendment No. 860.

    Amend sec. 78, page 55, by deleting lines 40 through 44 and inserting: “those documents furnished by the secured party or the public utility to show the date and place of filing is:

    (a) [Twenty] Forty dollars if the record is communicated in writing and consists of one or two pages;

    (b) [Forty] Sixty dollars if the record is communicated in writing and consists of more than two pages, and [$1] $2 for each page over 20 pages;

    (c) [Ten] Twenty dollars if the record is communicated by another medium authorized by filing-office rule; and

    (d) [One dollar] Two dollars for each additional debtor, trade name or reference to another name under which business is done.”.

    Amend sec. 79, page 56, by deleting lines 2 through 12 and inserting:

    “105.080  1.  Upon the request of any person, the Secretary of State shall issue his certificate showing whether there is on file, on the date and hour stated therein, any presently effective security instrument naming a particular public utility and, if there is, giving the date and hour of filing of the instrument and the names and addresses of each secured party. The uniform fee for such a certificate is:

    (a) [Twenty] Fifty dollars if the request is communicated in writing; and

    (b) [Fifteen] Forty dollars if the request is communicated by another medium authorized by filing-office rule.

    2.  Upon request, the Secretary of State or a county recorder shall furnish a copy of any filed security instrument upon payment of the statutory fee for copies.”.

    Amend sec. 85, page 61, line 23, by deleting “and 77” and inserting:
“77 and 79.5”.

    Amend sec. 85, page 61, after line 42, by inserting:

    “4.  Sections 78 and 79 of this act become effective at 12:01 a.m. on October 1, 2003.”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate amendment No. 860 to Assembly Bill No. 163.

    Remarks by Assemblyman Anderson.

    Motion carried.

    The following Senate amendment was read:

    Amendment No. 661.

    Amend the bill as a whole by renumbering sections 1 through 3 as
sections 72.3 through 72.7 and adding new sections designated sections 1 through 72, following the enacting clause, to read as follows:

    “Section 1.  The Legislature hereby declares that:

    1.  Many of the fees increased pursuant to the amendatory provisions of this act have not been increased for a substantial length of time, and increasing these fees is necessary and appropriate at this time.

    2.  It is the intent of the Legislature that the fees increased pursuant to the amendatory provisions of this act must not be increased again for a period of at least 10 years following the enactment of this act.

    Sec. 2.  NRS 78.0295 is hereby amended to read as follows:

    78.0295  1.  A corporation may correct a document filed by the Secretary of State with respect to the corporation if the document contains an inaccurate record of a corporate action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the corporation shall:

    (a) Prepare a certificate of correction which:

        (1) States the name of the corporation;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by an officer of the corporation.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 3.  NRS 78.097 is hereby amended to read as follows:

    78.097  1.  A resident agent who desires to resign shall file with the Secretary of State a signed statement , on a form provided by the Secretary of State, for each [corporation] artificial person formed, organized, registered or qualified pursuant to the provisions of this title that he is unwilling to continue to act as the resident agent of the [corporation] artificial person for the service of process. The fee for filing a statement of resignation is $100 for the first artificial person that the resident agent is unwilling to continue to act as the agent of and $1 for each additional artificial person listed on the statement of resignation. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected corporation appointing a successor resident agent for that corporation. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the Secretary of State the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the corporation appointing a successor resident agent, the resigning resident agent shall immediately give written notice, by mail, to the corporation of the filing of the statement and its effect. The notice must be addressed to any officer of the corporation other than the resident agent.

    4.  If a resident agent dies, resigns or removes from the State, the corporation, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the full name and complete street address of the new resident agent for the service of process, and may have a separate mailing address, such as a post office box, which may be different from the street address.

    5.  A corporation that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 78.170 and 78.175.

    Sec. 4.  NRS 78.110 is hereby amended to read as follows:

    78.110  1.  If a corporation created pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change of resident agent signed by an officer of the corporation which sets forth:

    (a) The name of the corporation;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.] of resident agent.

    3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the
Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 5.  NRS 78.150 is hereby amended to read as follows:

    78.150  1.  A corporation organized pursuant to the laws of this state shall, on or before the first day of the second month after the filing of its articles of incorporation with the Secretary of State, file with the
Secretary of State a list, on a form furnished by him, containing:

    (a) The name of the corporation;

    (b) The file number of the corporation, if known;

    (c) The names and titles of the president, secretary, treasurer and of all the directors of the corporation;

    (d) The mailing or street address, either residence or business, of each officer and director listed, following the name of the officer or director;

    (e) The name and street address of the lawfully designated resident agent of the corporation; and

    (f) The signature of an officer of the corporation certifying that the list is true, complete and accurate.

    2.  The corporation shall annually thereafter, on or before the last day of the month in which the anniversary date of incorporation occurs in each year, file with the Secretary of State, on a form furnished by him, an annual list containing all of the information required in subsection 1.

    3.  Each list required by subsection 1 or 2 must be accompanied by a declaration under penalty of perjury that the corporation has complied with the provisions of chapter 364A of NRS.

    4.  Upon filing the list required by:

    (a) Subsection 1, the corporation shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Subsection 2, the corporation shall pay to the Secretary of State [a fee of $85.] , if the amount represented by the total number of shares provided for in the articles is:

$75,000 or less $125

Over $75,000 and not over $200,000 175

Over $200,000 and not over $500,000 275

Over $500,000 and not over $1,000,000 375

Over $1,000,000:

For the first $1,000,000 375

For each additional $500,000 or fraction thereof 275

The maximum fee which may be charged pursuant to paragraph (b) for filing the annual list is $11,100.

    5.  If a director or officer of a corporation resigns and the resignation is not made in conjunction with the filing of an annual or amended list of directors and officers, the corporation shall pay to the Secretary of State a fee of $75 to file the resignation of the director or officer.

6.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 2, cause to be mailed to each corporation which is required to comply with the provisions of NRS 78.150 to 78.185, inclusive, and which has not become delinquent, a notice of the fee due pursuant to subsection 4 and a reminder to file the annual list required by subsection 2. Failure of any corporation to receive a notice or form does not excuse it from the penalty imposed by law.

[6.] 7.  If the list to be filed pursuant to the provisions of subsection 1 or 2 is defective in any respect or the fee required by subsection 4 or [8] 9 is not paid, the Secretary of State may return the list for correction or payment.

[7.] 8.  An annual list for a corporation not in default which is received by the Secretary of State more than 60 days before its due date shall be deemed an amended list for the previous year and must be accompanied by [a fee of $85] the appropriate fee as provided in subsection 4 for filing. A payment submitted pursuant to this subsection does not satisfy the requirements of subsection 2 for the year to which the due date is applicable.

[8.] 9.  If the corporation is an association as defined in NRS 116.110315, the Secretary of State shall not accept the filing required by this section unless it is accompanied by evidence of the payment of the fee required to be paid pursuant to NRS 116.31155 that is provided to the association pursuant to subsection 4 of that section.

    Sec. 6.  NRS 78.170 is hereby amended to read as follows:

    78.170  1.  Each corporation required to make a filing and pay the fee prescribed in NRS 78.150 to 78.185, inclusive, which refuses or neglects to do so within the time provided shall be deemed in default.

    2.  For default there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 7.  NRS 78.180 is hereby amended to read as follows:

    78.180  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a corporation which has forfeited its right to transact business pursuant to the provisions of this chapter and restore to the corporation its right to carry on business in this state, and to exercise its corporate privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 78.150; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 78.150 and 78.170 for each year or portion thereof during which it failed to file each required annual list in a timely manner; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the corporation, he shall:

    (a) Immediately issue and deliver to the corporation a certificate of reinstatement authorizing it to transact business as if the filing fee or fees had been paid when due; and

    (b) Upon demand, issue to the corporation one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the charter occurred only by reason of failure to pay the fees and penalties.

    4.  If a corporate charter has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 consecutive years, the charter must not be reinstated.

    Sec. 8.  NRS 78.390 is hereby amended to read as follows:

    78.390  1.  Every amendment adopted pursuant to the provisions of
NRS 78.385 must be made in the following manner:

    (a) The board of directors must adopt a resolution setting forth the amendment proposed and declaring its advisability, and either call a special meeting of the stockholders entitled to vote on the amendment or direct that the proposed amendment be considered at the next annual meeting of the stockholders entitled to vote on the amendment.

    (b) At the meeting, of which notice must be given to each stockholder entitled to vote pursuant to the provisions of this section, a vote of the stockholders entitled to vote in person or by proxy must be taken for and against the proposed amendment. If it appears upon the canvassing of the votes that stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, as provided in subsections 2 and 4, or as may be required by the provisions of the articles of incorporation, have voted in favor of the amendment, an officer of the corporation shall sign a certificate setting forth the amendment, or setting forth the articles of incorporation as amended, and the vote by which the amendment was adopted.

    (c) The certificate so signed must be filed with the Secretary of State.

    2.  If any proposed amendment would adversely alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series adversely affected by the amendment regardless of limitations or restrictions on the voting power thereof.

    3.  Provision may be made in the articles of incorporation requiring, in the case of any specified amendments, a larger proportion of the voting power of stockholders than that required by this section.

    4.  Different series of the same class of shares do not constitute different classes of shares for the purpose of voting by classes except when the series is adversely affected by an amendment in a different manner than other series of the same class.

    5.  The resolution of the stockholders approving the proposed amendment may provide that at any time before the effective date of the amendment, notwithstanding approval of the proposed amendment by the stockholders, the board of directors may, by resolution, abandon the proposed amendment without further action by the stockholders.

    6.  A certificate filed pursuant to subsection 1 becomes effective upon filing with the Secretary of State or upon a later date specified in the certificate, which must not be later than 90 days after the certificate is filed.

    7.  If a certificate filed pursuant to subsection 1 specifies an effective date and if the resolution of the stockholders approving the proposed amendment provides that the board of directors may abandon the proposed amendment pursuant to subsection 5, the board of directors may terminate the effectiveness of the certificate by resolution and by filing a certificate of termination with the Secretary of State that:

    (a) Is filed before the effective date specified in the certificate filed pursuant to subsection 1;

    (b) Identifies the certificate being terminated;

    (c) States that, pursuant to the resolution of the stockholders, the board of directors is authorized to terminate the effectiveness of the certificate;

    (d) States that the effectiveness of the certificate has been terminated;

    (e) Is signed by an officer of the corporation; and

    (f) Is accompanied by a filing fee of [$150.] $175.

    Sec. 9.  NRS 78.760 is hereby amended to read as follows:

    78.760  1.  The fee for filing articles of incorporation is prescribed in the following schedule:

If the amount represented by the total number of shares provided for in the articles is:

$75,000 or less      [$175] $ 75

Over $75,000 and not over $200,000  [225] 175

Over $200,000 and not over $500,000                [325] 275

Over $500,000 and not over $1,000,000             [425] 375

Over $1,000,000:

    For the first $1,000,000    [425] 375

    For each additional $500,000 or fraction thereof         [225] 275

    2.  The maximum fee which may be charged pursuant to this section is [$25,000] $35,000 for:

    (a) The original filing of articles of incorporation.

    (b) A subsequent filing of any instrument which authorizes an increase in stock.

    3.  For the purposes of computing the filing fees according to the schedule in subsection 1, the amount represented by the total number of shares provided for in the articles of incorporation is:

    (a) The aggregate par value of the shares, if only shares with a par value are therein provided for;

    (b) The product of the number of shares multiplied by $1, regardless of any lesser amount prescribed as the value or consideration for which shares may be issued and disposed of, if only shares without par value are therein provided for; or

    (c) The aggregate par value of the shares with a par value plus the product of the number of shares without par value multiplied by $1, regardless of any lesser amount prescribed as the value or consideration for which the shares without par value may be issued and disposed of, if shares with and without par value are therein provided for.

For the purposes of this subsection, shares with no prescribed par value shall be deemed shares without par value.

    4.  The Secretary of State shall calculate filing fees pursuant to this section with respect to shares with a par value of less than one-tenth of a cent as if the par value were one-tenth of a cent.

    Sec. 10.  NRS 78.765 is hereby amended to read as follows:

    78.765  1.  The fee for filing a certificate changing the number of authorized shares pursuant to NRS 78.209 or a certificate of amendment to articles of incorporation that increases the corporation’s authorized stock or a certificate of correction that increases the corporation’s authorized stock is the difference between the fee computed at the rates specified in NRS 78.760 upon the total authorized stock of the corporation, including the proposed increase, and the fee computed at the rates specified in NRS 78.760 upon the total authorized capital, excluding the proposed increase. In no case may the amount be less than [$150.] $175.

    2.  The fee for filing a certificate of amendment to articles of incorporation that does not increase the corporation’s authorized stock or a certificate of correction that does not increase the corporation’s authorized stock is [$150.] $175.

    3.  The fee for filing a certificate or an amended certificate pursuant to NRS 78.1955 is [$150.] $175.

    4.  The fee for filing a certificate of termination pursuant to NRS 78.1955, 78.209 or 78.380 is [$150.] $175.

    Sec. 11.  NRS 78.767 is hereby amended to read as follows:

    78.767  1.  The fee for filing a certificate of restated articles of incorporation that does not increase the corporation’s authorized stock is [$150.] $175.

    2.  The fee for filing a certificate of restated articles of incorporation that increases the corporation’s authorized stock is the difference between the fee computed pursuant to NRS 78.760 based upon the total authorized stock of the corporation, including the proposed increase, and the fee computed pursuant to NRS 78.760 based upon the total authorized stock of the corporation, excluding the proposed increase. In no case may the amount be less than [$150.] $175.

    Sec. 12.  NRS 78.780 is hereby amended to read as follows:

    78.780  1.  The fee for filing a certificate of extension of corporate existence of any corporation is an amount equal to one-fourth of the fee computed at the rates specified in NRS 78.760 for filing articles of incorporation.

    2.  The fee for filing a certificate of dissolution whether it occurs before or after payment of capital and beginning of business is [$60.] $75.

    Sec. 13.  NRS 78.785 is hereby amended to read as follows:

    78.785  1.  The fee for filing a certificate of change of location of a corporation’s registered office and resident agent, or a new designation of resident agent, is [$30.] $60.

    2.  The fee for certifying articles of incorporation where a copy is provided is [$20.] $30.

    3.  The fee for certifying a copy of an amendment to articles of incorporation, or to a copy of the articles as amended, where a copy is furnished, is [$20.] $30.

    4.  The fee for certifying an authorized printed copy of the general corporation law as compiled by the Secretary of State is [$20.] $30.

    5.  The fee for reserving a corporate name is [$20.] $25.

    6.  The fee for executing a certificate of corporate existence which does not list the previous documents relating to the corporation, or a certificate of change in a corporate name, is [$40.] $50.

    7.  The fee for executing a certificate of corporate existence which lists the previous documents relating to the corporation is [$40.] $50.

    8.  The fee for executing, certifying or filing any certificate or document not provided for in NRS 78.760 to 78.785, inclusive, is [$40.] $50.

    9.  The fee for copies made at the Office of the Secretary of State is [$1] $2 per page.

    10.  The fees for filing articles of incorporation, articles of merger, or certificates of amendment increasing the basic surplus of a mutual or reciprocal insurer must be computed pursuant to NRS 78.760, 78.765 and 92A.210, on the basis of the amount of basic surplus of the insurer.

    11.  The fee for examining and provisionally approving any document at any time before the document is presented for filing is [$100.] $125.

    Sec. 14.  NRS 78.795 is hereby amended to read as follows:

    78.795  1.  Any natural person or corporation residing or located in this state may [, on or after January 1 of any year but before January 31 of that year,] register for that calendar year his willingness to serve as the resident agent of a domestic or foreign corporation, limited-liability company or limited partnership with the Secretary of State. The registration must state the full, legal name of the person or corporation willing to serve as the resident agent and be accompanied by a fee of [$250] $500 per office location of the resident agent.

    2.  The Secretary of State shall maintain a list of those persons who are registered pursuant to subsection 1 and make the list available to persons seeking to do business in this state.

3.  A person registered pursuant to subsection 1 may apply to the Secretary of State to amend any information pertaining to that person contained in the list for a fee of $50.

4.  The Secretary of State may adopt regulations prescribing the content, maintenance and presentation of the list.

    Sec. 15.  NRS 80.050 is hereby amended to read as follows:

    80.050  1.  Except as otherwise provided in subsection 3, foreign corporations shall pay the same fees to the Secretary of State as are required to be paid by corporations organized pursuant to the laws of this state, but the amount of fees to be charged must not exceed:

    (a) The sum of [$25,000] $35,000 for filing documents for initial qualification; or

    (b) The sum of [$25,000] $35,000 for each subsequent filing of a certificate increasing authorized capital stock.

    2.  If the corporate documents required to be filed set forth only the total number of shares of stock the corporation is authorized to issue without reference to value, the authorized shares shall be deemed to be without par value and the filing fee must be computed pursuant to paragraph (b) of subsection 3 of NRS 78.760.

    3.  Foreign corporations which are nonprofit corporations and do not have or issue shares of stock shall pay the same fees to the Secretary of State as are required to be paid by nonprofit corporations organized pursuant to the laws of this state.

    4.  The fee for filing a notice of withdrawal from the State of Nevada by a foreign corporation is [$60.] $75.

    Sec. 16.  NRS 80.070 is hereby amended to read as follows:

    80.070  1.  A foreign corporation may change its resident agent by filing with the Secretary of State:

    (a) A certificate of change [,] of resident agent, signed by an officer of the corporation, setting forth:

        (1) The name of the corporation;

        (2) The name and street address of the present resident agent; and

        (3) The name and street address of the new resident agent; and

    (b) A certificate of acceptance executed by the new resident agent, which must be a part of or attached to the certificate of change [.

The change authorized by this subsection becomes effective upon the filing of the certificate of change.] of resident agent.

    2.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

3.  A change authorized by subsection 1 or 2 becomes effective upon the filing of the proper certificate of change.

4.  A [person who has been designated by a foreign corporation as] resident agent [may file] who desires to resign shall:

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the corporation for the service of process [.

3.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

5.  Upon the filing of the statement of resignation with the Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation is not accompanied by a statement of the corporation appointing a successor resident agent, the resigning resident agent shall give written notice, by mail, to the corporation, of the filing of the statement and its effect. The notice must be addressed to any officer of the corporation other than the resident agent.

[4.] 6.  If a resident agent dies, resigns or moves from the State, the corporation, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the name of the new resident agent, his street address for the service of process, and his mailing address if different from his street address.

[5.] 7.  A corporation that fails to file a certificate of acceptance executed by a new resident agent within 30 days after the death, resignation or removal of its resident agent shall be deemed in default and is subject to the provisions of NRS 80.150 and 80.160.

    Sec. 17.  NRS 80.110 is hereby amended to read as follows:

    80.110  1.  Each foreign corporation doing business in this state shall, on or before the first day of the second month after the filing of its certificate of corporate existence with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

    (a) The names of its president, secretary and treasurer or their equivalent, and all of its directors;

    (b) [A designation of its] The name and street address of the lawfully designated resident agent of the corporation in this state; and

    (c) The signature of an officer of the corporation.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the foreign corporation has complied with the provisions of chapter 364A of NRS.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the corporation shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the corporation shall pay to the Secretary of State [a fee of $85.] , if the amount represented by the total number of shares provided for in the articles is:

$75,000 or less $125

Over $75,000 and not over $200,000 175

Over $200,000 and not over $500,000 275

Over $500,000 and not over $1,000,000 375

Over $1,000,000:

For the first $1,000,000 375

For each additional $500,000 or fraction thereof 275

The maximum fee which may be charged pursuant to paragraph (b) for filing the annual list is $11,100.

    3.  If a director or officer of a corporation resigns and the resignation is not made in conjunction with the filing of an annual or amended list of directors and officers, the corporation shall pay to the Secretary of State a fee of $75 to file the resignation of the director or officer.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each corporation required to comply with the provisions of NRS 80.110 to 80.170, inclusive, which has not become delinquent, the blank forms to be completed and filed with him. Failure of any corporation to receive the forms does not excuse it from the penalty imposed by the provisions of NRS 80.110 to 80.170, inclusive.

[4.] 5.  An annual list for a corporation not in default which is received by the Secretary of State more than 60 days before its due date shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 18.  NRS 80.150 is hereby amended to read as follows:

    80.150  1.  Any corporation required to make a filing and pay the fee prescribed in NRS 80.110 to 80.170, inclusive, which refuses or neglects to do so within the time provided, is in default.

    2.  For default there must be added to the amount of the fee a penalty of [$50,] $75, and unless the filing is made and the fee and penalty are paid on or before the first day of the ninth month following the month in which filing was required, the defaulting corporation by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 19.  NRS 80.170 is hereby amended to read as follows:

    80.170  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a corporation which has forfeited or which forfeits its right to transact business under the provisions of this chapter and restore to the corporation its right to transact business in this state, and to exercise its corporate privileges and immunities if it:

    (a) Files with the Secretary of State [a] :

(1) The list as provided in NRS 80.110 and 80.140; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 80.110 and 80.150 for each year or portion thereof that its right to transact business was forfeited; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  If payment is made and the Secretary of State reinstates the corporation to its former rights, he shall:

    (a) Immediately issue and deliver to the corporation so reinstated a certificate of reinstatement authorizing it to transact business in the same manner as if the filing fee had been paid when due; and

    (b) Upon demand, issue to the corporation one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

    4.  If the right of a corporation to transact business in this state has been forfeited pursuant to the provisions of NRS 80.160 and has remained forfeited for a period of 5 consecutive years, the right is not subject to reinstatement.

    Sec. 19.5.  NRS 80.190 is hereby amended to read as follows:

    80.190  1.  Except as otherwise provided in subsection 2, each foreign corporation doing business in this state shall, not later than the month of March in each year, publish a statement of its last calendar year’s business in two numbers or issues of a newspaper published in this state [.] that has a total weekly circulation of at least 1,000. The statement must include:

(a) The name of the corporation.

(b) The name and title of the corporate officer submitting the statement.

(c) The mailing or street address of the corporation’s principal office.

(d) The mailing or street address of the corporation’s office in this state, if one exists.

(e) The total assets and liabilities of the corporation at the end of the year.

    2.  If the corporation keeps its records on the basis of a fiscal year other than the calendar, the statement required by subsection 1 must be published not later than the end of the third month following the close of each fiscal year.

    3.  A corporation which neglects or refuses to publish a statement as required by this section is liable to a penalty of $100 for each month that the statement remains unpublished.

    4.  Any district attorney in the State or the Attorney General may sue to recover the penalty. The first county suing through its district attorney shall recover the penalty, and if no suit is brought for the penalty by any district attorney, the State may recover through the Attorney General.

    Sec. 20.  NRS 82.193 is hereby amended to read as follows:

    82.193  1.  A corporation shall have a resident agent in the manner provided in NRS 78.090, 78.095, 78.097 and 78.110. The resident agent and the corporation shall comply with the provisions of those sections.

    2.  A corporation is subject to the provisions of NRS 78.150 to 78.185, inclusive, except that:

    (a) The fee for filing a list is [$15;] $25;

    (b) The penalty added for default is [$5;] $50; and

    (c) The fee for reinstatement is [$25.] $100.

    Sec. 21.  NRS 82.531 is hereby amended to read as follows:

    82.531  1.  The fee for filing articles of incorporation, amendments to or restatements of articles of incorporation, certificates pursuant to NRS 82.061 and 82.063 and documents for dissolution is [$25] $50 for each document.

    2.  Except as otherwise provided in NRS 82.193 and subsection 1, the fees for filing documents are those set forth in NRS 78.765 to 78.785, inclusive.

    Sec. 22.  NRS 82.546 is hereby amended to read as follows:

    82.546  1.  Any corporation which did exist or is existing pursuant to the laws of this state may, upon complying with the provisions of NRS 78.150 and 82.193, procure a renewal or revival of its charter for any period, together with all the rights, franchises, privileges and immunities, and subject to all its existing and preexisting debts, duties and liabilities secured or imposed by its original charter and amendments thereto, or its existing charter, by filing:

    (a) A certificate with the Secretary of State, which must set forth:

        (1) The name of the corporation, which must be the name of the corporation at the time of the renewal or revival, or its name at the time its original charter expired.

        (2) The name and street address of the lawfully designated resident agent of the filing corporation, and his mailing address if different from his street address.

        (3) The date when the renewal or revival of the charter is to commence or be effective, which may be, in cases of a revival, before the date of the certificate.

        (4) Whether or not the renewal or revival is to be perpetual, and, if not perpetual, the time for which the renewal or revival is to continue.

        (5) That the corporation desiring to renew or revive its charter is, or has been, organized and carrying on the business authorized by its existing or original charter and amendments thereto, and desires to renew or continue through revival its existence pursuant to and subject to the provisions of this chapter.

    (b) A list of its president, secretary and treasurer and all of its directors and their post office box and street addresses, either residence or business.

    2.  A corporation whose charter has not expired and is being renewed shall cause the certificate to be signed by its president or vice president and secretary or assistant secretary. The certificate must be approved by a majority of the last-appointed surviving directors.

    3.  A corporation seeking to revive its original or amended charter shall cause the certificate to be signed by its president or vice president and secretary or assistant secretary. The execution and filing of the certificate must be approved unanimously by the last-appointed surviving directors of the corporation and must contain a recital that unanimous consent was secured. The corporation shall pay to the Secretary of State the fee required to establish a new corporation pursuant to the provisions of this chapter.

    4.  The filed certificate, or a copy thereof which has been certified under the hand and seal of the Secretary of State, must be received in all courts and places as prima facie evidence of the facts therein stated and of the existence and incorporation of the corporation named therein.

    Sec. 23.  NRS 84.090 is hereby amended to read as follows:

    84.090  1.  The fee for filing articles of incorporation, amendments to or restatements of articles of incorporation [, certificates of reinstatement] and documents for dissolution is [$25] $50 for each document.

    2.  Except as otherwise provided in this chapter, the fees set forth in
NRS 78.785 apply to this chapter.

    Sec. 24.  NRS 84.110 is hereby amended to read as follows:

    84.110  1.  Every corporation sole must have a resident agent in the manner provided in NRS 78.090 and 78.095, subsections 1 to 4, inclusive, of NRS 78.097 and NRS 78.110. The resident agent shall comply with the provisions of those sections.

    2.  A corporation sole that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 84.130 and 84.140.

    3.  [No] A corporation sole [may be required to file an annual list of officers, directors and designation of resident agent.] is subject to the provisions of NRS 78.150 to 78.185, inclusive, except that:

(a) The fee for filing a list is $25;

(b) The penalty added for default is $50; and

(c) The fee for reinstatement is $100.

    Sec. 24.5.  NRS 84.120 is hereby amended to read as follows:

    84.120  1.  A resident agent who wishes to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each corporation sole] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act as the resident agent of the corporation for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected corporation sole appointing a successor resident agent for that corporation. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the
Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the corporation sole appointing a successor resident agent, the resigning resident agent shall immediately give written notice, by mail, to the corporation of the filing of the statement and its effect. The notice must be addressed to the person in whom is vested the legal title to property specified in NRS 84.020.

    4.  If a resident agent dies, resigns or removes from the State, the corporation sole, within 30 days thereafter, shall file with the
Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the full name and complete street address of the new resident agent for the service of process, and may have a separate mailing address, such as a post office box, which may be different from the street address.

    5.  A corporation sole that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 84.130 and 84.140.

    Sec. 25.  NRS 86.226 is hereby amended to read as follows:

    86.226  1.  A signed certificate of amendment, or a certified copy of a judicial decree of amendment, must be filed with the Secretary of State. A person who executes a certificate as an agent, officer or fiduciary of the limited-liability company need not exhibit evidence of his authority as a prerequisite to filing. Unless the Secretary of State finds that a certificate does not conform to law, upon his receipt of all required filing fees he shall file the certificate.

    2.  A certificate of amendment or judicial decree of amendment is effective upon filing with the Secretary of State or upon a later date specified in the certificate or judicial decree, which must not be more than 90 days after the certificate or judicial decree is filed.

    3.  If a certificate specifies an effective date and if the resolution of the members approving the proposed amendment provides that one or more managers or, if management is not vested in a manager, one or more members may abandon the proposed amendment, then those managers or members may terminate the effectiveness of the certificate by filing a certificate of termination with the Secretary of State that:

    (a) Is filed before the effective date specified in the certificate or judicial decree filed pursuant to subsection 1;

    (b) Identifies the certificate being terminated;

    (c) States that, pursuant to the resolution of the members, the manager of the company or, if management is not vested in a manager, a designated member is authorized to terminate the effectiveness of the certificate;

    (d) States that the effectiveness of the certificate has been terminated;

    (e) Is signed by a manager of the company or, if management is not vested in a manager, a designated member; and

    (f) Is accompanied by a filing fee of [$150.] $175.

    Sec. 26.  NRS 86.235 is hereby amended to read as follows:

    86.235  1.  If a limited-liability company formed pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change of resident agent signed by a manager of the company or, if management is not vested in a manager, by a member, that sets forth:

    (a) The name of the limited-liability company;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the
Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 26.5.  NRS 86.251 is hereby amended to read as follows:

    86.251  1.  A resident agent who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each limited-liability company] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act as the resident agent of the limited-liability company for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected limited-liability company appointing a successor resident agent for that limited-liability company, giving the agent’s full name, street address for the service of process, and mailing address if different from the street address. A certificate of acceptance executed by the new resident agent must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the
Secretary of State the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the limited-liability company appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the limited-liability company of the filing of the statement and its effect. The notice must be addressed to any manager or, if none, to any member, of the limited-liability company other than the resident agent.

    4.  If a resident agent dies, resigns or moves from the State, the limited-liability company, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the name, complete street address and mailing address, if different from the street address, of the new resident agent.

    5.  Each limited-liability company which fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its resident agent as provided in subsection 4, shall be deemed in default and is subject to the provisions of NRS 86.272 and 86.274.

    Sec. 27.  NRS 86.263 is hereby amended to read as follows:

    86.263  1.  A limited-liability company shall, on or before the first day of the second month after the filing of its articles of organization with the Secretary of State, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the limited-liability company;

    (b) The file number of the limited-liability company, if known;

    (c) The names and titles of all of its managers or, if there is no manager, all of its managing members;

    (d) The mailing or street address, either residence or business, of each manager or managing member listed, following the name of the manager or managing member;

    (e) The name and street address of the lawfully designated resident agent of the limited-liability company; and

    (f) The signature of a manager or managing member of the limited-liability company certifying that the list is true, complete and accurate.

    2.  The limited-liability company shall annually thereafter, on or before the last day of the month in which the anniversary date of its organization occurs, file with the Secretary of State, on a form furnished by him, an amended list containing all of the information required in subsection 1. [If the limited-liability company has had no changes in its managers or, if there is no manager, its managing members, since its previous list was filed, no amended list need be filed if a manager or managing member of the limited-liability company certifies to the Secretary of State as a true and accurate statement that no changes in the managers or managing members have occurred.]

    3.  Each list required by [subsection 1 and each list or certification required by subsection] subsections 1 and 2 must be accompanied by a declaration under penalty of perjury that the limited-liability company has complied with the provisions of chapter 364A of NRS.

    4.  Upon filing:

    (a) The initial list required by subsection 1, the limited-liability company shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 2 , [or certifying that no changes have occurred,] the limited-liability company shall pay to the Secretary of State a fee of [$85.] $125.

    5.  If a manager or managing member of a limited-liability company resigns and the resignation is not made in conjunction with the filing of an annual or amended list of managers and managing members, the limited-liability company shall pay to the Secretary of State a fee of $75 to file the resignation of the manager or managing member.

6.  The Secretary of State shall, 60 days before the last day for filing each list required by subsection 2, cause to be mailed to each limited-liability company required to comply with the provisions of this section, which has not become delinquent, a notice of the fee due under subsection 4 and a reminder to file a list required by subsection 2 . [or a certification of no change.] Failure of any company to receive a notice or form does not excuse it from the penalty imposed by law.

[6.] 7.  If the list to be filed pursuant to the provisions of subsection 1 or 2 is defective or the fee required by subsection 4 is not paid, the Secretary of State may return the list for correction or payment.

[7.] 8.  An annual list for a limited-liability company not in default received by the Secretary of State more than 60 days before its due date shall be deemed an amended list for the previous year.

    Sec. 28.  NRS 86.272 is hereby amended to read as follows:

    86.272  1.  Each limited-liability company required to make a filing and pay the fee prescribed in NRS 86.263 which refuses or neglects to do so within the time provided is in default.

    2.  For default there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 29.  NRS 86.276 is hereby amended to read as follows:

    86.276  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate any limited-liability company which has forfeited its right to transact business pursuant to the provisions of this chapter and restore to the company its right to carry on business in this state, and to exercise its privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 86.263; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 86.263 and 86.272 for each year or portion thereof during which it failed to file in a timely manner each required annual list; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the limited-liability company, he shall:

    (a) Immediately issue and deliver to the company a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

    (b) Upon demand, issue to the company one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the charter occurred only by reason of failure to pay the fees and penalties.

    4.  If a company’s charter has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 consecutive years, the charter must not be reinstated.

    Sec. 30.  NRS 86.401 is hereby amended to read as follows:

    86.401  1.  On application to a court of competent jurisdiction by a judgment creditor of a member, the court may charge the member’s interest with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an assignee of the member’s interest.

    2.  [The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the limited-liability company. The receiver has only the rights of an assignee. The court may make all other orders, directions, accounts and inquiries that the judgment debtor might have made or which the circumstances of the case may require.

3.  A charging order constitutes a lien on the member’s interest of the judgment debtor. The court may order a foreclosure of the member’s interest subject to the charging order at any time. The purchaser at the foreclosure sale has only the rights of an assignee.

4.  Unless otherwise provided in the articles of organization or operating agreement, at any time before foreclosure, a member’s interest charged may be redeemed:

(a) By the judgment debtor;

(b) With property other than property of the limited-liability company, by one or more of the other members; or

(c) By the limited-liability company with the consent of all of the members whose interests are not so charged.

5.] This section [provides] :

(a) Provides the exclusive remedy by which a judgment creditor of a member or an assignee of a member may satisfy a judgment out of the member’s interest of the judgment debtor.

[6.  No creditor of a member has any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the limited-liability company.

7.  This section does]

(b) Does not deprive any member of the benefit of any exemption applicable to his interest.

    Sec. 31.  NRS 86.561 is hereby amended to read as follows:

    86.561  1.  The Secretary of State shall charge and collect for:

    (a) Filing the original articles of organization, or for registration of a foreign company, [$175;] $75;

    (b) Amending or restating the articles of organization, amending the registration of a foreign company or filing a certificate of correction, [$150;] $175;

    (c) Filing the articles of dissolution of a domestic or foreign company, [$60;] $75;

    (d) Filing a statement of change of address of a records or registered office, or change of the resident agent, [$30;] $60;

    (e) Certifying articles of organization or an amendment to the articles, in both cases where a copy is provided, [$20;] $30;

    (f) Certifying an authorized printed copy of this chapter, [$20;] $30;

    (g) Reserving a name for a limited-liability company, [$20;] $25;

    (h) Filing a certificate of cancellation, [$60;] $75;

    (i) Executing, filing or certifying any other document, [$40;] $50; and

    (j) Copies made at the Office of the Secretary of State, [$1] $2 per page.

    2.  The Secretary of State shall charge and collect at the time of any service of process on him as agent for service of process of a limited-liability company, [$10] $100 which may be recovered as taxable costs by the party to the action causing the service to be made if the party prevails in the action.

    3.  Except as otherwise provided in this section, the fees set forth in
NRS 78.785 apply to this chapter.

    Sec. 32.  NRS 86.568 is hereby amended to read as follows:

    86.568  1.  A limited-liability company may correct a document filed by the Secretary of State with respect to the limited-liability company if the document contains an inaccurate record of a company action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the limited-liability company must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the limited-liability company;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a manager of the company, or if management is not vested in a manager, by a member of the company.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 33.  NRS 86.580 is hereby amended to read as follows:

    86.580  1.  A limited-liability company which did exist or is existing pursuant to the laws of this state may, upon complying with the provisions of NRS 86.276, procure a renewal or revival of its charter for any period, together with all the rights, franchises, privileges and immunities, and subject to all its existing and preexisting debts, duties and liabilities secured or imposed by its original charter and amendments thereto, or existing charter, by filing:

    (a) A certificate with the Secretary of State, which must set forth:

        (1) The name of the limited-liability company, which must be the name of the limited-liability company at the time of the renewal or revival, or its name at the time its original charter expired.

        (2) The name of the person lawfully designated as the resident agent of the limited-liability company, his street address for the service of process, and his mailing address if different from his street address.

        (3) The date when the renewal or revival of the charter is to commence or be effective, which may be, in cases of a revival, before the date of the certificate.

        (4) Whether or not the renewal or revival is to be perpetual, and, if not perpetual, the time for which the renewal or revival is to continue.

        (5) That the limited-liability company desiring to renew or revive its charter is, or has been, organized and carrying on the business authorized by its existing or original charter and amendments thereto, and desires to renew or continue through revival its existence pursuant to and subject to the provisions of this chapter.

    (b) A list of its managers, or if there are no managers, all its managing members and their post office box or street addresses, either residence or business.

    2.  A limited-liability company whose charter has not expired and is being renewed shall cause the certificate to be signed by its manager, or if there is no manager, by a person designated by its members. The certificate must be approved by a majority in interest.

    3.  A limited-liability company seeking to revive its original or amended charter shall cause the certificate to be signed by a person or persons designated or appointed by the members. The execution and filing of the certificate must be approved by the written consent of a majority in interest and must contain a recital that this consent was secured. The limited-liability company shall pay to the Secretary of State the fee required to establish a new limited-liability company pursuant to the provisions of this chapter.

    4.  The filed certificate, or a copy thereof which has been certified under the hand and seal of the Secretary of State, must be received in all courts and places as prima facie evidence of the facts therein stated and of the existence of the limited-liability company therein named.

    Sec. 34.  NRS 87.460 is hereby amended to read as follows:

    87.460  1.  A certificate of registration of a registered limited-liability partnership may be amended by filing with the Secretary of State a certificate of amendment. The certificate of amendment must set forth:

    (a) The name of the registered limited-liability partnership;

    (b) The dates on which the registered limited-liability partnership filed its original certificate of registration and any other certificates of amendment; and

    (c) The change to the information contained in the original certificate of registration or any other certificates of amendment.

    2.  The certificate of amendment must be:

    (a) Signed by a managing partner of the registered limited-liability partnership; and

    (b) Accompanied by a fee of [$150.] $175.

    Sec. 35.  NRS 87.470 is hereby amended to read as follows:

    87.470  The registration of a registered limited-liability partnership is effective until:

    1.  Its certificate of registration is revoked pursuant to NRS 87.520; or

    2.  The registered limited-liability partnership files with the
Secretary of State a written notice of withdrawal executed by a managing partner. The notice must be accompanied by a fee of [$60.] $75.

    Sec. 36.  NRS 87.490 is hereby amended to read as follows:

    87.490  1.  If a registered limited-liability partnership wishes to change the location of its principal office in this state or its resident agent, it shall first file with the Secretary of State a certificate of change of principal office or resident agent that sets forth:

    (a) The name of the registered limited-liability partnership;

    (b) The street address of its principal office;

    (c) If the location of its principal office will be changed, the street address of its new principal office;

    (d) The name of its resident agent; and

    (e) If its resident agent will be changed, the name of its new resident agent.

[The]

2.  A certificate of acceptance [of its] signed by the new resident agent must accompany the certificate of change [.

2.] of resident agent.

3.  A certificate of change of principal office or resident agent filed pursuant to this section must be:

    (a) Signed by a managing partner of the registered limited-liability partnership; and

    (b) Accompanied by a fee of [$30.] $60.

4.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

5.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 36.5.  NRS 87.500 is hereby amended to read as follows:

    87.500  1.  A resident agent [of a registered limited-liability partnership] who wishes to resign shall [file] :

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the registered limited-liability partnership for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement by the affected registered limited-liability partnership appointing a successor resident agent. A certificate of acceptance signed by the new agent, stating the full name, complete street address and, if different from the street address, the mailing address of the new agent, must accompany the statement appointing the new resident agent.

    3.  Upon the filing of the statement with the Secretary of State, the capacity of the person as resident agent terminates. If the statement of resignation contains no statement by the registered limited-liability partnership appointing a successor resident agent, the resigning agent shall immediately give written notice, by certified mail, to the registered limited-liability partnership of the filing of the statement and its effect. The notice must be addressed to a managing partner in this state.

    4.  If a resident agent dies, resigns or removes himself from the State, the registered limited-liability partnership shall, within 30 days thereafter, file with the Secretary of State a certificate of acceptance, executed by the new resident agent. The certificate must set forth the full name, complete street address and, if different from the street address, the mailing address of the newly designated resident agent.

5.  If a registered limited-liability partnership fails to file a certificate of acceptance within the period required by [this subsection,] subsection 4, it is in default and is subject to the provisions of NRS 87.520.

    Sec. 37.  NRS 87.510 is hereby amended to read as follows:

    87.510  1.  A registered limited-liability partnership shall, on or before the first day of the second month after the filing of its certificate of registration with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of registration with the Secretary of State occurs, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the registered limited-liability partnership;

    (b) The file number of the registered limited-liability partnership, if known;

    (c) The names of all of its managing partners;

    (d) The mailing or street address, either residence or business, of each managing partner;

    (e) The name and street address of the lawfully designated resident agent of the registered limited-liability partnership; and

    (f) The signature of a managing partner of the registered limited-liability partnership certifying that the list is true, complete and accurate.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the registered limited-liability partnership has complied with the provisions of chapter 364A of NRS.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the registered limited-liability partnership shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the registered limited-liability partnership shall pay to the Secretary of State a fee of [$85.] $125.

    3.  If a managing partner of a registered limited-liability partnership resigns and the resignation is not made in conjunction with the filing of an annual or amended list of managing partners, the registered limited-liability partnership shall pay to the Secretary of State a fee of $75 to file the resignation of the managing partner.

4.  The Secretary of State shall, at least 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to the registered limited-liability partnership a notice of the fee due pursuant to subsection 2 and a reminder to file the annual list required by subsection 1. The failure of any registered limited-liability partnership to receive a notice or form does not excuse it from complying with the provisions of this section.

[4.] 5.  If the list to be filed pursuant to the provisions of subsection 1 is defective, or the fee required by subsection 2 is not paid, the
Secretary of State may return the list for correction or payment.

[5.] 6.  An annual list that is filed by a registered limited-liability partnership which is not in default more than 60 days before it is due shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 38.  NRS 87.520 is hereby amended to read as follows:

    87.520  1.  A registered limited-liability partnership that fails to comply with the provisions of NRS 87.510 is in default.

    2.  Any registered limited-liability partnership that is in default pursuant to subsection 1 must, in addition to the fee required to be paid pursuant to NRS 87.510, pay a penalty of [$50.] $75.

    3.  On or before the 15th day of the third month after the month in which the fee required to be paid pursuant to NRS 87.510 is due, the
Secretary of State shall notify, by certified mail, the resident agent of any registered limited-liability partnership that is in default. The notice must include the amount of any payment that is due from the registered limited-liability partnership.

    4.  If a registered limited-liability partnership fails to pay the amount that is due, the certificate of registration of the registered limited-liability partnership shall be deemed revoked on the first day of the ninth month after the month in which the fee required to be paid pursuant to NRS 87.510 was due. The Secretary of State shall notify a registered limited-liability partnership, by certified mail, addressed to its resident agent or, if the registered limited-liability partnership does not have a resident agent, to a managing partner, that its certificate of registration is revoked and the amount of any fees and penalties that are due.

    Sec. 39.  NRS 87.530 is hereby amended to read as follows:

    87.530  1.  Except as otherwise provided in subsection 3, the Secretary of State shall reinstate the certificate of registration of a registered limited-liability partnership that is revoked pursuant to NRS 87.520 if the registered limited-liability partnership:

    (a) Files with the Secretary of State [the] :

(1) The information required by NRS 87.510; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The fee required to be paid by [that section;] NRS 87.510;

        (2) Any penalty required to be paid pursuant to NRS 87.520; and

        (3) A reinstatement fee of [$200.] $300.

    2.  Upon reinstatement of a certificate of registration pursuant to this section, the Secretary of State shall:

    (a) Deliver to the registered limited-liability partnership a certificate of reinstatement authorizing it to transact business retroactively from the date the fee required by NRS 87.510 was due; and

    (b) Upon request, issue to the registered limited-liability partnership one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not reinstate the certificate of registration of a registered limited-liability partnership if the certificate was revoked pursuant to NRS 87.520 at least 5 years before the date of the proposed reinstatement.

    Sec. 40.  NRS 87.547 is hereby amended to read as follows:

    87.547  1.  A limited-liability partnership may correct a document filed by the Secretary of State with respect to the limited-liability partnership if the document contains an inaccurate record of a partnership action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the limited-liability partnership must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the limited-liability partnership;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a managing partner of the limited-liability partnership.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 41.  NRS 87.550 is hereby amended to read as follows:

    87.550  In addition to any other fees required by NRS 87.440 to 87.540, inclusive, and 87.560, the Secretary of State shall charge and collect the following fees for services rendered pursuant to those sections:

    1.  For certifying documents required by NRS 87.440 to 87.540, inclusive, and 87.560, [$20] $30 per certification.

    2.  For executing a certificate verifying the existence of a registered limited-liability partnership, if the registered limited-liability partnership has not filed a certificate of amendment, [$40.] $50.

    3.  For executing a certificate verifying the existence of a registered limited-liability partnership, if the registered limited-liability partnership has filed a certificate of amendment, [$40.] $50.

    4.  For executing, certifying or filing any certificate or document not required by NRS 87.440 to 87.540, inclusive, and 87.560, [$40.] $50.

    5.  For any copies made by the Office of the Secretary of State, [$1]
$2 per page.

    6.  For examining and provisionally approving any document before the document is presented for filing, [$100.] $125.

    Sec. 42.  Chapter 88 of NRS is hereby amended by adding thereto the provisions set forth as sections 43 to 50, inclusive, of this act.

    Sec. 43.  1.  To become a registered limited-liability limited partnership, a limited partnership shall file with the Secretary of State a certificate of registration stating each of the following:

(a) The name of the limited partnership.

(b) The street address of its principal office.

(c) The name of the person designated as the resident agent of the limited partnership, the street address of the resident agent where process may be served upon the partnership and the mailing address of the resident agent if it is different from his street address.

(d) The name and business address of each organizer executing the certificate.

(e) The name and business address of each initial general partner.

(f) That the limited partnership thereafter will be a registered limited-liability limited partnership.

(g) Any other information that the limited partnership wishes to include.

2.  The certificate of registration must be executed by the vote necessary to amend the partnership agreement or, in the case of a partnership agreement that expressly considers contribution obligations, the vote necessary to amend those provisions.

3.  The Secretary of State shall register as a registered limited-liability limited partnership any limited partnership that submits a completed certificate of registration with the required fee.

4.  The registration of a registered limited-liability limited partnership is effective at the time of the filing of the certificate of registration.

    Sec. 44.  1.  The name proposed for a registered limited-liability limited partnership must contain the words “Limited-Liability Limited Partnership” or “Registered Limited-Liability Limited Partnership” or the abbreviation “L.L.L.P.” or “LLLP” as the last words or letters of the name and must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If the name of the registered limited-liability limited partnership on a certificate of registration of limited-liability limited partnership submitted to the Secretary of State is not distinguishable from any name on file or reserved name, the Secretary of State shall return the certificate to the person who signed it, unless the written, acknowledged consent to the same name of the holder of the name on file or reserved name to use the name accompanies the certificate.

2.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination of these.

3.  The name of a registered limited-liability limited partnership whose right to transact business has been forfeited, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 45.  The registration of a registered limited-liability limited partnership is effective until:

1.  Its certificate of registration is revoked pursuant to NRS 88.405; or

2.  The registered limited-liability limited partnership files with the Secretary of State a written notice of withdrawal executed by a general partner. The notice must be accompanied by a fee of $60.

    Sec. 46.  The status of a limited partnership as a registered limited-liability limited partnership, and the liability of its partners, are not affected by errors in the information contained in a certificate of registration or an annual list required to be filed with the Secretary of State, or by changes after the filing of such a certificate or list in the information contained in the certificate or list.

    Sec. 47.  1.  Notwithstanding any provision in a partnership agreement that may have existed before a limited partnership became a registered limited-liability limited partnership pursuant to section 43 of this act, if a registered limited-liability limited partnership incurs a debt or liability:

(a) The debt or liability is solely the responsibility of the registered limited-liability limited partnership; and

(b) A partner of a registered limited-liability limited partnership is not individually liable for the debt or liability by way of acting as a partner.

2.  For purposes of this section, the failure of a registered limited-liability limited partnership to observe the formalities or requirements relating to the management of the registered limited-liability limited partnership, in and of itself, is not sufficient to establish grounds for imposing personal liability on a partner for a debt or liability of the registered limited-liability limited partnership.

    Sec. 48.  1.  Except as otherwise provided by specific statute, no partner of a registered limited-liability limited partnership is individually liable for a debt or liability of the registered limited-liability limited partnership, unless the partner acts as the alter ego of the registered limited-liability limited partnership.

2.  A partner acts as the alter ego of a registered limited-liability limited partnership if:

(a) The registered limited-liability limited partnership is influenced and governed by the partner;

(b) There is such unity of interest and ownership that the registered limited-liability limited partnership and the partner are inseparable from each other; and

(c) Adherence to the fiction of a separate entity would sanction fraud or promote a manifest injustice.

3.  The question of whether a partner acts as the alter ego of a registered limited-liability limited partnership must be determined by the court as a matter of law.

    Sec. 49.  To the extent permitted by the law of that jurisdiction:

1.  A limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, may conduct its business, carry on its operations, and exercise the powers granted by this chapter in any state, territory, district or possession of the United States or in any foreign country.

2.  The internal affairs of a limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, including the liability of partners for debts, obligations and liabilities of or chargeable to the partnership, are governed by the laws of this state.

    Sec. 50.  The name of a foreign registered limited-liability limited partnership that is doing business in this state must contain the words “Limited-Liability Limited Partnership” or “Registered Limited-Liability Limited Partnership” or the abbreviations “L.L.L.P.” or “LLLP,” or such other words or abbreviations as may be required or authorized by the laws of the other jurisdiction, as the last words or letters of the name.

    Sec. 51.  NRS 88.315 is hereby amended to read as follows:

    88.315  As used in this chapter, unless the context otherwise requires:

    1.  “Certificate of limited partnership” means the certificate referred to in NRS 88.350, and the certificate as amended or restated.

    2.  “Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner.

    3.  “Event of withdrawal of a general partner” means an event that causes a person to cease to be a general partner as provided in NRS 88.450.

    4.  “Foreign limited partnership” means a partnership formed under the laws of any state other than this state and having as partners one or more general partners and one or more limited partners.

    5.  “Foreign registered limited-liability limited partnership” means a foreign limited-liability limited partnership:

(a) Formed pursuant to an agreement governed by the laws of another state; and

(b) Registered pursuant to and complying with NRS 88.570 to 88.605, inclusive, and section 50 of this act.

6.  “General partner” means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner.

[6.] 7.  “Limited partner” means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.

[7.] 8.  “Limited partnership” and “domestic limited partnership” mean a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners.

[8.] 9.  “Partner” means a limited or general partner.

[9.] 10.  “Partnership agreement” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.

[10.] 11.  “Partnership interest” means a partner’s share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.

[11.] 12. “Registered limited-liability limited partnership” means a limited partnership:

(a) Formed pursuant to an agreement governed by this chapter; and

(b) Registered pursuant to and complying with NRS 88.350 to 88.415, inclusive, and sections 43, 44 and 45 of this act.

13.  “Registered office” means the office maintained at the street address of the resident agent.

[12.] 14.  “Resident agent” means the agent appointed by the limited partnership upon whom process or a notice or demand authorized by law to be served upon the limited partnership may be served.

[13.] 15.  “Sign” means to affix a signature to a document.

[14.] 16.  “Signature” means a name, word or mark executed or adopted by a person with the present intention to authenticate a document. The term includes, without limitation, an electronic signature as defined in
NRS 719.100.

[15.] 17.  “State” means a state, territory or possession of the United States, the District of Columbia or the Commonwealth of Puerto Rico.

[16.] 18.  “Street address” of a resident agent means the actual physical location in this state at which a resident is available for service of process.

    Sec. 52.  NRS 88.320 is hereby amended to read as follows:

    88.320  1.  [The] Except as otherwise provided in section 44 of this act, the name proposed for a limited partnership as set forth in its certificate of limited partnership:

    (a) Must contain the words “limited partnership,” or the abbreviation “LP” or “L.P.” ;

    (b) May not contain the name of a limited partner unless:

        (1) It is also the name of a general partner or the corporate name of a corporate general partner; or

        (2) The business of the limited partnership had been carried on under that name before the admission of that limited partner; and

    (c) Must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If the name on the certificate of limited partnership submitted to the Secretary of State is not distinguishable from any name on file or reserved name, the Secretary of State shall return the certificate to the filer, unless the written, acknowledged consent to the use of the same or the requested similar name of the holder of the name on file or reserved name accompanies the certificate of limited partnership.

    2.  For the purposes of this section, a proposed name is not distinguished from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination of these.

    3.  The name of a limited partnership whose right to transact business has been forfeited, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

    4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 53.  NRS 88.331 is hereby amended to read as follows:

    88.331  1.  If a limited partnership created pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change [,] of resident agent, signed by a general partner, which sets forth:

    (a) The name of the limited partnership;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the
Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 53.5.  NRS 88.332 is hereby amended to read as follows:

    88.332  1.  [Any person who has been designated by a limited partnership as its] A resident agent [and who thereafter] who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the limited partnership [.] for the service of process; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

2.  The statement of resignation may contain a statement by the affected limited partnership appointing a successor resident agent for the limited partnership. A certificate of acceptance executed by the new agent, stating the full name, complete street address and, if different from the street address, mailing address of the new agent, must accompany the statement appointing the new agent.

[2.] 3.  Upon the filing of the statement with the Secretary of State , the capacity of the person as resident agent terminates. If the statement of resignation does not contain a statement by the limited partnership appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the limited partnership of the filing of the statement and the effect thereof. The notice must be addressed to a general partner of the partnership other than the resident agent.

[3.] 4.  If a designated resident agent dies, resigns or removes from the State, the limited partnership, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance, executed by the new resident agent. The certificate must set forth the full name, complete street address and, if different from the street address, mailing address of the newly designated resident agent.

[4.] 5.  Each limited partnership which fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its resident agent as provided in subsection [3] 4 shall be deemed in default and is subject to the provisions of NRS 88.400 and 88.405.

    Sec. 54.  NRS 88.335 is hereby amended to read as follows:

    88.335  1.  A limited partnership shall keep at the office referred to in paragraph (a) of subsection 1 of NRS 88.330 the following:

    (a) A current list of the full name and last known business address of each partner , separately identifying the general partners in alphabetical order and the limited partners in alphabetical order;

    (b) A copy of the certificate of limited partnership and all certificates of amendment thereto, together with executed copies of any powers of attorney pursuant to which any certificate has been executed;

    (c) Copies of the limited partnership’s federal, state, and local income tax returns and reports, if any, for the 3 most recent years;

    (d) Copies of any then effective written partnership agreements [and] ;

(e) Copies of any financial statements of the limited partnership for the
3 most recent years; and

[(e)] (f) Unless contained in a written partnership agreement, a writing setting out:

        (1) The amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and which each partner has agreed to contribute;

        (2) The times at which or events on the happening of which any additional contributions agreed to be made by each partner are to be made;

        (3) Any right of a partner to receive, or of a general partner to make, distributions to a partner which include a return of all or any part of the partner’s contribution; and

        (4) Any events upon the happening of which the limited partnership is to be dissolved and its affairs wound up.

    2.  In lieu of keeping at an office in this state the information required in paragraphs (a), (c), (e) and (f) of subsection 1, the limited partnership may keep a statement with the resident agent setting out the name of the custodian of the information required in paragraphs (a), (c), (e) and (f) of subsection 1, and the present and complete post office address, including street and number, if any, where the information required in paragraphs (a), (c), (e) and (f) of subsection 1 is kept.

3.  Records kept pursuant to this section are subject to inspection and copying at the reasonable request, and at the expense, of any partner during ordinary business hours.

    Sec. 55.  NRS 88.339 is hereby amended to read as follows:

    88.339  1.  A limited partnership may correct a document filed by the Secretary of State with respect to the limited partnership if the document contains an inaccurate record of a partnership action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the limited partnership must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the limited partnership;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a general partner of the limited partnership.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 56.  NRS 88.350 is hereby amended to read as follows:

    88.350  1.  In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the Office of the Secretary of State. The certificate must set forth:

    (a) The name of the limited partnership;

    (b) The address of the office which contains records and the name and address of the resident agent required to be maintained by NRS 88.330;

    (c) The name and [the] business address of each [general partner;] organizer executing the certificate;

    (d) The name and business address of each initial general partner;

(e) The latest date upon which the limited partnership is to dissolve; and

[(e)] (f) Any other matters the [general partners] organizers determine to include therein.

    2.  A certificate of acceptance of appointment of a resident agent, executed by the agent, must be filed with the certificate of limited partnership.

    3.  A limited partnership is formed at the time of the filing of the certificate of limited partnership and the certificate of acceptance in the Office of the Secretary of State or at any later time specified in the certificate of limited partnership if, in either case, there has been substantial compliance with the requirements of this section.

    Sec. 57.  NRS 88.395 is hereby amended to read as follows:

    88.395  1.  A limited partnership shall, on or before the first day of the second month after the filing of its certificate of limited partnership with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of limited partnership occurs, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the limited partnership;

    (b) The file number of the limited partnership, if known;

    (c) The names of all of its general partners;

    (d) The mailing or street address, either residence or business, of each general partner;

    (e) The name and street address of the lawfully designated resident agent of the limited partnership; and

    (f) The signature of a general partner of the limited partnership certifying that the list is true, complete and accurate.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the limited partnership has complied with the provisions of chapter 364A of NRS.

    2.  [Upon] Except as otherwise provided in subsection 3, a limited partnership shall, upon filing:

    (a) The initial list required by subsection 1, [the limited partnership shall] pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, [the limited partnership shall] pay to the Secretary of State a fee of [$85.] $125.

    3.  A registered limited-liability limited partnership shall, upon filing:

(a) The initial list required by subsection 1, pay to the Secretary of State a fee of $125.

(b) Each annual list required by subsection 1, pay to the Secretary of State a fee of $175.

4.  If a general partner of a limited partnership resigns and the resignation is not made in conjunction with the filing of an annual or amended list of general partners, the limited partnership shall pay to the Secretary of State a fee of $75 to file the resignation of the general partner.

5.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each limited partnership required to comply with the provisions of this section which has not become delinquent a notice of the fee due pursuant to the provisions of subsection 2 or 3, as appropriate, and a reminder to file the annual list. Failure of any limited partnership to receive a notice or form does not excuse it from the penalty imposed by NRS 88.400.

[4.] 6.  If the list to be filed pursuant to the provisions of subsection 1 is defective or the fee required by subsection 2 or 3 is not paid, the
Secretary of State may return the list for correction or payment.

[5.] 7.  An annual list for a limited partnership not in default that is received by the Secretary of State more than 60 days before its due date shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

[6.] 8.  A filing made pursuant to this section does not satisfy the provisions of NRS 88.355 and may not be substituted for filings submitted pursuant to NRS 88.355.

    Sec. 58.  NRS 88.400 is hereby amended to read as follows:

    88.400  1.  If a limited partnership has filed the list in compliance with NRS 88.395 and has paid the appropriate fee for the filing, the cancelled check received by the limited partnership constitutes a certificate authorizing it to transact its business within this state until the anniversary date of the filing of its certificate of limited partnership in the next succeeding calendar year. If the limited partnership desires a formal certificate upon its payment of the annual fee, its payment must be accompanied by a self-addressed, stamped envelope.

    2.  Each limited partnership which refuses or neglects to file the list and pay the fee within the time provided is in default.

    3.  For default there must be added to the amount of the fee a penalty of [$50,] $75, and unless the filings are made and the fee and penalty are paid on or before the first day of the first anniversary of the month following the month in which filing was required, the defaulting limited partnership, by reason of its default, forfeits its right to transact any business within this state.

    Sec. 59.  NRS 88.410 is hereby amended to read as follows:

    88.410  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State [may:

(a) Reinstate] shall reinstate any limited partnership which has forfeited its right to transact business [; and

(b) Restore] under the provisions of this chapter and restore to the limited partnership its right to carry on business in this state, and to exercise its privileges and immunities [,

upon the filing] if it:

(a) Files with the Secretary of State [of the] :

(1) The list required pursuant to NRS 88.395 [, and upon payment] ; and

(2) A certificate of acceptance of appointment signed by the resident agent; and

(b) Pays to the Secretary of State [of the] :

(1) The filing fee and penalty set forth in NRS 88.395 and 88.400 for each year or portion thereof during which the certificate has been revoked [, and a] ; and

(2) A fee of [$200] $300 for reinstatement.

    2.  When payment is made and the Secretary of State reinstates the limited partnership to its former rights, he shall:

    (a) Immediately issue and deliver to the limited partnership a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

    (b) Upon demand, issue to the limited partnership one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation occurred only by reason of failure to pay the fees and penalties.

    4.  If a limited partnership’s certificate has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 years, the certificate must not be reinstated.

    Sec. 60.  NRS 88.415 is hereby amended to read as follows:

    88.415  The Secretary of State, for services relating to his official duties and the records of his office, shall charge and collect the following fees:

    1.  For filing a certificate of limited partnership, or for registering a foreign limited partnership, [$175.] $75.

    2.  For filing a certificate of registration of limited-liability limited partnership, or for registering a foreign registered limited-liability limited partnership, $100.

3.  For filing a certificate of amendment of limited partnership or restated certificate of limited partnership, [$150.

3.] $175.

4.  For filing a certificate of a change of location of the records office of a limited partnership or the office of its resident agent, or a designation of a new resident agent, [$30.

4.] $60.

5.  For certifying a certificate of limited partnership, an amendment to the certificate, or a certificate as amended where a copy is provided, [$20]
$30 per certification.

[5.] 6.  For certifying an authorized printed copy of the limited partnership law, [$20.

6.] $30.

7.  For reserving a limited partnership name, or for executing, filing or certifying any other document, [$20.

7.] $25.

8.  For copies made at the Office of the Secretary of State, [$1] $2 per page.

[8.] 9.  For filing a certificate of cancellation of a limited partnership, [$60.] $75.

Except as otherwise provided in this section, the fees set forth in NRS 78.785 apply to this chapter.

    Sec. 61.  NRS 88.535 is hereby amended to read as follows:

    88.535  1.  On application to a court of competent jurisdiction by any judgment creditor of a partner, the court may charge the partnership interest of the partner with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an assignee of the partnership interest.

    2.  [The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the partnership. The receiver has only the rights of an assignee. The court may make all other orders, directions, accounts and inquiries that the judgment debtor might have made or which the circumstances of the case may require.

3.  A charging order constitutes a lien on the partnership interest of the judgment debtor. The court may order a foreclosure of the partnership interest subject to the charging order at any time. The purchaser at the foreclosure sale has only the rights of an assignee.

4.  Unless otherwise provided in the articles of organization or operating agreement, at any time before foreclosure, a partnership interest charged may be redeemed:

(a) By the judgment debtor;

(b) With property other than property of the limited partnership, by one or more of the other partners; or

(c) By the limited partnership with the consent of all of the partners whose interests are not so charged.

5.]  This section [provides] :

(a) Provides the exclusive remedy by which a judgment creditor of a partner or an assignee of a partner may satisfy a judgment out of the partnership interest of the judgment debtor.

[6.  No creditor of a partner has any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the limited partnership.

7.  This section does]

(b) Does not deprive any partner of the benefit of any exemption laws applicable to his partnership interest.

    Sec. 62.  NRS 88.585 is hereby amended to read as follows:

    88.585  [A] Except as otherwise provided in section 50 of this act, a foreign limited partnership may register with the Secretary of State under any name, whether or not it is the name under which it is registered in its state of organization, that includes without abbreviation the words “limited partnership” and that could be registered by a domestic limited partnership.

    Sec. 62.5.  NRS 88A.530 is hereby amended to read as follows:

    88A.530  1.  A resident agent who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each business trust for which] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act [.] as the resident agent of the business trust for the service of process; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is [so filed.] filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected business trust appointing a successor resident agent. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the business trust appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the business trust of the filing of the statement of resignation and its effect. The notice must be addressed to a trustee of the business trust other than the resident agent.

    4.  If its resident agent dies, resigns or removes from the State, a business trust, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by a new resident agent. The certificate must set forth the full name and complete street address of the new resident agent, and may contain a mailing address, such as a post office box, different from the street address.

    5.  A business trust that fails to file a certificate of acceptance executed by its new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 88A.630 to 88A.660, inclusive.

    Sec. 63.  NRS 88A.540 is hereby amended to read as follows:

    88A.540  1.  If a business trust formed pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change [,] of resident agent, signed by at least one trustee of the business trust, setting forth:

    (a) The name of the business trust;

    (b) The name and street address of the present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  A certificate of acceptance executed by the new resident agent must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the
Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 64.  NRS 88A.600 is hereby amended to read as follows:

    88A.600  1.  A business trust formed pursuant to this chapter shall, on or before the first day of the second month after the filing of its certificate of trust with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of trust with the Secretary of State occurs, file with the Secretary of State, on a form furnished by him, a list signed by at least one trustee that contains the name and mailing address of its lawfully designated resident agent and at least one trustee. Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the business trust has complied with the provisions of chapter 364A of NRS.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the business trust shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the business trust shall pay to the Secretary of State a fee of [$85.] $125.

    3.  If a trustee of a business trust resigns and the resignation is not made in conjunction with the filing of an annual or amended list of trustees, the business trust shall pay to the Secretary of State a fee of $75 to file the resignation of the trustee.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each business trust which is required to comply with the provisions of NRS 88A.600 to 88A.660, inclusive, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of a business trust to receive the forms does not excuse it from the penalty imposed by law.

[4.] 5.  An annual list for a business trust not in default which is received by the Secretary of State more than 60 days before its due date shall be deemed an amended list for the previous year.

    Sec. 65.  NRS 88A.630 is hereby amended to read as follows:

    88A.630  1.  Each business trust required to file the list and pay the fee prescribed in NRS 88A.600 to 88A.660, inclusive, which refuses or neglects to do so within the time provided shall be deemed in default.

    2.  For default, there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 66.  NRS 88A.650 is hereby amended to read as follows:

    88A.650  1.  Except as otherwise provided in subsection 3, the
Secretary of State shall reinstate a business trust which has forfeited its right to transact business pursuant to the provisions of this chapter and restore to the business trust its right to carry on business in this state, and to exercise its privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 88A.600; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 88A.600 and 88A.630 for each year or portion thereof during which its certificate of trust was revoked; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the business trust, he shall:

    (a) Immediately issue and deliver to the business trust a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

    (b) Upon demand, issue to the business trust one or more certified copies of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the certificate of trust occurred only by reason of the failure to file the list or pay the fees and penalties.

    Sec. 67.  NRS 88A.900 is hereby amended to read as follows:

    88A.900  The Secretary of State shall charge and collect the following fees for:

    1.  Filing an original certificate of trust, or for registering a foreign business trust, [$175.] $75.

    2.  Filing an amendment or restatement, or a combination thereof, to a certificate of trust, [$150.] $175.

    3.  Filing a certificate of cancellation, [$175.] $75.

    4.  Certifying a copy of a certificate of trust or an amendment or restatement, or a combination thereof, [$20] $30 per certification.

    5.  Certifying an authorized printed copy of this chapter, [$20.] $30.

    6.  Reserving a name for a business trust, [$20.] $25.

    7.  Executing a certificate of existence of a business trust which does not list the previous documents relating to it, or a certificate of change in the name of a business trust, [$40.] $50.

    8.  Executing a certificate of existence of a business trust which lists the previous documents relating to it, [$40.

9.  Filing a statement of change of address of the registered office for each business trust, $30.

10.] $50.

9.  Filing a statement of change of the [registered agent, $30.

11.] resident agent, $60.

10.  Executing, certifying or filing any certificate or document not otherwise provided for in this section, [$40.

12.] $50.

11.  Examining and provisionally approving a document before the document is presented for filing, [$100.

13.] $125.

12.  Copying a document on file with him, for each page, [$1.] $2.

    Sec. 68.  NRS 88A.930 is hereby amended to read as follows:

    88A.930  1.  A business trust may correct a document filed by the Secretary of State with respect to the business trust if the document contains an inaccurate record of a trust action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the business trust must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the business trust;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a trustee of the business trust.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 69.  NRS 89.210 is hereby amended to read as follows:

    89.210  1.  Within 30 days after the organization of a professional association under this chapter, the association shall file with the
Secretary of State a copy of the articles of association, duly executed, and shall pay at that time a filing fee of [$175.Any such association formed as a common-law association before July 1, 1969, shall file, within 30 days after July 1, 1969, a certified copy of its articles of association, with any amendments thereto, with the Secretary of State, and shall pay at that time a filing fee of $25.] $75. A copy of any amendments to the articles of association [adopted after July 1, 1969,] must also be filed with the Secretary of State within 30 days after the adoption of such amendments. Each copy of amendments so filed must be certified as true and correct and be accompanied by a filing fee of [$150.] $175.

    2.  The name of such a professional association must contain the words “Professional Association,” “Professional Organization” or the abbreviations “Prof. Ass’n” or “Prof. Org.” The association may render professional services and exercise its authorized powers under a fictitious name if the association has first registered the name in the manner required under
chapter 602 of NRS.

    Sec. 70.  NRS 89.250 is hereby amended to read as follows:

    89.250  1.  Except as otherwise provided in subsection 2, a professional association shall, on or before the first day of the second month after the filing of its articles of association with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its organization occurs in each year, furnish a statement to the Secretary of State showing the names and residence addresses of all members and employees in the association and certifying that all members and employees are licensed to render professional service in this state.

    2.  A professional association organized and practicing pursuant to the provisions of this chapter and NRS 623.349 shall, on or before the first day of the second month after the filing of its articles of association with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its organization occurs in each year, furnish a statement to the Secretary of State:

    (a) Showing the names and residence addresses of all members and employees of the association who are licensed or otherwise authorized by law to render professional service in this state;

    (b) Certifying that all members and employees who render professional service are licensed or otherwise authorized by law to render professional service in this state; and

    (c) Certifying that all members who are not licensed to render professional service in this state do not render professional service on behalf of the association except as authorized by law.

    3.  Each statement filed pursuant to this section must be:

    (a) Made on a form prescribed by the Secretary of State and must not contain any fiscal or other information except that expressly called for by this section.

    (b) Signed by the chief executive officer of the association.

    (c) Accompanied by a declaration under penalty of perjury that the professional association has complied with the provisions of chapter
364A of NRS.

    4.  Upon filing:

    (a) The initial statement required by this section, the association shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual statement required by this section, the association shall pay to the Secretary of State a fee of [$85.] $125.

    5.  As used in this section, “signed” means to have executed or adopted a name, word or mark, including, without limitation, an electronic signature as defined in NRS 719.100, with the present intention to authenticate a document.

    Sec. 71.  NRS 89.252 is hereby amended to read as follows:

    89.252  1.  Each professional association that is required to make a filing and pay the fee prescribed in NRS 89.250 but refuses to do so within the time provided is in default.

    2.  For default, there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 72.  NRS 89.256 is hereby amended to read as follows:

    89.256  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate any professional association which has forfeited its right to transact business under the provisions of this chapter and restore the right to carry on business in this state and exercise its privileges and immunities if it:

    (a) Files with the Secretary of State [the] :

(1) The statement and certification required by NRS 89.250; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 89.250 and 89.252 for each year or portion thereof during which the articles of association have been revoked; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the association to its former rights, he shall:

    (a) Immediately issue and deliver to the association a certificate of reinstatement authorizing it to transact business, as if the fees had been paid when due; and

    (b) Upon demand, issue to the association a certified copy of the certificate of reinstatement.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the [association’s] articles of association occurred only by reason of [its] the failure to pay the fees and penalties.

    4.  If the articles of association of a professional association have been revoked pursuant to the provisions of this chapter and have remained revoked for 10 consecutive years, the articles must not be reinstated.”.

    Amend the bill as a whole by renumbering sec. 4 as sec. 79.5 and adding new sections designated sections 73 through 79, following sec. 3, to read as follows:

    “Sec. 73.  NRS 92A.190 is hereby amended to read as follows:

    92A.190  1.  One or more foreign entities may merge or enter into an exchange of owner’s interests with one or more domestic entities if:

    (a) In a merger, the merger is permitted by the law of the jurisdiction under whose law each foreign entity is organized and governed and each foreign entity complies with that law in effecting the merger;

    (b) In an exchange, the entity whose owner’s interests will be acquired is a domestic entity, whether or not an exchange of owner’s interests is permitted by the law of the jurisdiction under whose law the acquiring entity is organized;

    (c) The foreign entity complies with NRS 92A.200 to 92A.240, inclusive, if it is the surviving entity in the merger or acquiring entity in the exchange and sets forth in the articles of merger or exchange its address where copies of process may be sent by the Secretary of State; and

    (d) Each domestic entity complies with the applicable provisions of
NRS 92A.100 to 92A.180, inclusive, and, if it is the surviving entity in the merger or acquiring entity in the exchange, with NRS 92A.200 to 92A.240, inclusive.

    2.  When the merger or exchange takes effect, the surviving foreign entity in a merger and the acquiring foreign entity in an exchange shall be deemed:

    (a) To appoint the Secretary of State as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting owners of each domestic entity that was a party to the merger or exchange. Service of such process must be made by personally delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of [$50] $100 for accepting and transmitting the process. The Secretary of State shall forthwith send by registered or certified mail one of the copies to the surviving or acquiring entity at its specified address, unless the surviving or acquiring entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.

    (b) To agree that it will promptly pay to the dissenting owners of each domestic entity that is a party to the merger or exchange the amount, if any, to which they are entitled under or created pursuant to NRS 92A.300 to 92A.500, inclusive.

    3.  This section does not limit the power of a foreign entity to acquire all or part of the owner’s interests of one or more classes or series of a domestic entity through a voluntary exchange or otherwise.

    Sec. 74.  NRS 92A.195 is hereby amended to read as follows:

    92A.195  1.  One foreign entity or foreign general partnership may convert into one domestic entity if:

    (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion;

    (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205 and, if it is the resulting entity in the conversion, with NRS 92A.210 to 92A.240, inclusive; and

    (c) The domestic entity complies with the applicable provisions of
NRS 92A.105, 92A.120, 92A.135, 92A.140 and 92A.165 and, if it is the resulting entity in the conversion, with NRS 92A.205 to 92A.240, inclusive.

    2.  When the conversion takes effect, the resulting foreign entity in a conversion shall be deemed to have appointed the Secretary of State as its agent for service of process in a proceeding to enforce any obligation. Service of process must be made personally by delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of [$25] $100 for accepting and transmitting the process. The Secretary of State shall send one of the copies of the process by registered or certified mail to the resulting entity at its specified address, unless the resulting entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.

    Sec. 75.  NRS 92A.210 is hereby amended to read as follows:

    92A.210  1.  Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is [$325.] $350. The fee for filing the constituent documents of a domestic resulting entity is the fee for filing the constituent documents determined by the chapter of NRS governing the particular domestic resulting entity.

    2.  The fee for filing articles of merger of two or more domestic corporations is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporation.

    3.  The fee for filing articles of merger of one or more domestic corporations with one or more foreign corporations is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporations which have paid the fees required by NRS 78.760 and 80.050.

    4.  The fee for filing articles of merger of two or more domestic or foreign corporations must not be less than [$325.] $350. The amount paid pursuant to subsection 3 must not exceed [$25,000.] $35,000.

    Sec. 76.  NRS 14.020 is hereby amended to read as follows:

    14.020  1.  Every corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust and municipal corporation created and existing under the laws of any other state, territory, or foreign government, or the Government of the United States, doing business in this state shall appoint and keep in this state a resident agent who resides or is located in this state, upon whom all legal process and any demand or notice authorized by law to be served upon it may be served in the manner provided in subsection 2. The corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation shall file with the Secretary of State a certificate of acceptance of appointment signed by its resident agent. The certificate must set forth the full name and address of the resident agent. [The] A certificate of change of resident agent must be [renewed] filed in the manner provided in title 7 of NRS [whenever a change is made in the appointment or a vacancy occurs in the agency.] if the corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation desires to change its resident agent. A certificate of name change of resident agent must be filed in the manner provided in
title 7 of NRS if the name of a resident is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment.

    2.  All legal process and any demand or notice authorized by law to be served upon the foreign corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation may be served upon the resident agent personally or by leaving a true copy thereof with a person of suitable age and discretion at the address shown on the current certificate of acceptance filed with the Secretary of State.

    3.  Subsection 2 provides an additional mode and manner of serving process, demand or notice and does not affect the validity of any other service authorized by law.

    Sec. 77.  NRS 104.9525 is hereby amended to read as follows:

    104.9525  1.  Except as otherwise provided in subsection 5, the fee for filing and indexing a record under this part, other than an initial financing statement of the kind described in subsection 2 of NRS 104.9502, is:

    (a) [Twenty] Forty dollars if the record is communicated in writing and consists of one or two pages;

    (b) [Forty] Sixty dollars if the record is communicated in writing and consists of more than two pages, and [$1] $2 for each page over 20 pages;

    (c) [Ten] Twenty dollars if the record is communicated by another medium authorized by filing-office rule; and

    (d) [One dollar] Two dollars for each additional debtor, trade name or reference to another name under which business is done.

    2.  The filing officer may charge and collect [$1] $2 for each page of copy or record of filings produced by him at the request of any person.

    3.  Except as otherwise provided in subsection 5, the fee for filing and indexing an initial financing statement of the kind described in subsection 3 of NRS 104.9502 is:

    (a) [Forty] Sixty dollars if the financing statement indicates that it is filed in connection with a public-finance transaction; and

    (b) [Twenty] Forty dollars if the financing statement indicates that it is filed in connection with a manufactured-home transaction.

    4.  The fee for responding to a request for information from the filing office, including for issuing a certificate showing whether there is on file any financing statement naming a particular debtor, is:

    (a) [Twenty] Forty dollars if the request is communicated in writing; and

    (b) [Fifteen] Twenty dollars if the request is communicated by another medium authorized by filing-office rule.

    5.  This section does not require a fee with respect to a mortgage that is effective as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut under subsection 3 of NRS 104.9502. However, the fees for recording and satisfaction which otherwise would be applicable to the mortgage apply.

    Sec. 78.  NRS 105.070 is hereby amended to read as follows:

    105.070  1.  The Secretary of State or county recorder shall mark any security instrument and any statement of change, merger or consolidation presented for filing with the day and hour of filing and the file number assigned to it. This mark is, in the absence of other evidence, conclusive proof of the time and fact of presentation for filing.

    2.  The Secretary of State or county recorder shall retain and file all security instruments and statements of change, merger or consolidation presented for filing.

    3.  The uniform fee for filing and indexing a security instrument, or a supplement or amendment thereto, and a statement of change, merger or consolidation, and for stamping a copy of those documents furnished by the secured party or the public utility, to show the date and place of filing is [$15] $40 if the document is in the standard form prescribed by the Secretary of State and otherwise is [$20, plus $1] $50, plus $2 for each additional debtor or trade name.

    Sec. 79.  NRS 105.080 is hereby amended to read as follows:

    105.080  Upon the request of any person, the Secretary of State shall issue his certificate showing whether there is on file on the date and hour stated therein, any presently effective security instrument naming a particular public utility, and if there is, giving the date and hour of filing of the instrument and the names and addresses of each secured party. The uniform fee for such a certificate is [$15] $40 if the request for the certificate is in the standard form prescribed by the Secretary of State and otherwise is [$20.] $50. Upon request the Secretary of State or a county recorder shall furnish a copy of any filed security instrument upon payment of the statutory fee for copies.”.

    Amend the bill as a whole by renumbering sec. 5 as sec. 82.5 and adding new sections designated sections 80 through 82, following sec. 4, to read as follows:

    “Sec. 80.  NRS 225.140 is hereby amended to read as follows:

    225.140  1.  Except as otherwise provided in subsection 2, in addition to other fees authorized by law, the Secretary of State shall charge and collect the following fees:

[For a copy of any law, joint resolution, transcript of record, or other paper on file or of record in his office, other than a document required to be filed pursuant to title 24 of NRS, per page $1.00

For a copy of any document required to be filed pursuant to title 24 of NRS, per page .50]

For certifying to [any such] a copy of any law, joint resolution, transcript of record or other paper on file or of record with the Secretary of State, including, but not limited to, a document required to be filed pursuant to
title 24 of NRS, and use of the State Seal, for each impression   [10.00] $20

For each passport or other document signed by the Governor and attested by the Secretary of State                [10.00] 10

[For a negotiable instrument returned unpaid 10.00]

    2.  The Secretary of State:

    (a) Shall charge a reasonable fee for searching records and documents kept in his office.

    (b) May charge or collect any filing or other fees for services rendered by him to the State of Nevada, any local governmental agency or agency of the Federal Government, or any officer thereof in his official capacity or respecting his office or official duties.

    (c) May not charge or collect a filing or other fee for:

        (1) Attesting extradition papers or executive warrants for other states.

        (2) Any commission or appointment issued or made by the Governor, either for the use of the State Seal or otherwise.

    (d) May charge a reasonable fee, not to exceed:

        (1) Five hundred dollars, for providing service within 2 hours after the time the service is requested; and

        (2) One hundred twenty-five dollars, for providing any other special service, including, but not limited to, providing service more than 2 hours but within 24 hours after the time the service is requested, accepting documents filed by facsimile machine and other use of new technology.

    (e) Shall charge a fee, not to exceed the actual cost to the
Secretary of State, for providing:

        (1) A copy of any record kept in his office that is stored on a computer or on microfilm if the copy is provided on a tape, disc or other medium used for the storage of information by a computer or on duplicate film.

        (2) Access to his computer database on which records are stored.

    3.  From each fee collected pursuant to paragraph (d) of subsection 2:

    (a) The entire amount or [$50,] $62.50, whichever is less, of the fee collected pursuant to subparagraph (1) of that paragraph and half of the fee collected pursuant to subparagraph (2) of that paragraph must be deposited with the State Treasurer for credit to the Account for Special Services of the Secretary of State in the State General Fund. Any amount remaining in the Account at the end of a fiscal year in excess of $2,000,000 must be transferred to the State General Fund. Money in the Account may be transferred to the Secretary of State’s operating general fund budget account and must only be used to create and maintain the capability of the Office of the Secretary of State to provide special services, including, but not limited to, providing service:

        (1) On the day it is requested or within 24 hours; or

        (2) Necessary to increase or maintain the efficiency of the Office.

Any transfer of money from the Account for expenditure by the
Secretary of State must be approved by the Interim Finance Committee.

    (b) After deducting the amount required pursuant to paragraph (a), the remainder must be deposited with the State Treasurer for credit to the State General Fund.

    Sec. 81.  Chapter 364A of NRS is hereby amended by adding thereto a new section to read as follows:

1.  If the Department has reasonable cause to believe that any person has failed to comply with the provisions of NRS 364A.130, the Department may issue an order directed to the person to show cause why the Department should not order the person to cease and desist from conducting a business in this state. The order must contain a statement of the charges and a notice of a hearing to be held thereon. The order must be served upon the person directly or by certified or registered mail, return receipt requested.

2.  If, after conducting a hearing pursuant to the provisions of subsection 1, the Department determines that the person has failed to comply with the provisions of NRS 364A.130 or if the person fails to appear for the hearing after being properly served with the statement of charges and notice of hearing, the Department may make a written report of his findings of fact concerning the violation and cause to be served a copy thereof upon the person at the hearing. If the Department determines in the report that such failure has occurred, the Department may order the violator to:

(a) Cease and desist from conducting a business in this state; and

(b) Pay the costs of reporting services, fees for experts and other witnesses, charges for the rental of a hearing room if such a room is not available to the Department free of charge, charges for providing an independent hearing officer, if any, and charges incurred for any service of process, if the violator is adjudicated to have failed to comply with the provisions of NRS 364A.130. The order must be served upon the person directly or by certified or registered mail, return receipt requested. The order becomes effective upon service in the manner provided in this subsection.

3.  Any person whose pecuniary interests are directly and immediately affected by an order issued pursuant to subsection 2 or who is aggrieved by the order may petition for judicial review in the manner provided in chapter 233B of NRS. Such a petition must be filed within 30 days after the service of the order. The order becomes final upon the filing of the petition.

4.  If a person fails to comply with any provision of an order issued pursuant to subsection 2, the Department may, through the Attorney General, at any time after 30 days after the service of the order, cause an action to be instituted in the district court of the county wherein the person resides or has his principal place of business requesting the court to enforce the provisions of the order or to provide any other appropriate injunctive relief.

5.  If the court finds that:

(a) There has been a failure to comply with the provisions of
NRS 364A.130;

(b) The proceedings by the Department concerning the written report and any order issued pursuant to subsection 3 are in the interest of the public; and

(c) The findings of the Department are supported by the weight of the evidence,

the court shall issue an order enforcing the provisions of the order of the Department.

6.  An order issued pursuant to subsection 5 may include:

(a) A provision requiring the payment to the Department of a penalty of not more than $5,000 for each act amounting to a failure to comply with the Department’s order; or

(b) Such injunctive or other equitable or extraordinary relief as is determined appropriate by the court.

7.  Any aggrieved party may appeal from the final judgment, order or decree of the court in a like manner as provided for appeals in civil cases.

    Sec. 82.  NRS 364A.130 is hereby amended to read as follows:

    364A.130  1.  Except as otherwise provided in subsection [6,] 8, a person shall not conduct a business in this state unless he has a business license issued by the Department.

    2.  The application for a business license must:

    (a) Be made upon a form prescribed by the Department;

    (b) Set forth the name under which the applicant transacts or intends to transact business and the location of his place or places of business;

    (c) Declare the estimated number of employees for the previous calendar quarter;

    (d) Be accompanied by a fee of [$25;] $50; and

    (e) Include any other information that the Department deems necessary.

    3.  The application must be signed by:

    (a) The owner, if the business is owned by a natural person;

    (b) A member or partner, if the business is owned by an association or partnership; or

    (c) An officer or some other person specifically authorized to sign the application, if the business is owned by a corporation.

    4.  If the application is signed pursuant to paragraph (c) of subsection 3, written evidence of the signer’s authority must be attached to the application.

    5.  A person who has been issued a business license by the Department shall submit a fee of $50 to the Department on or before the last day of the month in which the anniversary date of issuance of the business license occurs in each year, unless the person submits a written statement to the Department, at least 10 days before the anniversary date, indicating that the person will not be conducting business in this state after the anniversary date. A person who fails to submit the annual fee required pursuant to this subsection in a timely manner shall pay a penalty in the amount of $75 in addition to the annual fee.

6.  The business license required to be obtained pursuant to this section is in addition to any license to conduct business that must be obtained from the local jurisdiction in which the business is being conducted.

7.  For the purposes of this chapter, a person shall be deemed to conduct a business in this state if a business for which the person is responsible:

    (a) Is incorporated pursuant to chapter 78 or 78A of NRS;

    (b) Has an office or other base of operations in this state; or

    (c) Pays wages or other remuneration to a natural person who performs in this state any of the duties for which he is paid.

[6.] 8.  A person who takes part in a trade show or convention held in this state for a purpose related to the conduct of a business is not required to obtain a business license specifically for that event.”.

    Amend sec. 5, page 3, line 32, by deleting “must” and inserting: “must, if the stock of the nonrestricted licensee is publicly traded,”.

    Amend the bill as a whole by renumbering sections 6 and 7 as sections 84.3 and 84.7 and adding new sections designated sections 83 and 84, following sec. 5, to read as follows:

    “Sec. 83.  NRS 364A.160 is hereby repealed.

    Sec. 84.  The Secretary of State is hereby authorized, without obtaining further approval, to hire such additional personnel as are necessary to carry out the provisions of this act.”.

    Amend sec. 6, page 3, line 40, by deleting “3” and inserting “72.7”.

    Amend sec. 7, page 4, line 1, by deleting “4” and inserting “79.5”.

    Amend the bill as a whole by adding a new section designated sec. 85 and the text of the repealed section, following sec. 7, to read as follows:

    “Sec. 85.  1.  This section and sections 1, 2, 5 to 15, inclusive, 17 to 19.5, inclusive, 21 to 24, inclusive, 25, 27 to 35, inclusive, 37 to 52, inclusive, 54 to 62, inclusive, 64 to 75, inclusive, and 77 to 84.7, inclusive, of this act become effective on October 1, 2003.

    2.  Sections 3, 16, 20, 24.5, 26.5, 36.5, 53.5 and 62.5 of this act become effective:

    (a) Except as otherwise provided in paragraph (b) or paragraph (b) of subsection 3, on October 1, 2003.

    (b) On January 1, 2004, for the purpose of requiring a resident agent who desires to resign to file a statement of resignation for each artificial person formed, organized, registered or qualified pursuant to the provisions of title 7 of NRS for which the resident agent is unwilling to continue to act as the resident agent for the service of process.

    3.  Sections 4, 16, 26, 36, 53, 63 and 76 of this act become effective:

    (a) Except as otherwise provided in paragraph (b) or paragraph (b) of subsection 2, on October 1, 2003.

    (b) On January 1, 2004, for the purpose of requiring a resident agent to file a certificate of name change of resident agent if the name of the resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment.

TEXT OF REPEALED SECTION

    364A.160  Exemption for natural person with no employees during calendar quarter.  A natural person who does not employ any employees during a calendar quarter is exempt from the provisions of this chapter for that calendar quarter.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to business; requiring a defaulting business entity that wants to reinstate its right to transact business in this state to file with the Secretary of State a certificate of acceptance of appointment signed by its resident agent; changing the exclusive remedy by which a judgment creditor of a member of a limited-liability company or a limited partnership may satisfy a judgment; allowing a limited partnership to register as a limited-liability limited partnership; increasing certain fees and establishing new fees; requiring a resident agent to file with the Secretary of State a certificate of name change of resident agent under certain circumstances; providing a penalty for a person who willfully offers into evidence as genuine certain fraudulent records or who willfully destroys or alters certain records under certain circumstances; increasing the penalty for certain securities violations; extending the civil and criminal statutes of limitations for certain securities violations; providing for the issuance of an order to cease and desist for failure to comply with certain provisions pertaining to business licenses; excluding the performance of certain internal audits pertaining to gaming licensees by certain independent accountants; repealing the exemption from business tax provisions for a natural person who does not employ employees during a calendar quarter; authorizing the Secretary of State to hire additional personnel; making various other changes to provisions pertaining to business entities; and providing other matters properly relating thereto.”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Makes various changes to provisions pertaining to business. (BDR 7‑383)”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate amendment No. 661 to Assembly Bill No. 163.

    Remarks by Assemblyman Anderson.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 536.

    The following Senate amendment was read:

    Amendment No. 672.

    Amend the bill as a whole by deleting sections 1 through 129 and adding new sections designated sections 1 through 152 and the text of repealed section, following the enacting clause, to read as follows:

    “Section 1.  The Legislature hereby declares that:

    1.  Many of the fees increased pursuant to the amendatory provisions of this act have not been increased for a substantial length of time, and increasing these fees is necessary and appropriate at this time.

    2.  It is the intent of the Legislature that the fees increased pursuant to the amendatory provisions of this act must not be increased again for a period of at least 10 years following the enactment of this act.

    Sec. 1.5.  Chapter 78 of NRS is hereby amended by adding thereto a new section to read as follows:

1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the
Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 2.  NRS 78.027 is hereby amended to read as follows:

    78.027  The Secretary of State may microfilm or image any document which is filed in his office by a corporation pursuant to this chapter and may return the original document to the corporation.

    Sec. 3.  NRS 78.0295 is hereby amended to read as follows:

    78.0295  1.  A corporation may correct a document filed by the Secretary of State with respect to the corporation if the document contains an inaccurate record of a corporate action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the corporation [shall:] must:

    (a) Prepare a certificate of correction which:

        (1) States the name of the corporation;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by an officer of the corporation [.] or, if no stock has been issued by the corporation, by the incorporator or a director of the corporation.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 4.  NRS 78.035 is hereby amended to read as follows:

    78.035  The articles of incorporation must set forth:

    1.  The name of the corporation. A name appearing to be that of a natural person and containing a given name or initials must not be used as a corporate name except with an additional word or words such as “Incorporated,” “Limited,” “Inc.,” “Ltd.,” “Company,” “Co.,” “Corporation,” “Corp.,” or other word which identifies it as not being a natural person.

    2.  The name of the person designated as the corporation’s resident agent, the street address of the resident agent where process may be served upon the corporation, and the mailing address of the resident agent if different from the street address.

    3.  The number of shares the corporation is authorized to issue and, if more than one class or series of stock is authorized, the classes, the series and the number of shares of each class or series which the corporation is authorized to issue, unless the articles authorize the board of directors to fix and determine in a resolution the classes, series and numbers of each class or series as provided in NRS 78.195 and 78.196.

    4.  The [number,] names and [post office box or street] addresses, either residence or business, of the first board of directors or trustees, together with any desired provisions relative to the right to change the number of directors as provided in NRS 78.115.

    5.  The name and [post office box or street] address, either residence or business , of each of the incorporators executing the articles of incorporation.

    Sec. 5.  NRS 78.045 is hereby amended to read as follows:

    78.045  1.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed pursuant to the laws of this state which provides that the name of the corporation contains the word “bank” or “trust,” unless:

    (a) It appears from the articles or the certificate of amendment that the corporation proposes to carry on business as a banking or trust company, exclusively or in connection with its business as a bank , [or] savings and loan association [;] or thrift company; and

    (b) The articles or certificate of amendment is first approved by the Commissioner of Financial Institutions.

    2.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed pursuant to the provisions of this chapter if it appears from the articles or the certificate of amendment that the business to be carried on by the corporation is subject to supervision by the Commissioner of Insurance or by the Commissioner of Financial Institutions, unless the articles or certificate of amendment is approved by the Commissioner who will supervise the business of the corporation.

    3.  Except as otherwise provided in subsection [5,] 6, the Secretary of State shall not accept for filing any articles of incorporation or any certificate [or] of amendment of articles of incorporation of any corporation formed pursuant to the laws of this state if the name of the corporation contains the words “engineer,” “engineered,” “engineering,” “professional engineer,” “registered engineer” or “licensed engineer” unless:

    (a) The State Board of Professional Engineers and Land Surveyors certifies that the principals of the corporation are licensed to practice engineering pursuant to the laws of this state; or

    (b) The State Board of Professional Engineers and Land Surveyors certifies that the corporation is exempt from the prohibitions of
NRS 625.520.

    4.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed pursuant to the laws of this state which provides that the name of the corporation contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing” unless the Nevada State Board of Accountancy certifies that the corporation:

    (a) Is registered pursuant to the provisions of chapter 628 of NRS; or

    (b) Has filed with the Nevada State Board of Accountancy under penalty of perjury a written statement that the corporation is not engaged in the practice of accounting and is not offering to practice accounting in this state.

    5.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed or existing pursuant to the laws of this state which provides that the name of the corporation contains the words “unit-owners’ association” or “homeowners’ association” or if it appears in the articles of incorporation or certificate of amendment that the purpose of the corporation is to operate as a unit-owners’ association pursuant to chapter 116 of NRS unless the Administrator of the Real Estate Division of the Department of Business and Industry certifies that the corporation has:

(a) Registered with the Ombudsman for Owners in Common-Interest Communities pursuant to NRS 116.31158; and

(b) Paid to the Administrator of the Real Estate Division the fees required pursuant to NRS 116.31155.

6.  The provisions of subsection 3 do not apply to any corporation, whose securities are publicly traded and regulated by the Securities Exchange Act of 1934, which does not engage in the practice of professional engineering.

[6.] 7.  The Commissioner of Financial Institutions and the Commissioner of Insurance may approve or disapprove the articles or amendments referred to them pursuant to the provisions of this section.

    Sec. 5.3.  NRS 78.097 is hereby amended to read as follows:

    78.097  1.  A resident agent who desires to resign shall file with the Secretary of State a signed statement , on a form provided by the
Secretary of State, for each [corporation] artificial person formed, organized, registered or qualified pursuant to the provisions of this title that he is unwilling to continue to act as the resident agent of the [corporation] artificial person for the service of process. The fee for filing a statement of resignation is $100 for the first artificial person that the resident agent is unwilling to continue to act as the agent of and $1 for each additional artificial person listed on the statement of resignation. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected corporation appointing a successor resident agent for that corporation. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the
Secretary of State the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the corporation appointing a successor resident agent, the resigning resident agent shall immediately give written notice, by mail, to the corporation of the filing of the statement and its effect. The notice must be addressed to any officer of the corporation other than the resident agent.

    4.  If a resident agent dies, resigns or removes from the State, the corporation, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the full name and complete street address of the new resident agent for the service of process, and may have a separate mailing address, such as a post office box, which may be different from the street address.

    5.  A corporation that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 78.170 and 78.175.

    Sec. 5.7.  NRS 78.110 is hereby amended to read as follows:

    78.110  1.  If a corporation created pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change of resident agent signed by an officer of the corporation which sets forth:

    (a) The name of the corporation;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.] of resident agent.

    3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the
Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 6.  NRS 78.150 is hereby amended to read as follows:

    78.150  1.  A corporation organized pursuant to the laws of this state shall, on or before the [first] last day of the [second] first month after the filing of its articles of incorporation with the Secretary of State, file with the Secretary of State a list, on a form furnished by him, containing:

    (a) The name of the corporation;

    (b) The file number of the corporation, if known;

    (c) The names and titles of the president, secretary [,] and treasurer , or the equivalent thereof, and of all the directors of the corporation;

    (d) The [mailing or street] address, either residence or business, of each officer and director listed, following the name of the officer or director;

    (e) The name and [street] address of the lawfully designated resident agent of the corporation; and

    (f) The signature of an officer of the corporation certifying that the list is true, complete and accurate.

    2.  The corporation shall annually thereafter, on or before the last day of the month in which the anniversary date of incorporation occurs in each year, file with the Secretary of State, on a form furnished by him, an annual list containing all of the information required in subsection 1.

    3.  Each list required by subsection 1 or 2 must be accompanied by a declaration under penalty of perjury that the corporation [has] :

(a) Has complied with the provisions of chapter 364A of NRS [.] ; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing with the Office of the Secretary of State.

    4.  Upon filing the list required by:

    (a) Subsection 1, the corporation shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Subsection 2, the corporation shall pay to the Secretary of State [a fee of $85.] , if the amount represented by the total number of shares provided for in the articles is:

$75,000 or less $125

Over $75,000 and not over $200,000 175

Over $200,000 and not over $500,000 275

Over $500,000 and not over $1,000,000 375

Over $1,000,000:

For the first $1,000,000 375

For each additional $500,000 or fraction thereof 275

The maximum fee which may be charged pursuant to paragraph (b) for filing the annual list is $11,100.

    5.  If a director or officer of a corporation resigns and the resignation is not made in conjunction with the filing of an annual or amended list of directors and officers, the corporation shall pay to the Secretary of State a fee of $75 to file the resignation of the director or officer.

6.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 2, cause to be mailed to each corporation which is required to comply with the provisions of NRS 78.150 to 78.185, inclusive, and which has not become delinquent, a notice of the fee due pursuant to subsection 4 and a reminder to file the annual list required by subsection 2. Failure of any corporation to receive a notice or form does not excuse it from the penalty imposed by law.

[6.] 7.  If the list to be filed pursuant to the provisions of subsection 1 or 2 is defective in any respect or the fee required by subsection 4 [or 8] is not paid, the Secretary of State may return the list for correction or payment.

[7.] 8.  An annual list for a corporation not in default which is received by the Secretary of State more than [60] 90 days before its due date shall be deemed an amended list for the previous year and must be accompanied by [a fee of $85] the appropriate fee as provided in subsection 4 for filing. A payment submitted pursuant to this subsection does not satisfy the requirements of subsection 2 for the year to which the due date is applicable.

[8.  If the corporation is an association as defined in NRS 116.110315, the Secretary of State ---shall not accept the filing required by this section unless it is accompanied by evidence of the payment of the fee required to be paid pursuant to NRS 116.31155 that is provided to the association pursuant to subsection 4 of that section.]

    Sec. 7.  NRS 78.155 is hereby amended to read as follows:

    78.155  If a corporation has filed the initial or annual list in compliance with NRS 78.150 and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the corporation constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its incorporation occurs in the next succeeding calendar year. [If the corporation desires a formal certificate upon its payment of the initial or annual fee, its payment must be accompanied by a self-addressed, stamped envelope.]

    Sec. 8.  NRS 78.165 is hereby amended to read as follows:

    78.165  1.  [Every] Each list required to be filed under the provisions of NRS 78.150 to 78.185, inclusive, must, after the name of each officer and director listed thereon, set forth the [post office box or street] address, either residence or business, of each officer and director.

    2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the corporation for which the list has been offered for filing is subject to all the provisions of NRS 78.150 to 78.185, inclusive, relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of NRS 78.150 to 78.185, inclusive.

    Sec. 9.  NRS 78.170 is hereby amended to read as follows:

    78.170  1.  Each corporation required to make a filing and pay the fee prescribed in NRS 78.150 to 78.185, inclusive, which refuses or neglects to do so within the time provided shall be deemed in default.

    2.  Upon notification from the Administrator of the Real Estate Division of the Department of Business and Industry that a corporation which is a unit-owners’ association as defined in NRS 116.110315 has failed to register pursuant to NRS 116.31158 or failed to pay the fees pursuant to
NRS 116.31155, the Secretary of State shall deem the corporation to be in default. If, after the corporation is deemed to be in default, the Administrator notifies the Secretary of State that the corporation has registered pursuant to NRS 116.31158 and paid the fees pursuant to NRS 116.31155, the Secretary of State shall reinstate the corporation if the corporation complies with the requirements for reinstatement as provided in this section and NRS 78.150 to 78.185, inclusive.

3.  For default there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 10.  NRS 78.175 is hereby amended to read as follows:

    78.175  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each corporation deemed in default pursuant to NRS 78.170. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  On the first day of the first anniversary of the month following the month in which the filing was required, the charter of the corporation is revoked and its right to transact business is forfeited.

    3.  The Secretary of State shall compile a complete list containing the names of all corporations whose right to [do] transact business has been forfeited.

4.  The Secretary of State shall forthwith notify, by [letter addressed] providing written notice to its resident agent, each [such] corporation specified in subsection 3 of the forfeiture of its charter. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

[4.] (b) At the request of the resident agent, may be provided electronically.

5.  If the charter of a corporation is revoked and the right to transact business is forfeited as provided in subsection 2, all of the property and assets of the defaulting domestic corporation must be held in trust by the directors of the corporation as for insolvent corporations, and the same proceedings may be had with respect thereto as are applicable to insolvent corporations. Any person interested may institute proceedings at any time after a forfeiture has been declared, but if the Secretary of State reinstates the charter , the proceedings must at once be dismissed and all property restored to the officers of the corporation.

[5.] 6.  Where the assets are distributed , they must be applied in the following manner:

    (a) To the payment of the filing fee, penalties incurred and costs due [to] the State;

    (b) To the payment of the creditors of the corporation; and

    (c) Any balance remaining , to distribution among the stockholders.

    Sec. 11.  NRS 78.180 is hereby amended to read as follows:

    78.180  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a corporation which has forfeited or which forfeits its right to transact business pursuant to the provisions of this chapter and shall restore to the corporation its right to carry on business in this state, and to exercise its corporate privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 78.150; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 78.150 and 78.170 for each year or portion thereof during which it failed to file each required annual list in a timely manner; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the corporation, he shall [:

(a) Immediately issue and deliver to the corporation a certificate of reinstatement authorizing it to transact business as if the filing fee or fees had been paid when due; and

(b) Upon demand,] issue to the corporation [one or more certified copies of the] a certificate of reinstatement [.] if the corporation:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to subsection 8 of NRS 78.785.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the charter occurred only by reason of failure to pay the fees and penalties.

    4.  If a corporate charter has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 consecutive years, the charter must not be reinstated.

    Sec. 11.3.  NRS 78.185 is hereby amended to read as follows:

    78.185  1.  Except as otherwise provided in subsection 2, if a corporation applies to reinstate or revive its charter but its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the corporation shall in its application for reinstatement submit in writing to the Secretary of State some other name under which it desires its corporate existence to be reinstated or revived. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall [issue to the applying corporation a certificate of reinstatement or revival] reinstate the corporation under that new name.

    2.  If the applying corporation submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying corporation or a new name it has submitted, it may be reinstated or revived under that name.

    3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination of these.

    4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 11.7.  NRS 78.390 is hereby amended to read as follows:

    78.390  1.  Every amendment adopted pursuant to the provisions of
NRS 78.385 must be made in the following manner:

    (a) The board of directors must adopt a resolution setting forth the amendment proposed and declaring its advisability, and either call a special meeting of the stockholders entitled to vote on the amendment or direct that the proposed amendment be considered at the next annual meeting of the stockholders entitled to vote on the amendment.

    (b) At the meeting, of which notice must be given to each stockholder entitled to vote pursuant to the provisions of this section, a vote of the stockholders entitled to vote in person or by proxy must be taken for and against the proposed amendment. If it appears upon the canvassing of the votes that stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, as provided in subsections 2 and 4, or as may be required by the provisions of the articles of incorporation, have voted in favor of the amendment, an officer of the corporation shall sign a certificate setting forth the amendment, or setting forth the articles of incorporation as amended, and the vote by which the amendment was adopted.

    (c) The certificate so signed must be filed with the Secretary of State.

    2.  If any proposed amendment would adversely alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series adversely affected by the amendment regardless of limitations or restrictions on the voting power thereof.

    3.  Provision may be made in the articles of incorporation requiring, in the case of any specified amendments, a larger proportion of the voting power of stockholders than that required by this section.

    4.  Different series of the same class of shares do not constitute different classes of shares for the purpose of voting by classes except when the series is adversely affected by an amendment in a different manner than other series of the same class.

    5.  The resolution of the stockholders approving the proposed amendment may provide that at any time before the effective date of the amendment, notwithstanding approval of the proposed amendment by the stockholders, the board of directors may, by resolution, abandon the proposed amendment without further action by the stockholders.

    6.  A certificate filed pursuant to subsection 1 becomes effective upon filing with the Secretary of State or upon a later date specified in the certificate, which must not be later than 90 days after the certificate is filed.

    7.  If a certificate filed pursuant to subsection 1 specifies an effective date and if the resolution of the stockholders approving the proposed amendment provides that the board of directors may abandon the proposed amendment pursuant to subsection 5, the board of directors may terminate the effectiveness of the certificate by resolution and by filing a certificate of termination with the Secretary of State that:

    (a) Is filed before the effective date specified in the certificate filed pursuant to subsection 1;

    (b) Identifies the certificate being terminated;

    (c) States that, pursuant to the resolution of the stockholders, the board of directors is authorized to terminate the effectiveness of the certificate;

    (d) States that the effectiveness of the certificate has been terminated;

    (e) Is signed by an officer of the corporation; and

    (f) Is accompanied by a filing fee of [$150.] $175.

    Sec. 12.  NRS 78.403 is hereby amended to read as follows:

    78.403  1.  A corporation may restate, or amend and restate, in a single certificate the entire text of its articles of incorporation as amended by filing with the Secretary of State a certificate [signed by an officer of the corporation which must set forth the articles as amended to the date of the certificate.] in the manner provided in this section. If the certificate alters or amends the articles in any manner, it must comply with the provisions of NRS 78.380, 78.385 and 78.390, as applicable . [, and must be accompanied by:

(a) A resolution; or

(b) A form prescribed by the Secretary of State, setting forth which provisions of the articles of incorporation on file with the Secretary of State are being altered or amended.]

    2.  If the certificate does not alter or amend the articles, it must be signed by an officer of the corporation and state that he has been authorized to execute the certificate by resolution of the board of directors adopted on the date stated, and that the certificate correctly sets forth the text of the articles of incorporation as amended to the date of the certificate.

    3.  The following may be omitted from the restated articles:

    (a) The names, addresses, signatures and acknowledgments of the incorporators;

    (b) The names and addresses of the members of the past and present boards of directors; and

    (c) The name and address of the resident agent.

    4.  Whenever a corporation is required to file a certified copy of its articles, in lieu thereof it may file a certified copy of the most recent certificate restating its articles as amended, subject to the provisions of subsection 2, together with certified copies of all certificates of amendment filed subsequent to the restated articles and certified copies of all certificates supplementary to the original articles.

    Sec. 13.  NRS 78.580 is hereby amended to read as follows:

    78.580  1.  If the board of directors of any corporation organized under this chapter, after the issuance of stock or the beginning of business, decides that the corporation should be dissolved, the board may adopt a resolution to that effect. If the corporation has issued no stock, only the directors need to approve the dissolution. If the corporation has issued stock, the directors must recommend the dissolution to the stockholders. The corporation shall notify each stockholder entitled to vote on dissolution , and the stockholders entitled to vote must approve the dissolution.

    2.  If the dissolution is approved by the directors or both the directors and stockholders, as respectively provided in subsection 1, the corporation shall file with the Office of the Secretary of State a certificate signed by an officer of the corporation setting forth that the dissolution has been approved by the directors, or by the directors and the stockholders, and a list of the names and [post office box or street] addresses, either residence or business, of the corporation’s president, secretary and treasurer , or the equivalent thereof, and all of its directors . [, certified by the president, or a vice president, and the secretary, or an assistant secretary, in the Office of the Secretary of State.]

    Sec. 14.  NRS 78.622 is hereby amended to read as follows:

    78.622  1.  If a corporation is under reorganization in a federal court pursuant to title 11 of U.S.C., it may take any action necessary to carry out any proceeding and do any act directed by the court relating to reorganization, without further action by its directors or stockholders. This authority may be exercised by:

    (a) The trustee in bankruptcy appointed by the court;

    (b) Officers of the corporation designated by the court; or

    (c) Any other representative appointed by the court, with the same effect as if exercised by the directors and stockholders of the corporation.

    2.  By filing a confirmed plan or order of reorganization, certified by the bankruptcy court, with the Secretary of State, the corporation may:

    (a) Alter, amend or repeal its bylaws;

    (b) Constitute or reconstitute and classify or reclassify its board of directors;

    (c) Name, constitute or appoint directors and officers in place of or in addition to all or some of the directors or officers then in office;

    (d) Amend its articles of incorporation;

    (e) Make any change in its authorized and issued stock;

    (f) Make any other amendment, change, alteration or provision authorized by this chapter; and

    (g) Be dissolved, transfer all or part of its assets , or merge or consolidate , or make any other change authorized by this chapter.

    3.  In any action taken pursuant to subsections 1 and 2, a stockholder has no right to demand payment for his stock.

    4.  Any amendment of the articles of incorporation made pursuant to subsection 2 must be signed under penalty of perjury by the person authorized by the court and filed with the Secretary of State. If the amendment is filed in accordance with the order of reorganization, it becomes effective when it is filed unless otherwise ordered by the court.

    5.  Any filing with the Secretary of State pursuant to this section must be accompanied by the appropriate fee, if any.

    Sec. 15.  NRS 78.730 is hereby amended to read as follows:

    78.730  1.  Any corporation which did exist or is existing under the laws of this state may, upon complying with the provisions of NRS 78.180, procure a renewal or revival of its charter for any period, together with all the rights, franchises, privileges and immunities, and subject to all its existing and preexisting debts, duties and liabilities secured or imposed by its original charter and amendments thereto, or existing charter, by filing:

    (a) A certificate with the Secretary of State, which must set forth:

        (1) The name of the corporation, which must be the name of the corporation at the time of the renewal or revival, or its name at the time its original charter expired.

        (2) The name of the person designated as the resident agent of the corporation, his street address for the service of process, and his mailing address if different from his street address.

        (3) The date when the renewal or revival of the charter is to commence or be effective, which may be, in cases of a revival, before the date of the certificate.

        (4) Whether or not the renewal or revival is to be perpetual, and, if not perpetual, the time for which the renewal or revival is to continue.

        (5) That the corporation desiring to renew or revive its charter is, or has been, organized and carrying on the business authorized by its existing or original charter and amendments thereto, and desires to renew or continue through revival its existence pursuant to and subject to the provisions of this chapter.

    (b) A list of its president, secretary and treasurer , or the equivalent thereof, and all of its directors and their [post office box or street] addresses, either residence or business.

    2.  A corporation whose charter has not expired and is being renewed shall cause the certificate to be signed by its president or vice president and secretary or assistant secretary. The certificate must be approved by a majority of the voting power of the shares.

    3.  A corporation seeking to revive its original or amended charter shall cause the certificate to be signed by a person or persons designated or appointed by the stockholders of the corporation. The execution and filing of the certificate must be approved by the written consent of stockholders of the corporation holding at least a majority of the voting power and must contain a recital that this consent was secured. If no stock has been issued, the certificate must contain a statement of that fact, and a majority of the directors then in office may designate the person to sign the certificate. The corporation shall pay to the Secretary of State the fee required to establish a new corporation pursuant to the provisions of this chapter.

    4.  The filed certificate, or a copy thereof which has been certified under the hand and seal of the Secretary of State, must be received in all courts and places as prima facie evidence of the facts therein stated and of the existence and incorporation of the corporation therein named.

    Sec. 15.5.  NRS 78.760 is hereby amended to read as follows:

    78.760  1.  The fee for filing articles of incorporation is prescribed in the following schedule:

If the amount represented by the total number of shares provided for in the articles is:

$75,000 or less      [$175] $75

Over $75,000 and not over $200,000  [225] 175

Over $200,000 and not over $500,000                [325] 275

Over $500,000 and not over $1,000,000             [425] 375

Over $1,000,000:

    For the first $1,000,000    [425] 375

    For each additional $500,000 or fraction thereof         [225] 275

    2.  The maximum fee which may be charged pursuant to this section is [$25,000] $35,000 for:

    (a) The original filing of articles of incorporation.

    (b) A subsequent filing of any instrument which authorizes an increase in stock.

    3.  For the purposes of computing the filing fees according to the schedule in subsection 1, the amount represented by the total number of shares provided for in the articles of incorporation is:

    (a) The aggregate par value of the shares, if only shares with a par value are therein provided for;

    (b) The product of the number of shares multiplied by $1, regardless of any lesser amount prescribed as the value or consideration for which shares may be issued and disposed of, if only shares without par value are therein provided for; or

    (c) The aggregate par value of the shares with a par value plus the product of the number of shares without par value multiplied by $1, regardless of any lesser amount prescribed as the value or consideration for which the shares without par value may be issued and disposed of, if shares with and without par value are therein provided for.

For the purposes of this subsection, shares with no prescribed par value shall be deemed shares without par value.

    4.  The Secretary of State shall calculate filing fees pursuant to this section with respect to shares with a par value of less than one-tenth of a cent as if the par value were one-tenth of a cent.

    Sec. 16.  NRS 78.765 is hereby amended to read as follows:

    78.765  1.  The fee for filing a certificate changing the number of authorized shares pursuant to NRS 78.209 or a certificate of amendment to articles of incorporation that increases the corporation’s authorized stock or a certificate of correction that increases the corporation’s authorized stock is the difference between the fee computed at the rates specified in NRS 78.760 upon the total authorized stock of the corporation, including the proposed increase, and the fee computed at the rates specified in NRS 78.760 upon the total authorized capital, excluding the proposed increase. In no case may the amount be less than [$150.] $175.

    2.  The fee for filing a certificate of amendment to articles of incorporation that does not increase the corporation’s authorized stock or a certificate of correction that does not increase the corporation’s authorized stock is [$150.] $175.

    3.  The fee for filing a certificate or an amended certificate pursuant to NRS 78.1955 is [$150.] $175.

    4.  The fee for filing a certificate of termination pursuant to
NRS [78.1955, 78.209 or] 78.209, 78.380 or 78.390 or a certificate of withdrawal pursuant to NRS 78.1955 is [$150.] $175.

    Sec. 16.2.  NRS 78.767 is hereby amended to read as follows:

    78.767  1.  The fee for filing a certificate of restated articles of incorporation that does not increase the corporation’s authorized stock is [$150.] $175.

    2.  The fee for filing a certificate of restated articles of incorporation that increases the corporation’s authorized stock is the difference between the fee computed pursuant to NRS 78.760 based upon the total authorized stock of the corporation, including the proposed increase, and the fee computed pursuant to NRS 78.760 based upon the total authorized stock of the corporation, excluding the proposed increase. In no case may the amount be less than [$150.] $175.

    Sec. 16.4.  NRS 78.780 is hereby amended to read as follows:

    78.780  1.  The fee for filing a certificate of extension of corporate existence of any corporation is an amount equal to one-fourth of the fee computed at the rates specified in NRS 78.760 for filing articles of incorporation.

    2.  The fee for filing a certificate of dissolution whether it occurs before or after payment of capital and beginning of business is [$60.] $75.

    Sec. 16.6.  NRS 78.785 is hereby amended to read as follows:

    78.785  1.  The fee for filing a certificate of change of location of a corporation’s registered office and resident agent, or a new designation of resident agent, is [$30.] $60.

    2.  The fee for certifying articles of incorporation where a copy is provided is [$20.] $30.

    3.  The fee for certifying a copy of an amendment to articles of incorporation, or to a copy of the articles as amended, where a copy is furnished, is [$20.] $30.

    4.  The fee for certifying an authorized printed copy of the general corporation law as compiled by the Secretary of State is [$20.] $30.

    5.  The fee for reserving a corporate name is [$20.] $25.

    6.  The fee for executing a certificate of corporate existence which does not list the previous documents relating to the corporation, or a certificate of change in a corporate name, is [$40.] $50.

    7.  The fee for executing a certificate of corporate existence which lists the previous documents relating to the corporation is [$40.] $50.

    8.  The fee for executing, certifying or filing any certificate or document not provided for in NRS 78.760 to 78.785, inclusive, is [$40.] $50.

    9.  The fee for copies made at the Office of the Secretary of State is [$1] $2 per page.

    10.  The fees for filing articles of incorporation, articles of merger, or certificates of amendment increasing the basic surplus of a mutual or reciprocal insurer must be computed pursuant to NRS 78.760, 78.765 and 92A.210, on the basis of the amount of basic surplus of the insurer.

    11.  The fee for examining and provisionally approving any document at any time before the document is presented for filing is [$100.] $125.

    Sec. 16.8.  NRS 78.795 is hereby amended to read as follows:

    78.795  1.  Any natural person or corporation residing or located in this state may [, on or after January 1 of any year but before January 31 of that year,] register for that calendar year his willingness to serve as the resident agent of a domestic or foreign corporation, limited-liability company or limited partnership with the Secretary of State. The registration must state the full, legal name of the person or corporation willing to serve as the resident agent and be accompanied by a fee of [$250] $500 per office location of the resident agent.

    2.  The Secretary of State shall maintain a list of those persons who are registered pursuant to subsection 1 and make the list available to persons seeking to do business in this state.

3.  The Secretary of State may amend any information provided in the list if a person who is included in the list:

(a) Requests the amendment; and

(b) Pays a fee of $50.

4.  The Secretary of State may adopt regulations prescribing the content, maintenance and presentation of the list.

    Sec. 17.  Chapter 78A of NRS is hereby amended by adding thereto a new section to read as follows:

1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the
Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 18.  Chapter 80 of NRS is hereby amended by adding thereto the provisions set forth as sections 19 and 20 of this act.

    Sec. 19.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 20.  1.  Except as otherwise provided in subsection 2, if a foreign corporation applies to reinstate its charter but its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign corporation must in its application for reinstatement submit in writing to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign corporation under that new name.

2.  If the applying foreign corporation submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign corporation or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 21.  NRS 80.005 is hereby amended to read as follows:

    80.005  The Secretary of State may microfilm or image any document which is filed in his office by a foreign corporation pursuant to this chapter and may return the original document to the corporation.

    Sec. 22.  NRS 80.007 is hereby amended to read as follows:

    80.007  1.  A foreign corporation may correct a document filed by the Secretary of State if the document contains an incorrect statement or was defectively executed, attested, sealed or verified.

    2.  To correct a document, the corporation [shall:] must:

    (a) Prepare a certificate of correction which:

        (1) States the name of the corporation;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the [incorrect statement and the reason it is incorrect or the manner in which the execution was defective;

(4) Corrects the incorrect statement or defective execution;] inaccuracy or defect;

(4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by an officer of the corporation [; and] or, if no stock has been issued by the corporation, by the incorporator or a director of the corporation.

    (b) Deliver the certificate to the Secretary of State for filing.

(c) Pay a filing fee of $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 23.  NRS 80.010 is hereby amended to read as follows:

    80.010  1.  Before commencing or doing any business in this state, each corporation organized pursuant to the laws of another state, territory, the District of Columbia, a possession of the United States or a foreign country, that enters this state to do business must:

    (a) File in the Office of the Secretary of State of this state:

        (1) A certificate of corporate existence issued not more than 90 days before the date of filing by an authorized officer of the jurisdiction of its incorporation setting forth the filing of documents and instruments related to the articles of incorporation, or the governmental acts or other instrument or authority by which the corporation was created. If the certificate is in a language other than English, a translation, together with the oath of the translator and his attestation of its accuracy, must be attached to the certificate.

        (2) A certificate of acceptance of appointment executed by its resident agent, who must be a resident or located in this state. The certificate must set forth the name of the resident agent, his street address for the service of process, and his mailing address if different from his street address. The street address of the resident agent is the registered office of the corporation in this state.

        (3) A statement executed by an officer of the corporation setting forth:

            (I) A general description of the purposes of the corporation; and

            (II) The authorized stock of the corporation and the number and par value of shares having par value and the number of shares having no par value.

    (b) Lodge in the Office of the Secretary of State a copy of the document most recently filed by the corporation in the jurisdiction of its incorporation setting forth the authorized stock of the corporation, the number of par-value shares and their par value, and the number of no-par-value shares.

    2.  The Secretary of State shall not file the documents required by subsection 1 for any foreign corporation whose name is not distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title, unless the written, acknowledged consent of the holder of the name on file or reserved name to use the same name or the requested similar name accompanies the articles of incorporation.

    3.  For the purposes of this section and NRS 80.012, a proposed name is not distinguishable from a name on file or reserved solely because one or the other names contains distinctive lettering, a distinctive mark, a trademark or trade name, or any combination thereof.

4.  The name of a foreign corporation whose charter has been revoked, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

5.  The Secretary of State shall not accept for filing the documents required by subsection 1 or NRS 80.110 for any foreign corporation if the name of the corporation contains the words “engineer,” “engineered,” “engineering,” “professional engineer,” “registered engineer” or “licensed engineer” unless the State Board of Professional Engineers and Land Surveyors certifies that:

    (a) The principals of the corporation are licensed to practice engineering pursuant to the laws of this state; or

    (b) The corporation is exempt from the prohibitions of NRS 625.520.

[4.] 6.  The Secretary of State shall not accept for filing the documents required by subsection 1 or NRS 80.110 for any foreign corporation if it appears from the documents that the business to be carried on by the corporation is subject to supervision by the Commissioner of Financial Institutions, unless the Commissioner certifies that:

    (a) The corporation has obtained the authority required to do business in this state; or

    (b) The corporation is not subject to or is exempt from the requirements for obtaining such authority.

[5.] 7.  The Secretary of State shall not accept for filing the documents required by subsection 1 or NRS 80.110 for any foreign corporation if the name of the corporation contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing” unless the Nevada State Board of Accountancy certifies that the foreign corporation:

    (a) Is registered pursuant to the provisions of chapter 628 of NRS; or

    (b) Has filed with the Nevada State Board of Accountancy under penalty of perjury a written statement that the foreign corporation is not engaged in the practice of accounting and is not offering to practice accounting in this state.

[6.] 8.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 24.  NRS 80.025 is hereby amended to read as follows:

    80.025  1.  If a foreign corporation cannot qualify to do business in this state because its name does not meet the requirements of [subsection 2 or 3 of] NRS 80.010, it may apply for a certificate to do business by having its board of directors adopt a resolution setting forth the name under which the corporation elects to do business in this state. The resolution may:

    (a) Add to the existing corporate name a word, abbreviation or other distinctive element; or

    (b) Adopt a name different from its existing corporate name that is available for use in this state.

    2.  In addition to the documents required by subsection 1 of NRS 80.010, the corporation shall file a resolution certifying the adoption of the modified name.

    3.  If the Secretary of State determines that the modified corporate name complies with the provisions of [subsection 2 or 3] of NRS 80.010, he shall issue the certificate in the foreign corporation’s modified name if the foreign corporation otherwise qualifies to do business in this state.

    4.  A foreign corporation doing business in this state under a modified corporate name approved by the Secretary of State shall use the modified name in its dealings and communications with the Secretary of State.

    Sec. 24.3.  NRS 80.050 is hereby amended to read as follows:

    80.050  1.  Except as otherwise provided in subsection 3, foreign corporations shall pay the same fees to the Secretary of State as are required to be paid by corporations organized pursuant to the laws of this state, but the amount of fees to be charged must not exceed:

    (a) The sum of [$25,000] $35,000 for filing documents for initial qualification; or

    (b) The sum of [$25,000] $35,000 for each subsequent filing of a certificate increasing authorized capital stock.

    2.  If the corporate documents required to be filed set forth only the total number of shares of stock the corporation is authorized to issue without reference to value, the authorized shares shall be deemed to be without par value and the filing fee must be computed pursuant to paragraph (b) of subsection 3 of NRS 78.760.

    3.  Foreign corporations which are nonprofit corporations and do not have or issue shares of stock shall pay the same fees to the Secretary of State as are required to be paid by nonprofit corporations organized pursuant to the laws of this state.

    4.  The fee for filing a notice of withdrawal from the State of Nevada by a foreign corporation is [$60.] $75.

    Sec. 24.7.  NRS 80.070 is hereby amended to read as follows:

    80.070  1.  A foreign corporation may change its resident agent by filing with the Secretary of State:

    (a) A certificate of change [,] of resident agent, signed by an officer of the corporation, setting forth:

        (1) The name of the corporation;

        (2) The name and street address of the present resident agent; and

        (3) The name and street address of the new resident agent; and

    (b) A certificate of acceptance executed by the new resident agent, which must be a part of or attached to the certificate of change [. The change authorized by this subsection becomes effective upon the filing of the certificate of change.] of resident agent.

    2.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary
of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

3.  A change authorized by subsection 1 or 2 becomes effective upon the filing of the proper certificate of change.

4.  A [person who has been designated by a foreign corporation as] resident agent [may file] who desires to resign shall:

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the corporation for the service of process [.

3.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

5.  Upon the filing of the statement of resignation with the
Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation is not accompanied by a statement of the corporation appointing a successor resident agent, the resigning resident agent shall give written notice, by mail, to the corporation, of the filing of the statement and its effect. The notice must be addressed to any officer of the corporation other than the resident agent.

[4.] 6.  If a resident agent dies, resigns or moves from the State, the corporation, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the name of the new resident agent, his street address for the service of process, and his mailing address if different from his street address.

[5.] 7.  A corporation that fails to file a certificate of acceptance executed by a new resident agent within 30 days after the death, resignation or removal of its resident agent shall be deemed in default and is subject to the provisions of NRS 80.150 and 80.160.

    Sec. 25.  NRS 80.110 is hereby amended to read as follows:

    80.110  1.  Each foreign corporation doing business in this state shall, on or before the [first] last day of the [second] first month after the filing of its certificate of corporate existence with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

    (a) The names and addresses, either residence or business, of its president, secretary and treasurer , or [their equivalent,] the equivalent thereof, and all of its directors;

    (b) [A designation of its] The name and street address of the lawfully designated resident agent of the corporation in this state; and

    (c) The signature of an officer of the corporation.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the foreign corporation has complied with the provisions of chapter 364A of NRS [.] and which acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing with the Office of the Secretary of State.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the corporation shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the corporation shall pay to the Secretary of State [a fee of $85.] , if the amount represented by the total number of shares provided for in the articles is:

$75,000 or less $125

Over $75,000 and not over $200,000 175

Over $200,000 and not over $500,000 275

Over $500,000 and not over $1,000,000 375

Over $1,000,000:

For the first $1,000,000 375

For each additional $500,000 or fraction thereof 275

The maximum fee which may be charged pursuant to paragraph (b) for filing the annual list is $11,100.

    3.  If a director or officer of a corporation resigns and the resignation is not made in conjunction with the filing of an annual or amended list of directors and officers, the corporation shall pay to the Secretary of State a fee of $75 to file the resignation of the director or officer.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each corporation which is required to comply with the provisions of NRS 80.110 to 80.170, inclusive, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any corporation to receive the forms does not excuse it from the penalty imposed by the provisions of NRS 80.110 to 80.170, inclusive.

[4.] 5.  An annual list for a corporation not in default which is received by the Secretary of State more than [60] 90 days before its due date shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 26.  NRS 80.120 is hereby amended to read as follows:

    80.120  If a corporation has filed the initial or annual list in compliance with NRS 80.110 and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the corporation constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year. [If the corporation desires a formal certificate upon its payment of the initial or annual fee, its payment must be accompanied by a self-addressed, stamped envelope.]

    Sec. 27.  NRS 80.140 is hereby amended to read as follows:

    80.140  1.  [Every] Each list required to be filed under the provisions of NRS 80.110 to 80.170, inclusive, must, after the name of each officer and director listed thereon, set forth the [post office box or street] address, either residence or business, of each officer and director.

    2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the corporation for which the list has been offered for filing is subject to all the provisions of NRS 80.110 to 80.170, inclusive, relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 28.  NRS 80.150 is hereby amended to read as follows:

    80.150  1.  Any corporation required to make a filing and pay the fee prescribed in NRS 80.110 to 80.170, inclusive, which refuses or neglects to do so within the time provided [,] is in default.

    2.  For default there must be added to the amount of the fee a penalty of [$50,] $75 and unless the filing is made and the fee and penalty are paid on or before the [first day of the ninth month following the month] last day of the month in which the anniversary date of incorporation occurs in which filing was required, the defaulting corporation by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 29.  NRS 80.160 is hereby amended to read as follows:

    80.160  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each corporation deemed in default pursuant to NRS 80.150. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  Immediately after the [first day of the ninth month following the month in which filing was required,] last day of the month in which the anniversary date of incorporation occurs, the Secretary of State shall compile a [full and] complete list containing the names of all corporations whose right to [do] transact business has been forfeited.

    3.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each corporation specified in subsection 2 of the forfeiture of its right to do business. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 30.  NRS 80.170 is hereby amended to read as follows:

    80.170  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a corporation which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the corporation its right to transact business in this state, and to exercise its corporate privileges and immunities , if it:

    (a) Files with the Secretary of State [a] :

(1) The list as provided in NRS 80.110 and 80.140; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 80.110 and 80.150 for each year or portion thereof that its right to transact business was forfeited; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  [If payment is made and] When the Secretary of State reinstates the corporation , [to its former rights,] he shall [:

(a) Immediately issue and deliver to the corporation so reinstated a certificate of reinstatement authorizing it to transact business in the same manner as if the filing fee had been paid when due; and

(b) Upon demand,] issue to the corporation [one or more certified copies of the] a certificate of reinstatement [.] if the corporation:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to subsection 8 of NRS 78.785.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid [,] and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

    4.  If the right of a corporation to transact business in this state has been forfeited pursuant to the provisions of NRS 80.160 and has remained forfeited for a period of 5 consecutive years, the right is not subject to reinstatement.

    Sec. 30.5.  NRS 80.190 is hereby amended to read as follows:

    80.190  1.  Except as otherwise provided in subsection 2, each foreign corporation doing business in this state shall, not later than the month of March in each year, publish a statement of its last calendar year’s business in two numbers or issues of a newspaper published in this state [.] that has a total weekly circulation of at least 1,000. The statement must include:

(a) The name of the corporation.

(b) The name and title of the corporate officer submitting the statement.

(c) The mailing or street address of the corporation’s principal office.

(d) The mailing or street address of the corporation’s office in this state, if one exists.

(e) The total assets and liabilities of the corporation at the end of the year.

    2.  If the corporation keeps its records on the basis of a fiscal year other than the calendar, the statement required by subsection 1 must be published not later than the end of the third month following the close of each fiscal year.

    3.  A corporation which neglects or refuses to publish a statement as required by this section is liable to a penalty of $100 for each month that the statement remains unpublished.

    4.  Any district attorney in the State or the Attorney General may sue to recover the penalty. The first county suing through its district attorney shall recover the penalty, and if no suit is brought for the penalty by any district attorney, the State may recover through the Attorney General.

    Sec. 31.  Chapter 81 of NRS is hereby amended by adding thereto the provisions set forth as sections 32 and 33 of this act.

    Sec. 32.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 33.  1.  A nonprofit cooperative corporation, a cooperative association, a charitable organization or any other entity formed under the provisions of this chapter may correct a document filed by the
Secretary of State with respect to the entity if the document contains an inaccurate record of an action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

2.  To correct a document, the entity must:

(a) Prepare a certificate of correction which:

(1) States the name of the entity;

(2) Describes the document, including, without limitation, its filing date;

(3) Specifies the inaccuracy or defect;

(4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

(5) Is signed by an officer of the entity or, if the certificate is filed before the first meeting of the board of directors, by an incorporator or director.

(b) Deliver the certificate to the Secretary of State for filing.

(c) Pay a filing fee of $25 to the Secretary of State.

3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 34.  NRS 81.200 is hereby amended to read as follows:

    81.200  1.  [Every] Each association formed under NRS 81.170 to 81.270, inclusive, shall prepare articles of association in writing, setting forth:

    (a) The name of the association.

    (b) The purpose for which it is formed.

    (c) The name of the person designated as the resident agent, the street address for service of process, and the mailing address if different from the street address.

    (d) The term for which it is to exist, which may be perpetual.

    (e) The [number of the directors thereof, and the] names and [residences of those] addresses, either residence or business, of the directors selected for the first year.

    (f) The amount which each member is to pay upon admission as a fee for membership, and that each member signing the articles has actually paid the fee.

    (g) That the interest and right of each member therein is to be equal.

    (h) The name and [post office box or street] address, either residence or business, of each of the persons executing the articles of association.

    2.  The articles of association must be subscribed by the original associates or members.

    3.  The articles so subscribed must be filed, together with a certificate of acceptance of appointment executed by the resident agent for the association, in the Office of the Secretary of State, who shall furnish a certified copy thereof. From the time of the filing in the Office of the Secretary of State, the association may exercise all the powers for which it was formed.

    Sec. 35.  Chapter 82 of NRS is hereby amended by adding thereto the provisions set forth as sections 36 to 44, inclusive, of this act.

    Sec. 36.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 37.  1.  A corporation may correct a document filed by the Secretary of State with respect to the corporation if the document contains an inaccurate record of a corporate action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

2.  To correct a document, the corporation must:

(a) Prepare a certificate of correction which:

(1) States the name of the corporation;

(2) Describes the document, including, without limitation, its filing date;

(3) Specifies the inaccuracy or defect;

(4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

(5) Is signed by an officer of the corporation or, if the certificate is filed before the first meeting of the board of directors, by an incorporator or director.

(b) Deliver the certificate to the Secretary of State for filing.

(c) Pay a filing fee of $25 to the Secretary of State.

3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 38.  1.  Each foreign nonprofit corporation doing business in this state shall, on or before the last day of the first month after the filing of its application for registration as a foreign nonprofit corporation with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

(a) The name of the foreign nonprofit corporation;

(b) The file number of the foreign nonprofit corporation, if known;

(c) The names and titles of the president, secretary and treasurer, or the equivalent thereof, and all of the directors of the foreign nonprofit corporation;

(d) The address, either residence or business, of the president, secretary and treasurer, or the equivalent thereof, and each director of the foreign nonprofit corporation;

(e) The name and address of its resident agent in this state; and

(f) The signature of an officer of the foreign nonprofit corporation certifying that the list is true, complete and accurate.

2.  Each list filed pursuant to this section must be accompanied by a declaration under penalty of perjury that the foreign nonprofit corporation:

(a) Has complied with the provisions of chapter 364A of NRS; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing with the Office of the Secretary of State.

3.  Upon filing the initial list and each annual list pursuant to this section, the foreign nonprofit corporation must pay to the Secretary of State a fee of $25.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list, cause to be mailed to each foreign nonprofit corporation which is required to comply with the provisions of sections 38 to 44, inclusive, of this act, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any foreign nonprofit corporation to receive the forms does not excuse it from the penalty imposed by the provisions of sections 38 to 44, inclusive, of this act.

5.  An annual list for a foreign nonprofit corporation not in default that is received by the Secretary of State more than 90 days before its due date shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 39.  If a foreign nonprofit corporation has filed the initial or annual list in compliance with section 38 of this act and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign nonprofit corporation constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.

    Sec. 40.  1.  Each list required to be filed under the provisions of sections 38 to 44, inclusive, of this act must, after the name of each officer listed thereon, set forth the address, either residence or business, of each officer.

2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign nonprofit corporation for which the list has been offered for filing is subject to all the provisions of sections 38 to 44, inclusive, of this act relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 41.  1.  Each foreign nonprofit corporation required to make a filing and pay the fee prescribed in sections 38 to 44, inclusive, of this act that refuses or neglects to do so within the time provided is in default.

2.  For default there must be added to the amount of the fee a penalty of $50, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign nonprofit corporation occurs, the defaulting foreign nonprofit corporation forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 42.  1.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign nonprofit corporation deemed in default pursuant to section 41 of this act. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

2.  Immediately after the last day of the month in which the anniversary date of incorporation occurs, the Secretary of State shall compile a complete list containing the names of all foreign nonprofit corporations whose right to transact business has been forfeited.

3.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign nonprofit corporation specified in subsection 2 of the forfeiture of its right to transact business. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 43.  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a foreign nonprofit corporation which has forfeited or which forfeits its right to transact business pursuant to the provisions of sections 38 to 44, inclusive, of this act and restore to the foreign nonprofit corporation its right to transact business in this state, and to exercise its corporate privileges and immunities, if it:

(a) Files with the Secretary of State a list as provided in sections 38 and 40 of this act; and

(b) Pays to the Secretary of State:

(1) The filing fee and penalty set forth in sections 38 and 41 of this act for each year or portion thereof that its right to transact business was forfeited; and

(2) A fee of $100 for reinstatement.

2.  When the Secretary of State reinstates the foreign nonprofit corporation, he shall issue to the foreign nonprofit corporation a certificate of reinstatement if the foreign nonprofit corporation:

(a) Requests a certificate of reinstatement; and

(b) Pays the fees as provided in subsection 8 of NRS 78.785.

3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

4.  If the right of a foreign nonprofit corporation to transact business in this state has been forfeited pursuant to the provisions of section 42 of this act and has remained forfeited for a period of 5 consecutive years, the right to transact business must not be reinstated.

    Sec. 44.  1.  Except as otherwise provided in subsection 2, if a foreign nonprofit corporation applies to reinstate its charter but its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title and that name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign nonprofit corporation must in its application for reinstatement submit in writing to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign nonprofit corporation under that new name.

2.  If the applying foreign nonprofit corporation submits the written, acknowledged consent of the artificial person having a name, or who has reserved a name, which is not distinguishable from the old name of the applying foreign nonprofit corporation or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 45.  NRS 82.106 is hereby amended to read as follows:

    82.106  1.  The Secretary of State shall not accept for filing pursuant to this chapter any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed or existing pursuant to this chapter if the name of the corporation contains the words “trust,” “engineer,” “engineered,” “engineering,” “professional engineer” or “licensed engineer.”

    2.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed or existing under this chapter when it appears from the articles or the certificate of amendment that the business to be carried on by the corporation is subject to supervision by the Commissioner
of Insurance.

    3.  The Secretary of State shall not accept for filing pursuant to this chapter any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed or existing pursuant to this chapter if the name of the corporation contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing.”

4.  The Secretary of State shall not accept for filing any articles of incorporation or any certificate of amendment of articles of incorporation of any corporation formed or existing pursuant to the laws of this state which provides that the name of the corporation contains the words “unit-owners’ association” or “homeowners’ association” or if it appears in the articles of incorporation or certificate of amendment that the purpose of the corporation is to operate as a unit-owners’ association pursuant to chapter 116 of NRS unless the Administrator of the Real Estate Division of the Department of Business and Industry certifies that the corporation has:

(a) Registered with the Ombudsman for Owners in Common-Interest Communities pursuant to NRS 116.31158; and

(b) Paid to the Administrator of the Real Estate Division the fees required pursuant to NRS 116.31155.

    Sec. 46.  NRS 82.193 is hereby amended to read as follows:

    82.193  1.  A corporation shall have a resident agent in the manner provided in NRS 78.090, 78.095, 78.097 and 78.110. The resident agent and the corporation shall comply with the provisions of those sections.

    2.  Upon notification from the Administrator of the Real Estate Division of the Department of Business and Industry that a corporation which is a unit-owners’ association as defined in NRS 116.110315 has failed to register pursuant to NRS 116.31158 or failed to pay the fees pursuant to
NRS 116.31155, the Secretary of State shall deem the corporation to be in default. If, after the corporation is deemed to be in default, the Administrator notifies the Secretary of State that the corporation has registered pursuant to NRS 116.31158 and paid the fees pursuant to NRS 116.31155, the Secretary of State shall reinstate the corporation if the corporation complies with the requirements for reinstatement as provided in this section and NRS 78.150 to 78.185, inclusive.

3.  A corporation is subject to the provisions of NRS 78.150 to 78.185, inclusive, except that:

    (a) The fee for filing a list is [$15;] $25;

    (b) The penalty added for default is [$5;] $50; and

    (c) The fee for reinstatement is [$25.] $100.

    Sec. 47.  NRS 82.356 is hereby amended to read as follows:

    82.356  1.  [Every] Each amendment adopted pursuant to the provisions of NRS 82.351 must be made in the following manner:

    (a) The board of directors must adopt a resolution setting forth the amendment proposed, approve it and, if the corporation has members entitled to vote on an amendment to the articles, call a meeting, either annual or special, of the members. The amendment must also be approved by [every] each public official or other person whose approval of an amendment of articles is required by the articles.

    (b) At the meeting of members, of which notice must be given to each member entitled to vote pursuant to the provisions of this section, a vote of the members entitled to vote in person or by proxy must be taken for and against the proposed amendment. A majority of a quorum of the voting power of the members or such greater proportion of the voting power of members as may be required in the case of a vote by classes, as provided in subsection 3, or as may be required by the articles, must vote in favor of the amendment.

    (c) Upon approval of the amendment by the directors, or if the corporation has members entitled to vote on an amendment to the articles, by both the directors and those members, and such other persons or public officers, if any, as are required to do so by the articles, [the chairman of the board or the president or vice president, and the secretary or assistant secretary,] an officer of the corporation must execute a certificate setting forth the amendment, or setting forth the articles as amended, that the public officers or other persons, if any, required by the articles have approved the amendment, and the vote of the members and directors by which the amendment was adopted.

    (d) The certificate so executed must be filed in the Office of the Secretary of State.

    2.  Upon filing the certificate, the articles of incorporation are amended accordingly.

    3.  If any proposed amendment would alter or change any preference or any relative or other right given to any class of members, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of a majority of a quorum of the voting power of each class of members affected by the amendment regardless of limitations or restrictions on their voting power.

    4.  In the case of any specified amendments, the articles may require a larger vote of members than that required by this section.

    Sec. 48.  NRS 82.451 is hereby amended to read as follows:

    82.451  1.  A corporation may be dissolved and its affairs wound up voluntarily if the board of directors adopts a resolution to that effect and calls a meeting of the members entitled to vote to take action upon the resolution. The resolution must also be approved by any person or superior organization whose approval is required by a provision of the articles authorized by
NRS 82.091. The meeting of the members must be held with due notice. If at the meeting the members entitled to exercise a majority of all the voting power consent by resolution to the dissolution, a certificate signed by an officer of the corporation setting forth that the dissolution has been approved in compliance with this section, together with a list of the names and [residences] addresses, either residence or business, of the [directors and officers, executed by the chairman of the board, president or vice president, and the secretary or an assistant secretary,] president, secretary and treasurer, or the equivalent thereof, and all of the directors of the corporation, must be filed in the Office of the Secretary of State.

    2.  If a corporation has no members entitled to vote upon a resolution calling for the dissolution of the corporation, the corporation may be dissolved and its affairs wound up voluntarily by the board of directors if it adopts a resolution to that effect. The resolution must also be approved by any person or superior organization whose approval is required by a provision of the articles authorized by NRS 82.091. A certificate setting forth that the dissolution has been approved in compliance with this section and a list of the officers and directors, [executed] signed as provided in subsection 1, must be filed in the Office of the Secretary of State.

    3.  Upon the dissolution of any corporation under the provisions of this section or upon the expiration of its period of corporate existence, the directors are the trustees of the corporation in liquidation and in winding up the affairs of the corporation. The act of a majority of the directors as trustees remaining in office is the act of the directors as trustees.

    Sec. 49.  NRS 82.526 is hereby amended to read as follows:

    82.526  The Secretary of State may microfilm or image any document which is filed in his office by a corporation pursuant to this chapter and may return the original document to the corporation.

    Sec. 49.3.  NRS 82.531 is hereby amended to read as follows:

    82.531  1.  The fee for filing articles of incorporation, amendments to or restatements of articles of incorporation, certificates pursuant to NRS 82.061 and 82.063 and documents for dissolution is [$25] $50 for each document.

    2.  Except as otherwise provided in NRS 82.193 and subsection 1, the fees for filing documents are those set forth in NRS 78.765 to 78.785, inclusive.

    Sec. 49.7.  NRS 82.546 is hereby amended to read as follows:

    82.546  1.  Any corporation which did exist or is existing pursuant to the laws of this state may, upon complying with the provisions of NRS 78.150 and 82.193, procure a renewal or revival of its charter for any period, together with all the rights, franchises, privileges and immunities, and subject to all its existing and preexisting debts, duties and liabilities secured or imposed by its original charter and amendments thereto, or its existing charter, by filing:

    (a) A certificate with the Secretary of State, which must set forth:

        (1) The name of the corporation, which must be the name of the corporation at the time of the renewal or revival, or its name at the time its original charter expired.

        (2) The name and street address of the lawfully designated resident agent of the filing corporation, and his mailing address if different from his street address.

        (3) The date when the renewal or revival of the charter is to commence or be effective, which may be, in cases of a revival, before the date of the certificate.

        (4) Whether or not the renewal or revival is to be perpetual, and, if not perpetual, the time for which the renewal or revival is to continue.

        (5) That the corporation desiring to renew or revive its charter is, or has been, organized and carrying on the business authorized by its existing or original charter and amendments thereto, and desires to renew or continue through revival its existence pursuant to and subject to the provisions of this chapter.

    (b) A list of its president, secretary and treasurer and all of its directors and their post office box and street addresses, either residence or business.

    2.  A corporation whose charter has not expired and is being renewed shall cause the certificate to be signed by its president or vice president and secretary or assistant secretary. The certificate must be approved by a majority of the last-appointed surviving directors.

    3.  A corporation seeking to revive its original or amended charter shall cause the certificate to be signed by its president or vice president and secretary or assistant secretary. The execution and filing of the certificate must be approved unanimously by the last-appointed surviving directors of the corporation and must contain a recital that unanimous consent was secured. The corporation shall pay to the Secretary of State the fee required to establish a new corporation pursuant to the provisions of this chapter.

    4.  The filed certificate, or a copy thereof which has been certified under the hand and seal of the Secretary of State, must be received in all courts and places as prima facie evidence of the facts therein stated and of the existence and incorporation of the corporation named therein.

    Sec. 50.  Chapter 84 of NRS is hereby amended by adding thereto the provisions set forth as sections 51 and 52 of this act.

    Sec. 51.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 52.  1.  A corporation sole may correct a document filed by the Secretary of State with respect to the corporation sole if the document contains an inaccurate record of an action of the corporation sole described in the document or was defectively executed, attested, sealed, verified or acknowledged.

2.  To correct a document, the corporation sole must:

(a) Prepare a certificate of correction which:

(1) States the name of the corporation sole;

(2) Describes the document, including, without limitation, its filing date;

(3) Specifies the inaccuracy or defect;

(4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

(5) Is signed by an archbishop, bishop, president, trustee in trust, president of stake, president of congregation, overseer, presiding elder, district superintendent or other presiding officer or clergyman of a church, religious society or denomination, who has been chosen, elected or appointed in conformity with the constitution, canons, rites, regulations or discipline of the church, religious society or denomination, and in whom is vested the legal title to the property held for the purpose, use or benefit of the church or religious society or denomination.

(b) Deliver the certificate to the Secretary of State for filing.

(c) Pay a filing fee of $25 to the Secretary of State.

3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

Sec. 52.3.  NRS 84.090 is hereby amended to read as follows:

    84.090  1.  The fee for filing articles of incorporation, amendments to or restatements of articles of incorporation [, certificates of reinstatement] and documents for dissolution is [$25] $50 for each document.

    2.  Except as otherwise provided in this chapter, the fees set forth in
NRS 78.785 apply to this chapter.

    Sec. 52.5.  NRS 84.110 is hereby amended to read as follows:

    84.110  1.  Every corporation sole must have a resident agent in the manner provided in NRS 78.090 and 78.095, subsections 1 to 4, inclusive, of NRS 78.097 and NRS 78.110. The resident agent shall comply with the provisions of those sections.

    2.  A corporation sole that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 84.130 and 84.140.

    3.  [No] A corporation sole [may be required to file an annual list of officers, directors and designation of resident agent.] is subject to the provisions of NRS 78.150 to 78.185, inclusive, except that:

(a) The fee for filing a list is $25;

(b) The penalty added for default is $50; and

(c) The fee for reinstatement is $100.

Sec. 52.7.  NRS 84.120 is hereby amended to read as follows:

    84.120  1.  A resident agent who wishes to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each corporation sole] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act as the resident agent of the corporation for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected corporation sole appointing a successor resident agent for that corporation. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the
Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the corporation sole appointing a successor resident agent, the resigning resident agent shall immediately give written notice, by mail, to the corporation of the filing of the statement and its effect. The notice must be addressed to the person in whom is vested the legal title to property specified in NRS 84.020.

    4.  If a resident agent dies, resigns or removes from the State, the corporation sole, within 30 days thereafter, shall file with the
Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the full name and complete street address of the new resident agent for the service of process, and may have a separate mailing address, such as a post office box, which may be different from the street address.

    5.  A corporation sole that fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 84.130 and 84.140.

    Sec. 53.  NRS 84.140 is hereby amended to read as follows:

    84.140  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each corporation sole deemed in default pursuant to the provisions of this chapter. The notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  On the first day of the [ninth] first anniversary of the month following the month in which the filing was required, the charter of the corporation sole is revoked and its right to transact business is forfeited.

    3.  The Secretary of State shall compile a complete list containing the names of all corporations sole whose right to [do] transact business has been forfeited.

4.  The Secretary of State shall forthwith notify, by [letter addressed] providing written notice to its resident agent, each [such] corporation specified in subsection 3 of the forfeiture of its charter. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 54.  Chapter 86 of NRS is hereby amended by adding thereto the provisions set forth as sections 55 to 62, inclusive, of this act.

    Sec. 55.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 56.  1.  Each foreign limited-liability company doing business in this state shall, on or before the last day of the first month after the filing of its application for registration as a foreign limited-liability company with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list on a form furnished by him that contains:

(a) The name of the foreign limited-liability company;

(b) The file number of the foreign limited-liability company, if known;

(c) The names and titles of all its managers or, if there is no manager, all of its managing members;

(d) The address, either residence or business, of each manager or managing member listed pursuant to paragraph (c);

(e) The name and address of its resident agent in this state; and

(f) The signature of a manager or managing member of the foreign limited-liability company certifying that the list is true, complete and accurate.

2.  Each list filed pursuant to this section must be accompanied by a declaration under penalty of perjury that the foreign limited-liability company:

(a) Has complied with the provisions of chapter 364A of NRS; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing with the Office of the Secretary of State.

3.  Upon filing:

(a) The initial list required by this section, the foreign limited-liability company shall pay to the Secretary of State a fee of $125.

(b) Each annual list required by this section, the foreign limited-liability company shall pay to the Secretary of State a fee of $125.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by this section, cause to be mailed to each foreign limited-liability company which is required to comply with the provisions of sections 56 to 62, inclusive, of this act, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any foreign limited-liability company to receive the forms does not excuse it from the penalty imposed by the provisions of sections 56 to 62, inclusive, of this act.

5.  An annual list for a foreign limited-liability company not in default which is received by the Secretary of State more than 90 days before its due date must be deemed an amended list for the previous year and does not satisfy the requirements of this section for the year to which the due date is applicable.

    Sec. 57.  If a foreign limited-liability company has filed the initial or annual list in compliance with section 56 of this act and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign limited-liability company constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.

    Sec. 58.  1.  Each list required to be filed under the provisions of sections 56 to 62, inclusive, of this act must, after the name of each manager or, if there is no manager, each of its managing members listed thereon, set forth the address, either residence or business, of each manager or managing member.

2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign limited-liability company for which the list has been offered for filing is subject to all the provisions of sections 56 to 62, inclusive, of this act relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 59.  1.  Each foreign limited-liability company required to make a filing and pay the fee prescribed in sections 56 to 62, inclusive, of this act which refuses or neglects to do so within the time provided is in default.

2.  For default there must be added to the amount of the fee a penalty of $50, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign limited-liability company occurs, the defaulting foreign limited-liability company by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 60.  1.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited-liability company deemed in default pursuant to section 59 of this act. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

2.  Immediately after the last day of the month in which the anniversary date of its organization occurs, the Secretary of State shall compile a complete list containing the names of all foreign limited-liability companies whose right to transact business has been forfeited.

3.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited-liability company specified in subsection 2 of the forfeiture of its right to transact business. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 61.  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a foreign limited-liability company which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign limited-liability company its right to transact business in this state, and to exercise its privileges and immunities, if it:

(a) Files with the Secretary of State a list as provided in sections 56
and 58 of this act; and

(b) Pays to the Secretary of State:

(1) The filing fee and penalty set forth in sections 56 and 59 of this act for each year or portion thereof that its right to transact business was forfeited; and

(2) A fee of $300 for reinstatement.

2.  When the Secretary of State reinstates the foreign limited-liability company, he shall issue to the foreign limited-liability company a certificate of reinstatement if the foreign limited-liability company:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 86.561.

3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

4.  If the right of a foreign limited-liability company to transact business in this state has been forfeited pursuant to the provisions of section 60 of this act and has remained forfeited for a period of 5 consecutive years, the right must not be reinstated.

    Sec. 62.  1.  Except as otherwise provided in subsection 2, if a foreign limited-liability company applies to reinstate its registration but its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign limited-liability company must in its application for reinstatement submit in writing to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign limited-liability company under that new name.

2.  If the applying foreign limited-liability company submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign limited-liability company or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 63.  NRS 86.161 is hereby amended to read as follows:

    86.161  1.  The articles of organization must set forth:

    (a) The name of the limited-liability company;

    (b) The name and complete street address of its resident agent, and the mailing address of the resident agent if different from the street address;

    (c) The name and [post office or street] address, either residence or business, of each of the organizers executing the articles; and

    (d) If the company is to be managed by:

        (1) One or more managers, the name and [post office or street] address, either residence or business, of each manager; or

        (2) The members, the name and [post office or street] address, either residence or business, of each member.

    2.  The articles may set forth any other provision, not inconsistent with law, which the members elect to set out in the articles of organization for the regulation of the internal affairs of the company, including any provisions which under this chapter are required or permitted to be set out in the operating agreement of the company.

    3.  It is not necessary to set out in the articles of organization:

    (a) The rights, if any, of the members to contract debts on behalf of the limited-liability company; or

    (b) Any of the powers enumerated in this chapter.

    Sec. 64.  NRS 86.171 is hereby amended to read as follows:

    86.171  1.  The name of a limited-liability company formed under the provisions of this chapter must contain the words “Limited-Liability Company,” “Limited Company,” or “Limited” or the abbreviations “Ltd.,” “L.L.C.,” “L.C.,” “LLC” or “LC.” The word “Company” may be abbreviated as “Co.”

    2.  The name proposed for a limited-liability company must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If a proposed name is not so distinguishable, the Secretary of State shall return the articles of organization to the organizer, unless the written, acknowledged consent of the holder of the name on file or reserved name to use the same name or the requested similar name accompanies the articles of organization.

    3.  For the purposes of this section and NRS 86.176, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination [of these.] thereof.

    4.  The name of a limited-liability company whose charter has been revoked, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

    5.  The Secretary of State shall not accept for filing any articles of organization for any limited-liability company if the name of the limited-liability company contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing” unless the Nevada State Board
of Accountancy certifies that the limited-liability company:

    (a) Is registered pursuant to the provisions of chapter 628 of NRS; or

    (b) Has filed with the Nevada State Board of Accountancy under penalty of perjury a written statement that the limited-liability company is not engaged in the practice of accounting and is not offering to practice accounting in this state.

    6.  The Secretary of State shall not accept for filing any articles of organization or certificate of amendment of articles of organization of any limited-liability company formed or existing pursuant to the laws of this state which provides that the name of the limited-liability company contains the word “bank” or “trust” unless:

(a) It appears from the articles of organization or the certificate of amendment that the limited-liability company proposes to carry on business as a banking or trust company, exclusively or in connection with its business as a bank, savings and loan association or thrift company; and

(b) The articles of organization or certificate of amendment is first approved by the Commissioner of Financial Institutions.

7.  The Secretary of State shall not accept for filing any articles of organization or certificate of amendment of articles of organization of any limited-liability company formed or existing pursuant to the provisions of this chapter if it appears from the articles or the certificate of amendment that the business to be carried on by the limited-liability company is subject to supervision by the Commissioner of Insurance or by the Commissioner
of Financial Institutions unless the articles or certificate of amendment is approved by the Commissioner who will supervise the business of the foreign limited-liability company.

8.  Except as otherwise provided in subsection 7, the Secretary of State shall not accept for filing any articles of organization or certificate of amendment of articles of organization of any limited-liability company formed or existing pursuant to the laws of this state which provides that the name of the limited-liability company contains the words “engineer,” “engineered,” “engineering,” “professional engineer,” “registered engineer” or “licensed engineer” unless:

(a) The State Board of Professional Engineers and Land Surveyors certifies that the principals of the limited-liability company are licensed to practice engineering pursuant to the laws of this state; or

(b) The State Board of Professional Engineers and Land Surveyors certifies that the limited-liability company is exempt from the prohibitions of NRS 625.520.

9.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 65.  NRS 86.221 is hereby amended to read as follows:

    86.221  1.  The articles of organization of a limited-liability company may be amended for any purpose, not inconsistent with law, as determined by all of the members or permitted by the articles or an operating agreement.

    2.  An amendment must be made in the form of a certificate setting forth:

    (a) The name of the limited-liability company;

    (b) Whether the limited-liability company is managed by [one or more] managers or members; and

    (c) The amendment to the articles of organization.

    3.  The certificate of amendment must be signed by a manager of the company or, if management is not vested in a manager, by a member.

    4.  Restated articles of organization may be executed and filed in the same manner as a certificate of amendment. If the certificate alters or amends the articles in any manner, it must be accompanied by:

    (a) A resolution; or

    (b) A form prescribed by the Secretary of State, setting forth which provisions of the articles of organization on file with the Secretary of State are being altered or amended.

    Sec. 65.3.  NRS 86.226 is hereby amended to read as follows:

    86.226  1.  A signed certificate of amendment, or a certified copy of a judicial decree of amendment, must be filed with the Secretary of State. A person who executes a certificate as an agent, officer or fiduciary of the limited-liability company need not exhibit evidence of his authority as a prerequisite to filing. Unless the Secretary of State finds that a certificate does not conform to law, upon his receipt of all required filing fees he shall file the certificate.

    2.  A certificate of amendment or judicial decree of amendment is effective upon filing with the Secretary of State or upon a later date specified in the certificate or judicial decree, which must not be more than 90 days after the certificate or judicial decree is filed.

    3.  If a certificate specifies an effective date and if the resolution of the members approving the proposed amendment provides that one or more managers or, if management is not vested in a manager, one or more members may abandon the proposed amendment, then those managers or members may terminate the effectiveness of the certificate by filing a certificate of termination with the Secretary of State that:

    (a) Is filed before the effective date specified in the certificate or judicial decree filed pursuant to subsection 1;

    (b) Identifies the certificate being terminated;

    (c) States that, pursuant to the resolution of the members, the manager of the company or, if management is not vested in a manager, a designated member is authorized to terminate the effectiveness of the certificate;

    (d) States that the effectiveness of the certificate has been terminated;

    (e) Is signed by a manager of the company or, if management is not vested in a manager, a designated member; and

    (f) Is accompanied by a filing fee of [$150.] $175.

    Sec. 65.5.  NRS 86.235 is hereby amended to read as follows:

    86.235  1.  If a limited-liability company formed pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change of resident agent signed by a manager of the company or, if management is not vested in a manager, by a member, that sets forth:

    (a) The name of the limited-liability company;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 65.7.  NRS 86.251 is hereby amended to read as follows:

    86.251  1.  A resident agent who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each limited-liability company] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act as the resident agent of the limited-liability company for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected limited-liability company appointing a successor resident agent for that limited-liability company, giving the agent’s full name, street address for the service of process, and mailing address if different from the street address. A certificate of acceptance executed by the new resident agent must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the Secretary of State the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the limited-liability company appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the limited-liability company of the filing of the statement and its effect. The notice must be addressed to any manager or, if none, to any member, of the limited-liability company other than the resident agent.

    4.  If a resident agent dies, resigns or moves from the State, the limited-liability company, within 30 days thereafter, shall file with the
Secretary of State a certificate of acceptance executed by the new resident agent. The certificate must set forth the name, complete street address and mailing address, if different from the street address, of the new resident agent.

    5.  Each limited-liability company which fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its resident agent as provided in subsection 4, shall be deemed in default and is subject to the provisions of NRS 86.272 and 86.274.

    Sec. 66.  NRS 86.263 is hereby amended to read as follows:

    86.263  1.  A limited-liability company shall, on or before the [first] last day of the [second] first month after the filing of its articles of organization with the Secretary of State, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the limited-liability company;

    (b) The file number of the limited-liability company, if known;

    (c) The names and titles of all of its managers or, if there is no manager, all of its managing members;

    (d) The [mailing or street] address, either residence or business, of each manager or managing member listed, following the name of the manager or managing member;

    (e) The name and [street] address of the lawfully designated resident agent of the limited-liability company; and

    (f) The signature of a manager or managing member of the limited-liability company certifying that the list is true, complete and accurate.

    2.  The limited-liability company shall annually thereafter, on or before the last day of the month in which the anniversary date of its organization occurs, file with the Secretary of State, on a form furnished by him, an amended list containing all of the information required in subsection 1. [If the limited-liability company has had no changes in its managers or, if there is no manager, its managing members, since its previous list was filed, no amended list need be filed if a manager or managing member of the limited-liability company certifies to the Secretary of State as a true and accurate statement that no changes in the managers or managing members have occurred.]

    3.  Each list required by [subsection 1 and each list or certification required by subsection] subsections 1 and 2 must be accompanied by a declaration under penalty of perjury that the limited-liability company [has] :

(a) Has complied with the provisions of chapter 364A of NRS [.] ; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

    4.  Upon filing:

    (a) The initial list required by subsection 1, the limited-liability company shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 2 , [or certifying that no changes have occurred,] the limited-liability company shall pay to the Secretary of State a fee of [$85.] $125.

    5.  If a manager or managing member of a limited-liability company resigns and the resignation is not made in conjunction with the filing of an annual or amended list of managers and managing members, the limited-liability company shall pay to the Secretary of State a fee of $75 to file the resignation of the manager or managing member.

6.  The Secretary of State shall, 60 days before the last day for filing each list required by subsection 2, cause to be mailed to each limited-liability company which is required to comply with the provisions of this section, and which has not become delinquent, a notice of the fee due under subsection 4 and a reminder to file a list required by subsection 2 . [or a certification of no change.] Failure of any company to receive a notice or form does not excuse it from the penalty imposed by law.

[6.] 7.  If the list to be filed pursuant to the provisions of subsection 1 or 2 is defective or the fee required by subsection 4 is not paid, the Secretary of State may return the list for correction or payment.

[7.] 8.  An annual list for a limited-liability company not in default received by the Secretary of State more than [60] 90 days before its due date shall be deemed an amended list for the previous year.

    Sec. 67.  NRS 86.266 is hereby amended to read as follows:

    86.266  If a limited-liability company has filed the initial or annual list in compliance with NRS 86.263 and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the limited-liability company constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its formation occurs in the next succeeding calendar year. [If the company desires a formal certificate upon its payment of the annual fee, its payment must be accompanied by a self-addressed, stamped envelope.]

    Sec. 68.  NRS 86.269 is hereby amended to read as follows:

    86.269  1.  [Every] Each list required to be filed under the provisions of NRS 86.263 must, after the name of each manager and member listed thereon, set forth the [post office box or street] address, either residence or business, of each manager or member.

    2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the limited-liability company for which the list has been offered for filing is subject to the provisions of NRS 86.272 and 86.274 relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 68.5.  NRS 86.272 is hereby amended to read as follows:

    86.272  1.  Each limited-liability company required to make a filing and pay the fee prescribed in NRS 86.263 which refuses or neglects to do so within the time provided is in default.

    2.  For default there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 69.  NRS 86.274 is hereby amended to read as follows:

    86.274  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each limited-liability company deemed in default pursuant to the provisions of this chapter. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  On the first day of the first anniversary of the month following the month in which the filing was required, the charter of the company is revoked and its right to transact business is forfeited.

    3.  The Secretary of State shall compile a complete list containing the names of all limited-liability companies whose right to [do] transact business has been forfeited.

4.  The Secretary of State shall forthwith notify [each limited-liability company by letter addressed] , by providing written notice to its resident agent , each limited-liability company specified in subsection 3 of the forfeiture of its charter. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

[4.] (b) At the request of the resident agent, may be provided electronically.

5.  If the charter of a limited-liability company is revoked and the right to transact business is forfeited, all of the property and assets of the defaulting company must be held in trust by the managers or, if none, by the members of the company, and the same proceedings may be had with respect to its property and assets as apply to the dissolution of a limited-liability company pursuant to NRS 86.505 and 86.521. Any person interested may institute proceedings at any time after a forfeiture has been declared, but if the Secretary of State reinstates the charter , the proceedings must be dismissed and all property restored to the company.

[5.] 6.  If the assets are distributed , they must be applied in the following manner:

    (a) To the payment of the filing fee, penalties incurred and costs due to the State; and

    (b) To the payment of the creditors of the company. Any balance remaining must be distributed among the members as provided in
subsection 1 of NRS 86.521.

    Sec. 70.  NRS 86.276 is hereby amended to read as follows:

    86.276  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate any limited-liability company which has forfeited or which forfeits its right to transact business pursuant to the provisions of this chapter and shall restore to the company its right to carry on business in this state, and to exercise its privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 86.263; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 86.263 and 86.272 for each year or portion thereof during which it failed to file in a timely manner each required annual list; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the limited-liability company, he shall [:

(a) Immediately issue and deliver to the company a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

(b) Upon demand,] issue to the company [one or more certified copies of the] a certificate of reinstatement [.] if the limited-liability company:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 86.561.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the charter occurred only by reason of failure to pay the fees and penalties.

    4.  If a company’s charter has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 consecutive years, the charter must not be reinstated.

    Sec. 70.3.  NRS 86.278 is hereby amended to read as follows:

    86.278  1.  Except as otherwise provided in subsection 2, if a limited-liability company applies to reinstate its charter but its name has been legally acquired or reserved by any other artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the company shall submit in writing to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall [issue to the applying] reinstate the limited-liability company [a certificate of reinstatement] under that new name.

    2.  If the applying limited-liability company submits the written, acknowledged consent of the artificial person having the name, or the person reserving the name, which is not distinguishable from the old name of the applying company or a new name it has submitted, it may be reinstated under that name.

    3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name or any combination of these.

    4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 70.7.  NRS 86.401 is hereby amended to read as follows:

    86.401  1.  On application to a court of competent jurisdiction by a judgment creditor of a member, the court may charge the member’s interest with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an assignee of the member’s interest.

    2.  [The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the limited-liability company. The receiver has only the rights of an assignee. The court may make all other orders, directions, accounts and inquiries that the judgment debtor might have made or which the circumstances of the case may require.

3.  A charging order constitutes a lien on the member’s interest of the judgment debtor. The court may order a foreclosure of the member’s interest subject to the charging order at any time. The purchaser at the foreclosure sale has only the rights of an assignee.

4.  Unless otherwise provided in the articles of organization or operating agreement, at any time before foreclosure, a member’s interest charged may be redeemed:

(a) By the judgment debtor;

(b) With property other than property of the limited-liability company, by one or more of the other members; or

(c) By the limited-liability company with the consent of all of the members whose interests are not so charged.

5.] This section [provides] :

(a) Provides the exclusive remedy by which a judgment creditor of a member or an assignee of a member may satisfy a judgment out of the member’s interest of the judgment debtor.

[6.  No creditor of a member has any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the limited-liability company.

7.  This section does]

(b) Does not deprive any member of the benefit of any exemption applicable to his interest.

    Sec. 71.  NRS 86.547 is hereby amended to read as follows:

    86.547  1.  A foreign limited-liability company may cancel its registration by filing with the Secretary of State a certificate of cancellation signed by a manager of the company or, if management is not vested in a manager, a member of the company. The certificate, which must be accompanied by the required fees, must set forth:

    (a) The name of the foreign limited-liability company;

    (b) [The date upon which its certificate of registration was filed;

(c)] The effective date of the cancellation if other than the date of the filing of the certificate of cancellation; and

[(d)] (c) Any other information deemed necessary by the manager of the company or, if management is not vested in a manager, a member of the company.

    2.  A cancellation pursuant to this section does not terminate the authority of the Secretary of State to accept service of process on the foreign limited-liability company with respect to causes of action arising from the transaction of business in this state by the foreign limited-liability company.

    Sec. 71.3.  NRS 86.561 is hereby amended to read as follows:

    86.561  1.  The Secretary of State shall charge and collect for:

    (a) Filing the original articles of organization, or for registration of a foreign company, [$175;] $75;

    (b) Amending or restating the articles of organization, amending the registration of a foreign company or filing a certificate of correction, [$150;] $175;

    (c) Filing the articles of dissolution of a domestic or foreign company, [$60;] $75;

    (d) Filing a statement of change of address of a records or registered office, or change of the resident agent, [$30;] $60;

    (e) Certifying articles of organization or an amendment to the articles, in both cases where a copy is provided, [$20;] $30;

    (f) Certifying an authorized printed copy of this chapter, [$20;] $30;

    (g) Reserving a name for a limited-liability company, [$20;] $25;

    (h) Filing a certificate of cancellation, [$60;] $75;

    (i) Executing, filing or certifying any other document, [$40;] $50; and

    (j) Copies made at the Office of the Secretary of State, [$1] $2 per page.

    2.  The Secretary of State shall charge and collect at the time of any service of process on him as agent for service of process of a limited-liability company, [$10] $100 which may be recovered as taxable costs by the party to the action causing the service to be made if the party prevails in the action.

    3.  Except as otherwise provided in this section, the fees set forth in
NRS 78.785 apply to this chapter.

    Sec. 71.5.  NRS 86.568 is hereby amended to read as follows:

    86.568  1.  A limited-liability company may correct a document filed by the Secretary of State with respect to the limited-liability company if the document contains an inaccurate record of a company action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the limited-liability company must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the limited-liability company;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a manager of the company, or if management is not vested in a manager, by a member of the company.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 71.7.  NRS 86.580 is hereby amended to read as follows:

    86.580  1.  A limited-liability company which did exist or is existing pursuant to the laws of this state may, upon complying with the provisions of NRS 86.276, procure a renewal or revival of its charter for any period, together with all the rights, franchises, privileges and immunities, and subject to all its existing and preexisting debts, duties and liabilities secured or imposed by its original charter and amendments thereto, or existing charter, by filing:

    (a) A certificate with the Secretary of State, which must set forth:

        (1) The name of the limited-liability company, which must be the name of the limited-liability company at the time of the renewal or revival, or its name at the time its original charter expired.

        (2) The name of the person lawfully designated as the resident agent of the limited-liability company, his street address for the service of process, and his mailing address if different from his street address.

        (3) The date when the renewal or revival of the charter is to commence or be effective, which may be, in cases of a revival, before the date of the certificate.

        (4) Whether or not the renewal or revival is to be perpetual, and, if not perpetual, the time for which the renewal or revival is to continue.

        (5) That the limited-liability company desiring to renew or revive its charter is, or has been, organized and carrying on the business authorized by its existing or original charter and amendments thereto, and desires to renew or continue through revival its existence pursuant to and subject to the provisions of this chapter.

    (b) A list of its managers, or if there are no managers, all its managing members and their post office box or street addresses, either residence or business.

    2.  A limited-liability company whose charter has not expired and is being renewed shall cause the certificate to be signed by its manager, or if there is no manager, by a person designated by its members. The certificate must be approved by a majority in interest.

    3.  A limited-liability company seeking to revive its original or amended charter shall cause the certificate to be signed by a person or persons designated or appointed by the members. The execution and filing of the certificate must be approved by the written consent of a majority in interest and must contain a recital that this consent was secured. The limited-liability company shall pay to the Secretary of State the fee required to establish a new limited-liability company pursuant to the provisions of this chapter.

    4.  The filed certificate, or a copy thereof which has been certified under the hand and seal of the Secretary of State, must be received in all courts and places as prima facie evidence of the facts therein stated and of the existence of the limited-liability company therein named.

    Sec. 72.  Chapter 87 of NRS is hereby amended by adding thereto the provisions set forth as sections 73 to 80, inclusive, of this act.

    Sec. 73.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 74.  1.  Each foreign limited-liability partnership doing business in this state shall, on or before the last day of the month after the filing of its application for registration as a foreign limited-liability partnership with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

(a) The name of the foreign limited-liability partnership;

(b) The file number of the foreign limited-liability partnership, if known;

(c) The names of all its managing partners;

(d) The address, either residence or business, of each managing partner;

(e) The name and address of its resident agent in this state; and

(f) The signature of a managing partner of the foreign limited-liability partnership certifying that the list is true, complete and accurate.

2.  Each list filed pursuant to this section must be accompanied by a declaration under penalty of perjury that the foreign limited-liability partnership:

(a) Has complied with the provisions of chapter 364A of NRS; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

3.  Upon filing:

(a) The initial list required by this section, the foreign limited-liability partnership shall pay to the Secretary of State a fee of $125.

(b) Each annual list required by this section, the foreign limited-liability partnership shall pay to the Secretary of State a fee of $125.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each foreign limited-liability partnership which is required to comply with the provisions of sections 74 to 80, inclusive, of this act, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any foreign limited-liability partnership to receive the forms does not excuse it from the penalty imposed by the provisions of sections 74 to 80, inclusive, of this act.

5.  An annual list for a foreign limited-liability partnership not in default which is received by the Secretary of State more than 90 days before its due date must be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 75.  If a foreign limited-liability partnership has filed the initial or annual list in compliance with section 74 of this act and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign limited-liability partnership constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.

    Sec. 76.  1.  Each list required to be filed under the provisions of sections 74 to 80, inclusive, of this act must, after the name of each managing partner listed thereon, set forth the address, either residence or business, of each managing partner.

2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign limited-liability partnership for which the list has been offered for filing is subject to all the provisions of sections 74 to 80, inclusive, of this act relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 77.  1.  Each foreign limited-liability partnership required to make a filing and pay the fee prescribed in sections 74 to 80, inclusive, of this act which refuses or neglects to do so within the time provided is in default.

2.  For default there must be added to the amount of the fee a penalty of $50, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign limited-liability partnership occurs, the defaulting foreign limited-liability partnership by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 78.  1.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited-liability partnership deemed in default pursuant to section 77 of this act. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

2.  Immediately after the last day of the month in which the anniversary date of its registration occurs, the Secretary of State shall compile a complete list containing the names of all foreign limited-liability partnerships whose right to transact business has been forfeited.

3.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited-liability partnership specified in subsection 2 of the forfeiture of its right to transact business. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 79.  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a foreign limited-liability partnership which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign limited-liability partnership its right to transact business in this state, and to exercise its privileges and immunities, if it:

(a) Files with the Secretary of State a list as provided in sections 74
and 76 of this act; and

(b) Pays to the Secretary of State:

(1) The filing fee and penalty set forth in sections 74 and 77 of this act for each year or portion thereof that its right to transact business was forfeited; and

(2) A fee of $300 for reinstatement.

2.  When the Secretary of State reinstates the foreign limited-liability partnership, he shall issue to the foreign limited-liability partnership a certificate of reinstatement if the foreign limited-liability partnership:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 87.550.

3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

4.  If the right of a foreign limited-liability partnership to transact business in this state has been forfeited pursuant to the provisions of
section 78 of this act and has remained forfeited for a period of 5 consecutive years, the right to transact business must not be reinstated.

    Sec. 80.  1.  Except as otherwise provided in subsection 2, if a foreign limited-liability partnership applies to reinstate its certificate of registration and its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign limited-liability partnership must submit in writing in its application for reinstatement to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign limited-liability partnership under that new name.

2.  If the applying foreign limited-liability partnership submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign limited-liability partnership or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 81.  NRS 87.450 is hereby amended to read as follows:

    87.450  1.  The name proposed for a registered limited-liability partnership must contain the words “Limited-Liability Partnership” or “Registered Limited-Liability Partnership” or the abbreviation “L.L.P.” or “LLP” as the last words or letters of the name and must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If the name of the registered limited-liability partnership on a certificate of registration of limited-liability partnership submitted to the Secretary of State is not distinguishable from a name on file or reserved name, the Secretary of State shall return the certificate to the person who signed it unless the written, acknowledged consent of the holder of the name on file or reserved name to use the name accompanies the certificate.

    2.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination of [these.] thereof.

    3.  The Secretary of State shall not accept for filing any certificate of registration or certificate of amendment of a certificate of registration of any registered limited-liability partnership formed or existing pursuant to the laws of this state which provides that the name of the registered limited-liability partnership contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing” unless the Nevada State Board of Accountancy certifies that the registered limited-liability partnership:

(a) Is registered pursuant to the provisions of chapter 628 of NRS; or

(b) Has filed with the Nevada State Board of Accountancy under penalty of perjury a written statement that the registered limited-liability partnership is not engaged in the practice of accounting and is not offering to practice accounting in this state.

4.  The Secretary of State shall not accept for filing any certificate of registration or certificate of amendment of a certificate of registration of any registered limited-liability partnership formed or existing pursuant to the laws of this state which provides that the name of the registered limited-liability partnership contains the word “bank” or “trust” unless:

(a) It appears from the certificate of registration or the certificate of amendment that the registered limited-liability partnership proposes to carry on business as a banking or trust company, exclusively or in connection with its business as a bank, savings and loan association or thrift company; and

(b) The certificate of registration or certificate of amendment is first approved by the Commissioner of Financial Institutions.

5.  The Secretary of State shall not accept for filing any certificate of registration or certificate of amendment of a certificate of registration of any registered limited-liability partnership formed or existing pursuant to the provisions of this chapter if it appears from the certificate of registration or the certificate of amendment that the business to be carried on by the registered limited-liability partnership is subject to supervision by the Commissioner of Insurance or by the Commissioner of Financial Institutions, unless the certificate of registration or certificate of amendment is approved by the Commissioner who will supervise the business of the registered limited-liability partnership.

6.  Except as otherwise provided in subsection 5, the Secretary of State shall not accept for filing any certificate of registration or certificate of amendment of a certificate of registration of any registered limited-liability partnership formed or existing pursuant to the laws of this state which provides that the name of the registered limited-liability partnership contains the words “engineer,” “engineered,” “engineering,” “professional engineer,” “registered engineer” or “licensed engineer” unless:

(a) The State Board of Professional Engineers and Land Surveyors certifies that the principals of the registered limited-liability partnership are licensed to practice engineering pursuant to the laws of this state; or

(b) The State Board of Professional Engineers and Land Surveyors certifies that the registered limited-liability partnership is exempt from the prohibitions of NRS 625.520.

7.  The Secretary of State shall not accept for filing any certificate of registration or certificate of amendment of a certificate of registration of any registered limited-liability partnership formed or existing pursuant to the laws of this state which provides that the name of the registered limited-liability partnership contains the words “unit-owners’ association” or “homeowners’ association” or if it appears in the certificate of registration or certificate of amendment that the purpose of the registered limited-liability partnership is to operate as a unit-owners’ association pursuant to chapter 116 of NRS unless the Administrator of the Real Estate Division of the Department of Business and Industry certifies that the registered limited-liability partnership has:

(a) Registered with the Ombudsman for Owners in Common-Interest Communities pursuant to NRS 116.31158; and

(b) Paid to the Administrator of the Real Estate Division the fees required pursuant to NRS 116.31155.

8.  The name of a registered limited-liability partnership whose right to transact business has been forfeited, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

[4.] 9.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 81.5.  NRS 87.455 is hereby amended to read as follows:

    87.455  1.  Except as otherwise provided in subsection 2, if a registered limited-liability partnership applies to reinstate its right to transact business but its name has been legally acquired by any other artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the applying registered limited-liability partnership shall submit in writing to the Secretary of State some other name under which it desires its right to transact business to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall [issue to the applying] reinstate the registered limited-liability partnership [a certificate of reinstatement] under that new name.

    2.  If the applying registered limited-liability partnership submits the written, acknowledged consent of the artificial person having the name, or the person who has reserved the name, that is not distinguishable from the old name of the applying registered limited-liability partnership or a new name it has submitted, it may be reinstated under that name.

    3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination of these.

    4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 82.  NRS 87.460 is hereby amended to read as follows:

    87.460  1.  A certificate of registration of a registered limited-liability partnership may be amended by filing with the Secretary of State a certificate of amendment. The certificate of amendment must set forth:

    (a) The name of the registered limited-liability partnership; and

    (b) [The dates on which the registered limited-liability partnership filed its original certificate of registration and any other certificates of amendment; and

(c)] The change to the information contained in the original certificate of registration or any other certificates of amendment.

    2.  The certificate of amendment must be:

    (a) Signed by a managing partner of the registered limited-liability partnership; and

    (b) Accompanied by a fee of [$150.] $175.

Sec. 82.3.  NRS 87.470 is hereby amended to read as follows:

    87.470  The registration of a registered limited-liability partnership is effective until:

    1.  Its certificate of registration is revoked pursuant to NRS 87.520; or

    2.  The registered limited-liability partnership files with the Secretary of State a written notice of withdrawal executed by a managing partner. The notice must be accompanied by a fee of [$60.] $75.

    Sec. 82.5.  NRS 87.490 is hereby amended to read as follows:

    87.490  1.  If a registered limited-liability partnership wishes to change the location of its principal office in this state or its resident agent, it shall first file with the Secretary of State a certificate of change of principal office or resident agent that sets forth:

    (a) The name of the registered limited-liability partnership;

    (b) The street address of its principal office;

    (c) If the location of its principal office will be changed, the street address of its new principal office;

    (d) The name of its resident agent; and

    (e) If its resident agent will be changed, the name of its new resident agent.

[The]

2.  A certificate of acceptance [of its] signed by the new resident agent must accompany the certificate of change [.

2.] of resident agent.

3.  A certificate of change of principal office or resident agent filed pursuant to this section must be:

    (a) Signed by a managing partner of the registered limited-liability partnership; and

    (b) Accompanied by a fee of [$30.] $60.

4.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

5.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 82.7.  NRS 87.500 is hereby amended to read as follows:

    87.500  1.  A resident agent [of a registered limited-liability partnership] who wishes to resign shall [file] :

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the registered limited-liability partnership for the service of process [.] ; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

    2.  The statement of resignation may contain a statement by the affected registered limited-liability partnership appointing a successor resident agent. A certificate of acceptance signed by the new agent, stating the full name, complete street address and, if different from the street address, the mailing address of the new agent, must accompany the statement appointing the new resident agent.

    3.  Upon the filing of the statement with the Secretary of State, the capacity of the person as resident agent terminates. If the statement of resignation contains no statement by the registered limited-liability partnership appointing a successor resident agent, the resigning agent shall immediately give written notice, by certified mail, to the registered limited-liability partnership of the filing of the statement and its effect. The notice must be addressed to a managing partner in this state.

    4.  If a resident agent dies, resigns or removes himself from the State, the registered limited-liability partnership shall, within 30 days thereafter, file with the Secretary of State a certificate of acceptance, executed by the new resident agent. The certificate must set forth the full name, complete street address and, if different from the street address, the mailing address of the newly designated resident agent.

5.  If a registered limited-liability partnership fails to file a certificate of acceptance within the period required by [this subsection,] subsection 4, it is in default and is subject to the provisions of NRS 87.520.

    Sec. 83.  NRS 87.510 is hereby amended to read as follows:

    87.510  1.  A registered limited-liability partnership shall, on or before the [first] last day of the [second] first month after the filing of its certificate of registration with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of registration with the Secretary of State occurs, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the registered limited-liability partnership;

    (b) The file number of the registered limited-liability partnership, if known;

    (c) The names of all of its managing partners;

    (d) The [mailing or street] address, either residence or business, of each managing partner;

    (e) The name and [street] address of the lawfully designated resident agent of the registered limited-liability partnership; and

    (f) The signature of a managing partner of the registered limited-liability partnership certifying that the list is true, complete and accurate.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the registered limited-liability partnership has complied with the provisions of chapter 364A of NRS [.] and which acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the registered limited-liability partnership shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the registered limited-liability partnership shall pay to the Secretary of State a fee of [$85.] $125.

    3.  If a managing partner of a registered limited-liability partnership resigns and the resignation is not made in conjunction with the filing of an annual or amended list of managing partners, the registered limited-liability partnership shall pay to the Secretary of State a fee of $75 to file the resignation of the managing partner.

4.  The Secretary of State shall, at least 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to the registered limited-liability partnership a notice of the fee due pursuant to subsection 2 and a reminder to file the annual list required by subsection 1. The failure of any registered limited-liability partnership to receive a notice or form does not excuse it from complying with the provisions of this section.

[4.] 5.  If the list to be filed pursuant to the provisions of subsection 1 is defective, or the fee required by subsection 2 is not paid, the Secretary of State may return the list for correction or payment.

[5.] 6.  An annual list that is filed by a registered limited-liability partnership which is not in default more than [60] 90 days before it is due shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 84.  NRS 87.520 is hereby amended to read as follows:

    87.520  1.  A registered limited-liability partnership that fails to comply with the provisions of NRS 87.510 is in default.

    2.  Upon notification from the Administrator of the Real Estate Division of the Department of Business and Industry that a registered limited-liability partnership which is a unit-owners’ association as defined in
NRS 116.110315 has failed to register pursuant to NRS 116.31158 or failed to pay the fees pursuant to NRS 116.31155, the Secretary of State shall deem the registered limited-liability partnership to be in default. If, after the registered limited-liability partnership is deemed to be in default, the Administrator notifies the Secretary of State that the registered limited-liability partnership has registered pursuant to NRS 116.31158 and paid the fees pursuant to NRS 116.31155, the Secretary of State shall reinstate the registered limited-liability partnership if the registered limited-liability partnership complies with the requirements for reinstatement as provided in this section and NRS 87.510 and 87.530.

3.  Any registered limited-liability partnership that is in default pursuant to [subsection 1] this section must, in addition to the fee required to be paid pursuant to NRS 87.510, pay a penalty of [$50.

3.  On or before the 15th day of the third month after the month in which the fee required to be paid pursuant to NRS 87.510 is due, the] $75.

4.  The Secretary of State shall [notify, by certified mail,] provide written notice to the resident agent of any registered limited-liability partnership that is in default. The written notice [must] :

(a) Must include the amount of any payment that is due from the registered limited-liability partnership.

[4.] (b) At the request of the resident agent, may be provided electronically.

5.  If a registered limited-liability partnership fails to pay the amount that is due, the certificate of registration of the registered limited-liability partnership shall be deemed revoked [on the first day of the ninth month after the month in which the fee required to be paid pursuant to NRS 87.510 was due. The] immediately after the last day of the month in which the anniversary date of the filing of the certificate of registration occurs, and the Secretary of State shall notify [a] the registered limited-liability partnership, by [certified mail, addressed] providing written notice to its resident agent or, if the registered limited-liability partnership does not have a resident agent, to a managing partner, that its certificate of registration is revoked . [and] The written notice:

(a) Must include the amount of any fees and penalties incurred that are due.

(b) At the request of the resident agent or managing partner, may be provided electronically.

    Sec. 85.  NRS 87.530 is hereby amended to read as follows:

    87.530  1.  Except as otherwise provided in subsection 3, the Secretary of State shall reinstate the certificate of registration of a registered limited-liability partnership that is revoked pursuant to NRS 87.520 if the registered limited-liability partnership:

    (a) Files with the Secretary of State [the] :

(1) The information required by NRS 87.510; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The fee required to be paid [by that section;] pursuant to
NRS 87.510;

        (2) Any penalty required to be paid pursuant to NRS 87.520; and

        (3) A reinstatement fee of [$200.

2.  Upon reinstatement of a certificate of registration pursuant to this section,] $300.

2.  When the Secretary of State reinstates the registered limited-liability partnership, he shall [:

(a) Deliver to the registered limited-liability partnership a certificate of reinstatement authorizing it to transact business retroactively from the date the fee required by NRS 87.510 was due; and

(b) Upon request,] issue to the registered limited-liability partnership [one or more certified copies of the] a certificate of reinstatement [.] if the registered limited-liability partnership:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 87.550.

    3.  The Secretary of State shall not reinstate the certificate of registration of a registered limited-liability partnership if the certificate was revoked pursuant to NRS 87.520 at least 5 years before the date of the proposed reinstatement.

    Sec. 86.  NRS 87.547 is hereby amended to read as follows:

    87.547  1.  A registered limited-liability partnership may correct a document filed by the Secretary of State with respect to the registered limited-liability partnership if the document contains an inaccurate record of a partnership action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the registered limited-liability partnership must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the registered limited-liability partnership;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a managing partner of the registered limited-liability partnership.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 86.5.  NRS 87.550 is hereby amended to read as follows:

    87.550  In addition to any other fees required by NRS 87.440 to 87.540, inclusive, and 87.560, the Secretary of State shall charge and collect the following fees for services rendered pursuant to those sections:

    1.  For certifying documents required by NRS 87.440 to 87.540, inclusive, and 87.560, [$20] $30 per certification.

    2.  For executing a certificate verifying the existence of a registered limited-liability partnership, if the registered limited-liability partnership has not filed a certificate of amendment, [$40.] $50.

    3.  For executing a certificate verifying the existence of a registered limited-liability partnership, if the registered limited-liability partnership has filed a certificate of amendment, [$40.] $50.

    4.  For executing, certifying or filing any certificate or document not required by NRS 87.440 to 87.540, inclusive, and 87.560, [$40.] $50.

    5.  For any copies made by the Office of the Secretary of State, [$1]
$2 per page.

    6.  For examining and provisionally approving any document before the document is presented for filing, [$100.] $125.

    Sec. 87.  Chapter 88 of NRS is hereby amended by adding thereto the provisions set forth as sections 87.1 to 95, inclusive, of this act.

    Sec. 87.1.  1.  To become a registered limited-liability limited partnership, a limited partnership shall file with the Secretary of State a certificate of registration stating each of the following:

(a) The name of the limited partnership.

(b) The street address of its principal office.

(c) The name of the person designated as the resident agent of the limited partnership, the street address of the resident agent where process may be served upon the partnership and the mailing address of the resident agent if it is different from his street address.

(d) The name and business address of each organizer executing the certificate.

(e) The name and business address of each initial general partner.

(f) That the limited partnership thereafter will be a registered limited-liability limited partnership.

(g) Any other information that the limited partnership wishes to include.

2.  The certificate of registration must be executed by the vote necessary to amend the partnership agreement or, in the case of a partnership agreement that expressly considers contribution obligations, the vote necessary to amend those provisions.

3.  The Secretary of State shall register as a registered limited-liability limited partnership any limited partnership that submits a completed certificate of registration with the required fee.

4.  The registration of a registered limited-liability limited partnership is effective at the time of the filing of the certificate of registration.

    Sec. 87.2.  1.  The name proposed for a registered limited-liability limited partnership must contain the words “Limited-Liability Limited Partnership” or “Registered Limited-Liability Limited Partnership” or the abbreviation “L.L.L.P.” or “LLLP” as the last words or letters of the name and must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If the name of the registered limited-liability limited partnership on a certificate of registration of limited-liability limited partnership submitted to the Secretary of State is not distinguishable from any name on file or reserved name, the Secretary of State shall return the certificate to the person who signed it, unless the written, acknowledged consent to the same name of the holder of the name on file or reserved name to use the name accompanies the certificate.

2.  The Secretary of State shall not accept for filing any certificate of registration or any certificate of amendment of a certificate of registration of any registered limited-liability limited partnership formed or existing pursuant to the laws of this state which provides that the name of the registered limited-liability limited partnership contains the words “unit-owners’ association” or “homeowners’ association” or if it appears in the certificate of registration or certificate of amendment that the purpose of the registered limited-liability limited partnership is to operate as a unit-owners’ association pursuant to chapter 116 of NRS unless the Administrator of the Real Estate Division of the Department of Business and Industry certifies that the registered limited-liability limited partnership has:

(a) Registered with the Ombudsman for Owners in Common-Interest Communities pursuant to NRS 116.31158; and

(b) Paid to the Administrator of the Real Estate Division the fees required pursuant to NRS 116.31155.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The name of a registered limited-liability limited partnership whose right to transact business has been forfeited, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

5.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 87.3.  1.  The registration of a registered limited-liability limited partnership is effective until:

(a) Its certificate of registration is revoked pursuant to NRS 88.405; or

(b) The registered limited-liability limited partnership files with the Secretary of State a written notice of withdrawal executed by a general partner. The notice must be accompanied by a fee of $60.

2.  Upon notification from the Administrator of the Real Estate Division of the Department of Business and Industry that a registered limited-liability limited partnership which is a unit-owners’ association as defined in
NRS 116.110315 has failed to register pursuant to NRS 116.31158 or failed to pay the fees pursuant to NRS 116.31155, the Secretary of State shall deem the registered limited-liability limited partnership to be in default. If, after the registered limited-liability limited partnership is deemed to be in default, the Administrator notifies the Secretary of State that the registered limited-liability limited partnership has registered pursuant to NRS 116.31158 and paid the fees pursuant to NRS 116.31155, the Secretary of State shall reinstate the registered limited-liability limited partnership if the registered limited-liability limited partnership complies with the requirements for reinstatement as provided in this section and NRS 87.510 and 87.530.

    Sec. 87.4.  The status of a limited partnership as a registered limited-liability limited partnership, and the liability of its partners, are not affected by errors in the information contained in a certificate of registration or an annual list required to be filed with the Secretary of State, or by changes after the filing of such a certificate or list in the information contained in the certificate or list.

    Sec. 87.5.  1.  Notwithstanding any provision in a partnership agreement that may have existed before a limited partnership became a registered limited-liability limited partnership pursuant to section 87.1 of this act, if a registered limited-liability limited partnership incurs a debt or liability:

(a) The debt or liability is solely the responsibility of the registered limited-liability limited partnership; and

(b) A partner of a registered limited-liability limited partnership is not individually liable for the debt or liability by way of acting as a partner.

2.  For purposes of this section, the failure of a registered limited-liability limited partnership to observe the formalities or requirements relating to the management of the registered limited-liability limited partnership, in and of itself, is not sufficient to establish grounds for imposing personal liability on a partner for a debt or liability of the registered limited-liability limited partnership.

    Sec. 87.6.  1.  Except as otherwise provided by specific statute, no partner of a registered limited-liability limited partnership is individually liable for a debt or liability of the registered limited-liability limited partnership, unless the partner acts as the alter ego of the registered limited-liability limited partnership.

2.  A partner acts as the alter ego of a registered limited-liability limited partnership if:

(a) The registered limited-liability limited partnership is influenced and governed by the partner;

(b) There is such unity of interest and ownership that the registered limited-liability limited partnership and the partner are inseparable from each other; and

(c) Adherence to the fiction of a separate entity would sanction fraud or promote a manifest injustice.

3.  The question of whether a partner acts as the alter ego of a registered limited-liability limited partnership must be determined by the court as a matter of law.

    Sec. 87.7.  To the extent permitted by the law of that jurisdiction:

1.  A limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, may conduct its business, carry on its operations, and exercise the powers granted by this chapter in any state, territory, district or possession of the United States or in any foreign country.

2.  The internal affairs of a limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, including the liability of partners for debts, obligations and liabilities of or chargeable to the partnership, are governed by the laws of this state.

    Sec. 87.8.  The name of a foreign registered limited-liability limited partnership that is doing business in this state must contain the words “Limited-Liability Limited Partnership” or “Registered Limited-Liability Limited Partnership” or the abbreviations “L.L.L.P.” or “LLLP,” or such other words or abbreviations as may be required or authorized by the laws of the other jurisdiction, as the last words or letters of the name.

    Sec. 88.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 89.  1.  Each foreign limited partnership doing business in this state shall, on or before the last day of the month after the filing of its application for registration as a foreign limited partnership with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

(a) The name of the foreign limited partnership;

(b) The file number of the foreign limited partnership, if known;

(c) The names of all its general partners;

(d) The address, either residence or business, of each general partner;

(e) The name and address of its resident agent in this state; and

(f) The signature of a general partner of the foreign limited partnership certifying that the list is true, complete and accurate.

2.  Each list filed pursuant to this section must be accompanied by a declaration under penalty of perjury that the foreign limited partnership:

(a) Has complied with the provisions of chapter 364A of NRS; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

3.  Upon filing:

(a) The initial list required by this section, the foreign limited partnership shall pay to the Secretary of State a fee of $125.

(b) Each annual list required by this section, the foreign limited partnership shall pay to the Secretary of State a fee of $125.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each foreign limited partnership which is required to comply with the provisions of sections 89 to 95, inclusive, of this act, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any foreign limited partnership to receive the forms does not excuse it from the penalty imposed by the provisions of sections 89 to 95, inclusive, of this act.

5.  An annual list for a foreign limited partnership not in default which is received by the Secretary of State more than 90 days before its due date must be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 90.  If a foreign limited partnership has filed the initial or annual list in compliance with section 89 of this act and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign limited partnership constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.

    Sec. 91.  1.  Each list required to be filed under the provisions of sections 89 to 95, inclusive, of this act must, after the name of each managing partner listed thereon, set forth the address, either residence or business, of each managing partner.

2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign limited partnership for which the list has been offered for filing is subject to all the provisions of sections 89 to 95, inclusive, of this act relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 92.  1.  Each foreign limited partnership required to make a filing and pay the fee prescribed in sections 89 to 95, inclusive, of this act which refuses or neglects to do so within the time provided is in default.

2.  For default there must be added to the amount of the fee a penalty of $50, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign limited partnership occurs, the defaulting foreign limited partnership by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 93.  1.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited partnership deemed in default pursuant to section 92 of this act. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

2.  Immediately after the last day of the month in which the anniversary date of the filing of the certificate of limited partnership occurs, the Secretary of State shall compile a complete list containing the names of all foreign limited partnerships whose right to transact business has been forfeited.

3.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign limited partnership specified in subsection 2 of the forfeiture of its right to transact business. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 94.  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a foreign limited partnership which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign limited partnership its right to transact business in this state, and to exercise its privileges and immunities, if it:

(a) Files with the Secretary of State a list as provided in sections 89 and 91 of this act; and

(b) Pays to the Secretary of State:

(1) The filing fee and penalty set forth in sections 89 and 92 of this act for each year or portion thereof that its right to transact business was forfeited; and

(2) A fee of $300 for reinstatement.

2.  When the Secretary of State reinstates the foreign limited partnership, he shall issue to the foreign limited partnership a certificate of reinstatement if the foreign limited partnership:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 88.415.

3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

4.  If the right of a foreign limited partnership to transact business in this state has been forfeited pursuant to the provisions of section 93 of this act and has remained forfeited for a period of 5 consecutive years, the right is not subject to reinstatement.

    Sec. 95.  1.  Except as otherwise provided in subsection 2, if a foreign limited partnership applies to reinstate its certificate of registration and its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign limited partnership must in its application for reinstatement submit in writing to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign limited partnership under that new name.

2.  If the applying foreign limited partnership submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign limited partnership or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

Sec. 95.5.  NRS 88.315 is hereby amended to read as follows:

    88.315  As used in this chapter, unless the context otherwise requires:

    1.  “Certificate of limited partnership” means the certificate referred to in NRS 88.350, and the certificate as amended or restated.

    2.  “Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner.

    3.  “Event of withdrawal of a general partner” means an event that causes a person to cease to be a general partner as provided in NRS 88.450.

    4.  “Foreign limited partnership” means a partnership formed under the laws of any state other than this state and having as partners one or more general partners and one or more limited partners.

    5.  “Foreign registered limited-liability limited partnership” means a foreign limited-liability limited partnership:

(a) Formed pursuant to an agreement governed by the laws of another state; and

(b) Registered pursuant to and complying with NRS 88.570 to 88.605, inclusive, and section 87.8 of this act.

6.  “General partner” means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner.

[6.] 7.  “Limited partner” means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.

[7.] 8.  “Limited partnership” and “domestic limited partnership” mean a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners.

[8.] 9.  “Partner” means a limited or general partner.

[9.] 10.  “Partnership agreement” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.

[10.] 11.  “Partnership interest” means a partner’s share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.

[11.] 12. “Registered limited-liability limited partnership” means a limited partnership:

(a) Formed pursuant to an agreement governed by this chapter; and

(b) Registered pursuant to and complying with NRS 88.350 to 88.415, inclusive, and sections 87.1, 87.2 and 87.3 of this act.

13.  “Registered office” means the office maintained at the street address of the resident agent.

[12.] 14.  “Resident agent” means the agent appointed by the limited partnership upon whom process or a notice or demand authorized by law to be served upon the limited partnership may be served.

[13.] 15.  “Sign” means to affix a signature to a document.

[14.] 16.  “Signature” means a name, word or mark executed or adopted by a person with the present intention to authenticate a document. The term includes, without limitation, an electronic signature as defined in
NRS 719.100.

[15.] 17.  “State” means a state, territory or possession of the United States, the District of Columbia or the Commonwealth of Puerto Rico.

[16.] 18.  “Street address” of a resident agent means the actual physical location in this state at which a resident is available for service of process.

    Sec. 96.  NRS 88.320 is hereby amended to read as follows:

    88.320  1.  [The] Except as otherwise provided in section 87.2 of this act, the name proposed for a limited partnership as set forth in its certificate of limited partnership:

    (a) Must contain the words “Limited Partnership,” or the abbreviation “LP” or “L.P.” ;

    (b) May not contain the name of a limited partner unless:

        (1) It is also the name of a general partner or the corporate name of a corporate general partner; or

        (2) The business of the limited partnership had been carried on under that name before the admission of that limited partner; and

    (c) Must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If the name on the certificate of limited partnership submitted to the Secretary of State is not distinguishable from any name on file or reserved name, the Secretary of State shall return the certificate to the filer, unless the written, acknowledged consent to the use of the same or the requested similar name of the holder of the name on file or reserved name accompanies the certificate of limited partnership.

    2.  For the purposes of this section, a proposed name is not distinguished from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination [of these.] thereof.

    3.  The Secretary of State shall not accept for filing any certificate of limited partnership for any limited partnership formed or existing pursuant to the laws of this state which provides that the name of the limited partnership contains the words “accountant,” “accounting,” “accountancy,” “auditor” or “auditing” unless the Nevada State Board of Accountancy certifies that the limited partnership:

(a) Is registered pursuant to the provisions of chapter 628 of NRS; or

(b) Has filed with the Nevada State Board of Accountancy under penalty of perjury a written statement that the limited partnership is not engaged in the practice of accounting and is not offering to practice accounting in this state.

4.  The Secretary of State shall not accept for filing any certificate of limited partnership for any limited partnership formed or existing pursuant to the laws of this state which provides that the name of the limited partnership contains the word “bank” or “trust” unless:

(a) It appears from the certificate of limited partnership that the limited partnership proposes to carry on business as a banking or trust company, exclusively or in connection with its business as a bank, savings and loan association or thrift company; and

(b) The certificate of limited partnership is first approved by the Commissioner of Financial Institutions.

5.  The Secretary of State shall not accept for filing any certificate of limited partnership for any limited partnership formed or existing pursuant to the provisions of this chapter if it appears from the certificate of limited partnership that the business to be carried on by the limited partnership is subject to supervision by the Commissioner of Insurance or by the Commissioner of Financial Institutions, unless the certificate of limited partnership is approved by the Commissioner who will supervise the business of the limited partnership.

6.  Except as otherwise provided in subsection 5, the Secretary of State shall not accept for filing any certificate of limited partnership for any limited partnership formed or existing pursuant to the laws of this state which provides that the name of the limited partnership contains the words “engineer,” “engineered,” “engineering,” “professional engineer,” “registered engineer” or “licensed engineer” unless:

(a) The State Board of Professional Engineers and Land Surveyors certifies that the principals of the limited partnership are licensed to practice engineering pursuant to the laws of this state; or

(b) The State Board of Professional Engineers and Land Surveyors certifies that the limited partnership is exempt from the prohibitions of
NRS 625.520.

7.  The Secretary of State shall not accept for filing any certificate of limited partnership for any limited partnership formed or existing pursuant to the laws of this state which provides that the name of the limited partnership contains the words “unit-owners’ association” or “homeowners’ association” or if it appears in the certificate of limited partnership that the purpose of the limited partnership is to operate as a unit-owners’ association pursuant to chapter 116 of NRS unless the Administrator of the Real Estate Division of the Department of Business and Industry certifies that the limited partnership has:

(a) Registered with the Ombudsman for Owners in Common-Interest Communities pursuant to NRS 116.31158; and

(b) Paid to the Administrator of the Real Estate Division the fees required pursuant to NRS 116.31155.

8.  The name of a limited partnership whose right to transact business has been forfeited, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.

[4.] 9.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 97.  NRS 88.327 is hereby amended to read as follows:

    88.327  1.  Except as otherwise provided in subsection 2, if a limited partnership applies to reinstate its right to transact business but its name has been legally reserved or acquired by any other artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the applying limited partnership shall submit in writing to the Secretary of State some other name under which it desires its right to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall [issue to the applying] reinstate the limited partnership [a certificate of reinstatement] under that new name.

    2.  If the applying limited partnership submits the written, acknowledged consent of the other artificial person having the name, or the person who has reserved the name, that is not distinguishable from the old name of the applying limited partnership or a new name it has submitted, it may be reinstated under that name.

    3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination [of these.] thereof.

    4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 97.2.  NRS 88.331 is hereby amended to read as follows:

    88.331  1.  If a limited partnership created pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change [,] of resident agent, signed by a general partner, which sets forth:

    (a) The name of the limited partnership;

    (b) The name and street address of its present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  The new resident agent’s certificate of acceptance must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 97.4.  NRS 88.332 is hereby amended to read as follows:

    88.332  1.  [Any person who has been designated by a limited partnership as its] A resident agent [and who thereafter] who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement in the manner provided pursuant to subsection 1 of NRS 78.097 that he is unwilling to continue to act as the resident agent of the limited partnership [.] for the service of process; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097. A resignation is not effective until the signed statement is filed with the Secretary of State.

2.  The statement of resignation may contain a statement by the affected limited partnership appointing a successor resident agent for the limited partnership. A certificate of acceptance executed by the new agent, stating the full name, complete street address and, if different from the street address, mailing address of the new agent, must accompany the statement appointing the new agent.

[2.] 3.  Upon the filing of the statement with the Secretary of State , the capacity of the person as resident agent terminates. If the statement of resignation does not contain a statement by the limited partnership appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the limited partnership of the filing of the statement and the effect thereof. The notice must be addressed to a general partner of the partnership other than the resident agent.

[3.] 4.  If a designated resident agent dies, resigns or removes from the State, the limited partnership, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance, executed by the new resident agent. The certificate must set forth the full name, complete street address and, if different from the street address, mailing address of the newly designated resident agent.

[4.] 5.  Each limited partnership which fails to file a certificate of acceptance executed by the new resident agent within 30 days after the death, resignation or removal of its resident agent as provided in subsection [3] 4 shall be deemed in default and is subject to the provisions of NRS 88.400 and 88.405.

    Sec. 97.6.  NRS 88.335 is hereby amended to read as follows:

    88.335  1.  A limited partnership shall keep at the office referred to in paragraph (a) of subsection 1 of NRS 88.330 the following:

    (a) A current list of the full name and last known business address of each partner , separately identifying the general partners in alphabetical order and the limited partners in alphabetical order;

    (b) A copy of the certificate of limited partnership and all certificates of amendment thereto, together with executed copies of any powers of attorney pursuant to which any certificate has been executed;

    (c) Copies of the limited partnership’s federal, state, and local income tax returns and reports, if any, for the 3 most recent years;

    (d) Copies of any then effective written partnership agreements [and] ;

(e) Copies of any financial statements of the limited partnership for the
3 most recent years; and

[(e)] (f) Unless contained in a written partnership agreement, a writing setting out:

        (1) The amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and which each partner has agreed to contribute;

        (2) The times at which or events on the happening of which any additional contributions agreed to be made by each partner are to be made;

        (3) Any right of a partner to receive, or of a general partner to make, distributions to a partner which include a return of all or any part of the partner’s contribution; and

        (4) Any events upon the happening of which the limited partnership is to be dissolved and its affairs wound up.

    2.  In lieu of keeping at an office in this state the information required in paragraphs (a), (c), (e) and (f) of subsection 1, the limited partnership may keep a statement with the resident agent setting out the name of the custodian of the information required in paragraphs (a), (c), (e) and (f) of subsection 1, and the present and complete post office address, including street and number, if any, where the information required in paragraphs (a), (c), (e) and (f) of subsection 1 is kept.

3.  Records kept pursuant to this section are subject to inspection and copying at the reasonable request, and at the expense, of any partner during ordinary business hours.

    Sec. 97.8.  NRS 88.339 is hereby amended to read as follows:

    88.339  1.  A limited partnership may correct a document filed by the Secretary of State with respect to the limited partnership if the document contains an inaccurate record of a partnership action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the limited partnership must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the limited partnership;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a general partner of the limited partnership.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 98.  NRS 88.340 is hereby amended to read as follows:

    88.340  The Secretary of State may microfilm or image any document which is filed in his office by or relating to a limited partnership pursuant to this chapter and may return the original document to the filer.

    Sec. 98.5.  NRS 88.350 is hereby amended to read as follows:

    88.350  1.  In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the Office of the Secretary of State. The certificate must set forth:

    (a) The name of the limited partnership;

    (b) The address of the office which contains records and the name and address of the resident agent required to be maintained by NRS 88.330;

    (c) The name and [the] business address of each [general partner;] organizer executing the certificate;

    (d) The name and business address of each initial general partner;

(e) The latest date upon which the limited partnership is to dissolve; and

[(e)] (f) Any other matters the [general partners] organizers determine to include therein.

    2.  A certificate of acceptance of appointment of a resident agent, executed by the agent, must be filed with the certificate of limited partnership.

    3.  A limited partnership is formed at the time of the filing of the certificate of limited partnership and the certificate of acceptance in the Office of the Secretary of State or at any later time specified in the certificate of limited partnership if, in either case, there has been substantial compliance with the requirements of this section.

    Sec. 99.  NRS 88.360 is hereby amended to read as follows:

    88.360  A certificate of limited partnership must be cancelled upon the dissolution and the commencement of winding up of the partnership or at any other time there are no limited partners. A certificate of cancellation must be filed in the Office of the Secretary of State and set forth:

    1.  The name of the limited partnership;

    2.  [The date of filing of its certificate of limited partnership;

3.]  The reason for filing the certificate of cancellation;

[4.] 3.  The effective date, which must be a date certain, of cancellation if it is not to be effective upon the filing of the certificate; and

[5.] 4.  Any other information the general partners filing the certificate determine.

    Sec. 100.  NRS 88.395 is hereby amended to read as follows:

    88.395  1.  A limited partnership shall, on or before the [first] last day of the [second] first month after the filing of its certificate of limited partnership with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of limited partnership occurs, file with the Secretary of State, on a form furnished by him, a list that contains:

    (a) The name of the limited partnership;

    (b) The file number of the limited partnership, if known;

    (c) The names of all of its general partners;

    (d) The [mailing or street] address, either residence or business, of each general partner;

    (e) The name and [street] address of the lawfully designated resident agent of the limited partnership; and

    (f) The signature of a general partner of the limited partnership certifying that the list is true, complete and accurate.

Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the limited partnership has complied with the provisions of chapter 364A of NRS [.

2.  Upon] and which acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

2.  Except as otherwise provided in subsection 3, a limited partnership shall, upon filing:

    (a) The initial list required by subsection 1, [the limited partnership shall] pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, [the limited partnership shall] pay to the Secretary of State a fee of [$85.] $125.

    3.  A registered limited-liability limited partnership shall, upon filing:

(a) The initial list required by subsection 1, pay to the Secretary of State a fee of $125.

(b) Each annual list required by subsection 1, pay to the Secretary of State a fee of $175.

4.  If a general partner of a limited partnership resigns and the resignation is not made in conjunction with the filing of an annual or amended list of general partners, the limited partnership shall pay to the Secretary of State a fee of $75 to file the resignation of the general partner.

5.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each limited partnership which is required to comply with the provisions of this section , and which has not become delinquent , a notice of the fee due pursuant to the provisions of subsection 2 or 3, as appropriate, and a reminder to file the annual list. Failure of any limited partnership to receive a notice or form does not excuse it from the penalty imposed by NRS 88.400.

[4.] 6.  If the list to be filed pursuant to the provisions of subsection 1 is defective or the fee required by subsection 2 or 3 is not paid, the Secretary of State may return the list for correction or payment.

[5.] 7.  An annual list for a limited partnership not in default that is received by the Secretary of State more than [60] 90 days before its due date shall be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

[6.] 8.  A filing made pursuant to this section does not satisfy the provisions of NRS 88.355 and may not be substituted for filings submitted pursuant to NRS 88.355.

    Sec. 101.  NRS 88.400 is hereby amended to read as follows:

    88.400  1.  If a limited partnership has filed the list in compliance with NRS 88.395 and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the limited partnership constitutes a certificate authorizing it to transact its business within this state until the anniversary date of the filing of its certificate of limited partnership in the next succeeding calendar year. [If the limited partnership desires a formal certificate upon its payment of the annual fee, its payment must be accompanied by a self-addressed, stamped envelope.]

    2.  Each limited partnership which refuses or neglects to file the list and pay the fee within the time provided is in default.

    3.  Upon notification from the Administrator of the Real Estate Division of the Department of Business and Industry that a limited partnership which is a unit-owners’ association as defined in NRS 116.110315 has failed to register pursuant to NRS 116.31158 or failed to pay the fees pursuant to
NRS 116.31155, the Secretary of State shall deem the limited partnership to be in default. If, after the limited partnership is deemed to be in default, the Administrator notifies the Secretary of State that the limited partnership has registered pursuant to NRS 116.31158 and paid the fees pursuant to
NRS 116.31155, the Secretary of State shall reinstate the limited partnership if the limited partnership complies with the requirements for reinstatement as provided in this section and NRS 88.350 to 88.415, inclusive.

4.  For default there must be added to the amount of the fee a penalty of [$50,] $75 and unless the filings are made and the fee and penalty are paid on or before the first day of the first anniversary of the month following the month in which filing was required, the defaulting limited partnership, by reason of its default, forfeits its right to transact any business within this state.

    Sec. 102.  NRS 88.405 is hereby amended to read as follows:

    88.405  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each defaulting limited partnership. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  Immediately after the first day of the first anniversary of the month following the month in which filing was required, the certificate of the limited partnership is revoked.

3.  The Secretary of State shall compile a complete list containing the names of all limited partnerships whose right to [do] transact business has been forfeited.

4.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each limited partnership specified in subsection 3 of the revocation of its certificate. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

[3.] (b) At the request of the resident agent, may be provided electronically.

5.  In case of revocation of the certificate and of the forfeiture of the right to transact business thereunder, all the property and assets of the defaulting domestic limited partnership are held in trust by the general partners, and the same proceedings may be had with respect thereto as for the judicial dissolution of a limited partnership. Any person interested may institute proceedings at any time after a forfeiture has been declared, but if the Secretary of State reinstates the limited partnership , the proceedings must at once be dismissed and all property restored to the general partners.

    Sec. 103.  NRS 88.410 is hereby amended to read as follows:

    88.410  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State [may:

(a) Reinstate] shall reinstate any limited partnership which has forfeited or which forfeits its right to transact business [; and

(b) Restore] under the provisions of this chapter and restore to the limited partnership its right to carry on business in this state, and to exercise its privileges and immunities [,

upon the filing] if it:

(a) Files with the Secretary of State [of the] :

(1) The list required pursuant to NRS 88.395 [, and upon payment] ; and

(2) A certificate of acceptance of appointment signed by the resident agent; and

(b) Pays to the Secretary of State [of the] :

(1) The filing fee and penalty set forth in NRS 88.395 and 88.400 for each year or portion thereof during which the certificate has been revoked [, and a] ; and

(2) A fee of [$200] $300 for reinstatement.

    2.  When [payment is made and] the Secretary of State reinstates the limited partnership , [to its former rights,] he shall [:

(a) Immediately issue and deliver to the limited partnership a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

(b) Upon demand,] issue to the limited partnership [one or more certified copies of the] a certificate of reinstatement [.] if the limited partnership:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 88.415.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation occurred only by reason of failure to pay the fees and penalties.

    4.  If a limited partnership’s certificate has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 years, the certificate must not be reinstated.

    Sec. 103.3.  NRS 88.415 is hereby amended to read as follows:

    88.415  The Secretary of State, for services relating to his official duties and the records of his office, shall charge and collect the following fees:

    1.  For filing a certificate of limited partnership, or for registering a foreign limited partnership, [$175.] $75.

    2.  For filing a certificate of registration of limited-liability limited partnership, or for registering a foreign registered limited-liability limited partnership, $100.

3.  For filing a certificate of amendment of limited partnership or restated certificate of limited partnership, [$150.

3.] $175.

4.  For filing a certificate of a change of location of the records office of a limited partnership or the office of its resident agent, or a designation of a new resident agent, [$30.

4.] $60.

5.  For certifying a certificate of limited partnership, an amendment to the certificate, or a certificate as amended where a copy is provided, [$20]
$30 per certification.

[5.] 6.  For certifying an authorized printed copy of the limited partnership law, [$20.

6.] $30.

7.  For reserving a limited partnership name, or for executing, filing or certifying any other document, [$20.

7.] $25.

8.  For copies made at the Office of the Secretary of State, [$1] $2 per page.

[8.] 9.  For filing a certificate of cancellation of a limited partnership, [$60.] $75.

Except as otherwise provided in this section, the fees set forth in NRS 78.785 apply to this chapter.

    Sec. 103.5.  NRS 88.535 is hereby amended to read as follows:

    88.535  1.  On application to a court of competent jurisdiction by any judgment creditor of a partner, the court may charge the partnership interest of the partner with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an assignee of the partnership interest.

    2.  [The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the partnership. The receiver has only the rights of an assignee. The court may make all other orders, directions, accounts and inquiries that the judgment debtor might have made or which the circumstances of the case may require.

3.  A charging order constitutes a lien on the partnership interest of the judgment debtor. The court may order a foreclosure of the partnership interest subject to the charging order at any time. The purchaser at the foreclosure sale has only the rights of an assignee.

4.  Unless otherwise provided in the articles of organization or operating agreement, at any time before foreclosure, a partnership interest charged may be redeemed:

(a) By the judgment debtor;

(b) With property other than property of the limited partnership, by one or more of the other partners; or

(c) By the limited partnership with the consent of all of the partners whose interests are not so charged.

5.]  This section [provides] :

(a) Provides the exclusive remedy by which a judgment creditor of a partner or an assignee of a partner may satisfy a judgment out of the partnership interest of the judgment debtor.

[6.  No creditor of a partner has any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the limited partnership.

7.  This section does]

(b) Does not deprive any partner of the benefit of any exemption laws applicable to his partnership interest.

    Sec. 103.7.  NRS 88.585 is hereby amended to read as follows:

    88.585  [A] Except as otherwise provided in section 87.8 of this act, a foreign limited partnership may register with the Secretary of State under any name, whether or not it is the name under which it is registered in its state of organization, that includes without abbreviation the words “limited partnership” and that could be registered by a domestic limited partnership.

    Sec. 104.  NRS 88.595 is hereby amended to read as follows:

    88.595  A foreign limited partnership may cancel its registration by filing with the Secretary of State a certificate of cancellation signed by a general partner. The certificate must set forth:

    1.  The name of the foreign limited partnership;

    2.  [The date upon which its certificate of registration was filed;

3.]  The reason for filing the certificate of cancellation;

[4.] 3.  The effective date of the cancellation if other than the date of the filing of the certificate of cancellation; and

[5.] 4.  Any other information deemed necessary by the general partners of the partnership. A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign limited partnership with respect to causes of action arising out of the transactions of business in this state.

    Sec. 105.  Chapter 88A of NRS is hereby amended by adding thereto the provisions set forth as sections 106 to 113, inclusive, of this act.

    Sec. 106.  1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 107.  1.  Each foreign business trust doing business in this state shall, on or before the last day of the month after the filing of its application for registration as a foreign business trust with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its qualification to do business in this state occurs in each year, file with the Secretary of State a list, on a form furnished by him, that contains:

(a) The name of the foreign business trust;

(b) The file number of the foreign business trust, if known;

(c) The name of at least one of its trustees;

(d) The address, either residence or business, of the trustee listed pursuant to paragraph (c);

(e) The name and address of its resident agent in this state; and

(f) The signature of a trustee of the foreign business trust certifying that the list is true, complete and accurate.

2.  Each list required to be filed pursuant to this section must be accompanied by a declaration under penalty of perjury that the foreign business trust:

(a) Has complied with the provisions of chapter 364A of NRS; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

3.  Upon filing:

(a) The initial list required by this section, the foreign business trust shall pay to the Secretary of State a fee of $125.

(b) Each annual list required by this section, the foreign business trust shall pay to the Secretary of State a fee of $125.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each foreign business trust which is required to comply with the provisions of sections 107 to 113, inclusive, of this act, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of any foreign business trust to receive the forms does not excuse it from the penalty imposed by the provisions of sections 107 to 113, inclusive, of this act.

5.  An annual list for a foreign business trust not in default which is received by the Secretary of State more than 90 days before its due date must be deemed an amended list for the previous year and does not satisfy the requirements of subsection 1 for the year to which the due date is applicable.

    Sec. 108.  If a foreign business trust has filed the initial or annual list in compliance with section 107 of this act and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign business trust constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.

    Sec. 109.  1.  Each list required to be filed under the provisions of sections 107 to 113, inclusive, of this act must, after the name of each trustee listed thereon, set forth the address, either residence or business, of each trustee.

2.  If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign business trust for which the list has been offered for filing is subject to all the provisions of sections 107 to 113, inclusive, of this act relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.

    Sec. 110.  1.  Each foreign business trust required to make a filing and pay the fee prescribed in sections 107 to 113, inclusive, of this act which refuses or neglects to do so within the time provided is in default.

2.  For default there must be added to the amount of the fee a penalty of $50, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign business trust occurs, the defaulting foreign business trust by reason of its default forfeits its right to transact any business within this state. The fee and penalty must be collected as provided in this chapter.

    Sec. 111.  1.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign business trust deemed in default pursuant to section 110 of this act. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

2.  Immediately after the last day of the month in which the anniversary date of the filing of the certificate of trust occurs, the Secretary of State shall compile a complete list containing the names of all foreign business trusts whose right to transact business has been forfeited.

3.  The Secretary of State shall notify, by providing written notice to its resident agent, each foreign business trust specified in subsection 2 of the forfeiture of its right to transact business. The written notice:

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    Sec. 112.  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate a foreign business trust which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign business trust its right to transact business in this state, and to exercise its privileges and immunities, if it:

(a) Files with the Secretary of State a list as provided in sections 107 and 109 of this act; and

(b) Pays to the Secretary of State:

(1) The filing fee and penalty set forth in sections 107 and 110 of this act for each year or portion thereof that its right to transact business was forfeited; and

(2) A fee of $300 for reinstatement.

2.  When the Secretary of State reinstates the foreign business trust, he shall issue to the foreign business trust a certificate of reinstatement if the foreign business trust:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to NRS 88A.900.

3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.

4.  If the right of a foreign business trust to transact business in this state has been forfeited pursuant to the provisions of section 111 of this act and has remained forfeited for a period of 5 consecutive years, the right to transact business must not be reinstated.

    Sec. 113.  1.  Except as otherwise provided in subsection 2, if a foreign business trust applies to reinstate its certificate of trust and its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign business trust must submit in writing in its application for reinstatement to the Secretary of State some other name under which it desires its existence to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate the foreign business trust under that new name.

2.  If the applying foreign business trust submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign business trust or a new name it has submitted, it may be reinstated under that name.

3.  For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.

4.  The Secretary of State may adopt regulations that interpret the requirements of this section.

    Sec. 114.  NRS 88A.220 is hereby amended to read as follows:

    88A.220  1.  A certificate of trust may be amended by filing with the Secretary of State a certificate of amendment signed by at least one trustee. The certificate of amendment must set forth:

    (a) The name of the business trust; and

    (b) The amendment to the certificate of trust.

    2.  A certificate of trust may be restated by integrating into a single instrument all the provisions of the original certificate, and all amendments to the certificate, which are then in effect or are to be made by the restatement. The restated certificate of trust must be so designated in its heading, must be signed by at least one trustee and must set forth:

    (a) The present name of the business trust [and, if the name has been changed, the name under which the business trust was originally formed;

(b) The date of filing of the original certificate of trust;

(c)] ;

(b) The provisions of the original certificate of trust, and all amendments to the certificate, which are then in effect; and

[(d)] (c) Any further amendments to the certificate of trust.

    3.  A certificate of trust may be amended or restated at any time for any purpose determined by the trustees.

    Sec. 115.  NRS 88A.420 is hereby amended to read as follows:

    88A.420  A certificate of trust must be cancelled upon the completion or winding up of the business trust and its termination. A certificate of cancellation must be signed by a trustee, filed with the Secretary of State, and set forth:

    1.  The name of the business trust;

    2.  [The date of filing of its certificate of trust;

3.]  A future effective date of the certificate of cancellation, if it is not to be effective upon filing, which may not be more than 90 days after the certificate is filed; and

[4.] 3.  Any other information the trustee determines to include.

    Sec. 116.  NRS 88A.530 is hereby amended to read as follows:

    88A.530  1.  A resident agent who desires to resign shall [file] :

(a) File with the Secretary of State a signed statement [for each business trust for which] in the manner provided pursuant to subsection 1 of
NRS 78.097 that he is unwilling to continue to act [.] as the resident agent of the business trust for the service of process; and

(b) Pay to the Secretary of State the filing fee set forth in subsection 1 of NRS 78.097.

A resignation is not effective until the signed statement is [so filed.] filed with the Secretary of State.

    2.  The statement of resignation may contain a statement of the affected business trust appointing a successor resident agent. A certificate of acceptance executed by the new resident agent, stating the full name, complete street address and, if different from the street address, mailing address of the new resident agent, must accompany the statement appointing a successor resident agent.

    3.  Upon the filing of the statement of resignation with the Secretary of State, the capacity of the resigning person as resident agent terminates. If the statement of resignation contains no statement by the business trust appointing a successor resident agent, the resigning agent shall immediately give written notice, by mail, to the business trust of the filing of the statement of resignation and its effect. The notice must be addressed to a trustee of the business trust other than the resident agent.

    4.  If its resident agent dies, resigns or removes from the State, a business trust, within 30 days thereafter, shall file with the Secretary of State a certificate of acceptance executed by a new resident agent. The certificate must set forth the full name and complete street address of the new resident agent, and may contain a mailing address, such as a post office box, different from the street address.

    5.  A business trust that fails to file a certificate of acceptance executed by its new resident agent within 30 days after the death, resignation or removal of its former resident agent shall be deemed in default and is subject to the provisions of NRS 88A.630 to 88A.660, inclusive.

Sec. 117.  NRS 88A.540 is hereby amended to read as follows:

    88A.540  1.  If a business trust formed pursuant to this chapter desires to change its resident agent, the change may be effected by filing with the Secretary of State a certificate of change [,] of resident agent, signed by at least one trustee of the business trust, setting forth:

    (a) The name of the business trust;

    (b) The name and street address of the present resident agent; and

    (c) The name and street address of the new resident agent.

    2.  A certificate of acceptance executed by the new resident agent must be a part of or attached to the certificate of change [.

3.  The] of resident agent.

3.  If the name of a resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment, the resident agent shall:

(a) File with the Secretary of State a certificate of name change of resident agent that includes:

(1) The current name of the resident agent as filed with the Secretary of State;

(2) The new name of the resident agent; and

(3) The name and file number of each artificial person formed, organized, registered or qualified pursuant to the provisions of this title that the resident agent represents; and

(b) Pay to the Secretary of State a filing fee of $100.

4.  A change authorized by this section becomes effective upon the filing of the proper certificate of change.

    Sec. 118.  NRS 88A.600 is hereby amended to read as follows:

    88A.600  1.  A business trust formed pursuant to this chapter shall, on or before the [first] last day of the [second] first month after the filing of its certificate of trust with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of the filing of its certificate of trust with the Secretary of State occurs, file with the Secretary of State, on a form furnished by him, a list signed by at least one trustee that contains the name and mailing address of its lawfully designated resident agent and at least one trustee. Each list filed pursuant to this subsection must be accompanied by a declaration under penalty of perjury that the business trust [has] :

(a) Has complied with the provisions of chapter 364A of NRS [.] ; and

(b) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

    2.  Upon filing:

    (a) The initial list required by subsection 1, the business trust shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual list required by subsection 1, the business trust shall pay to the Secretary of State a fee of [$85.] $125.

    3.  If a trustee of a business trust resigns and the resignation is not made in conjunction with the filing of an annual or amended list of trustees, the business trust shall pay to the Secretary of State a fee of $75 to file the resignation of the trustee.

4.  The Secretary of State shall, 60 days before the last day for filing each annual list required by subsection 1, cause to be mailed to each business trust which is required to comply with the provisions of NRS 88A.600 to 88A.660, inclusive, and which has not become delinquent, the blank forms to be completed and filed with him. Failure of a business trust to receive the forms does not excuse it from the penalty imposed by law.

[4.] 5.  An annual list for a business trust not in default which is received by the Secretary of State more than [60] 90 days before its due date shall be deemed an amended list for the previous year.

    Sec. 119.  NRS 88A.610 is hereby amended to read as follows:

    88A.610  When the fee for filing the annual list has been paid, the cancelled check or other proof of payment received by the business trust constitutes a certificate authorizing it to transact its business within this state until the last day of the month in which the anniversary of the filing of its certificate of trust occurs in the next succeeding calendar year. [If the business trust desires a formal certificate upon its payment of the annual fee, its payment must be accompanied by a self-addressed, stamped envelope.]

    Sec. 120.  NRS 88A.620 is hereby amended to read as follows:

    88A.620  1.  Each list required to be filed pursuant to the provisions of NRS 88A.600 to 88A.660, inclusive, must, after the name of each trustee listed thereon, set forth his [post office box or street] address, either residence or business.

    2.  If the addresses are not stated on a list offered for filing, the Secretary of State may refuse to file the list, and the business trust for which the list has been offered for filing is subject to all the provisions of NRS 88A.600 to 88A.660, inclusive, relating to failure to file the list when or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of those sections.

    Sec. 121.  NRS 88A.630 is hereby amended to read as follows:

    88A.630  1.  Each business trust required to file the list and pay the fee prescribed in NRS 88A.600 to 88A.660, inclusive, which refuses or neglects to do so within the time provided shall be deemed in default.

    2.  For default, there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 122.  NRS 88A.640 is hereby amended to read as follows:

    88A.640  1.  The Secretary of State shall notify, by [letter addressed] providing written notice to its resident agent, each business trust deemed in default pursuant to the provisions of this chapter. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the resident agent, may be provided electronically.

    2.  Immediately after the first day of the first anniversary of the month following the month in which the filing was required, the certificate of trust of the business trust is revoked and its right to transact business is forfeited.

    3.  The Secretary of State shall compile a complete list containing the names of all business trusts whose right to [do] transact business has been forfeited. [He]

4.  The Secretary of State shall forthwith notify [each such business trust, by letter addressed] , by providing written notice to its resident agent, each business trust specified in subsection 3 of the revocation of its certificate of trust. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

[4.] (b) At the request of the resident agent, may be provided electronically.

5.  If the certificate of trust is revoked and the right to transact business is forfeited, all the property and assets of the defaulting business trust must be held in trust by its trustees as for insolvent business trusts, and the same proceedings may be had with respect thereto as are applicable to insolvent business trusts. Any person interested may institute proceedings at any time after a forfeiture has been declared, but if the Secretary of State reinstates the certificate of trust, the proceedings must at once be dismissed.

    Sec. 123.  NRS 88A.650 is hereby amended to read as follows:

    88A.650  1.  Except as otherwise provided in [subsection 3,] subsections 3 and 4, the Secretary of State shall reinstate a business trust which has forfeited or which forfeits its right to transact business pursuant to the provisions of this chapter and shall restore to the business trust its right to carry on business in this state, and to exercise its privileges and immunities, if it:

    (a) Files with the Secretary of State [the] :

(1) The list required by NRS 88A.600; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 88A.600 and 88A.630 for each year or portion thereof during which its certificate of trust was revoked; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the business trust, he shall [:

(a) Immediately issue and deliver to the business trust a certificate of reinstatement authorizing it to transact business as if the filing fee had been paid when due; and

(b) Upon demand,] issue to the business trust [one or more certified copies of the] a certificate of reinstatement [.] if the business trust:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to subsection NRS 88A.900.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the certificate of trust occurred only by reason of the failure to file the list or pay the fees and penalties.

4.  If a certificate of business trust has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of
5 consecutive years, the certificate must not be reinstated.

    Sec. 124.  NRS 88A.660 is hereby amended to read as follows:

    88A.660  1.  Except as otherwise provided in subsection 2, if a certificate of trust is revoked pursuant to the provisions of this chapter and the name of the business trust has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the business trust shall submit in writing to the Secretary of State some other name under which it desires to be reinstated. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall [issue to] reinstate the business trust [a certificate of reinstatement] under that new name.

    2.  If the defaulting business trust submits the written, acknowledged consent of the artificial person using a name, or the person who has reserved a name, which is not distinguishable from the old name of the business trust or a new name it has submitted, it may be reinstated under that name.

    Sec. 125.  NRS 88A.710 is hereby amended to read as follows:

    88A.710  Before transacting business in this state, a foreign business trust shall register with the Secretary of State. In order to register, a foreign business trust shall submit to the Secretary of State an application for registration as a foreign business trust, signed by a trustee, and a signed certificate of acceptance of a resident agent. The application for registration must set forth:

    1.  The name of the foreign business trust and, if different, the name under which it proposes to register and transact business in this state;

    2.  The state and date of its formation;

    3.  The name and address of the resident agent whom the foreign business trust elects to appoint;

    4.  The address of the office required to be maintained in the state of its organization by the laws of that state or, if not so required, of the principal office of the foreign business trust; and

    5.  The name and [business] address , either residence or business, of one trustee.

    Sec. 126.  NRS 88A.740 is hereby amended to read as follows:

    88A.740  A foreign business trust may cancel its registration by filing with the Secretary of State a certificate of cancellation signed by a trustee. The certificate must set forth:

    1.  The name of the foreign business trust;

    2.  [The date upon which its certificate of registration was filed;

3.]  The effective date of the cancellation if other than the date of the filing of the certificate of cancellation; and

[4.] 3.  Any other information deemed necessary by the trustee. A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign business trust with respect to causes of action arising out of the transaction of business in this state.

    Sec. 127.  NRS 88A.900 is hereby amended to read as follows:

    88A.900  The Secretary of State shall charge and collect the following fees for:

    1.  Filing an original certificate of trust, or for registering a foreign business trust, [$175.] $75.

    2.  Filing an amendment or restatement, or a combination thereof, to a certificate of trust, [$150.] $175.

    3.  Filing a certificate of cancellation, [$175.] $75.

    4.  Certifying a copy of a certificate of trust or an amendment or restatement, or a combination thereof, [$20] $30 per certification.

    5.  Certifying an authorized printed copy of this chapter, [$20.] $30.

    6.  Reserving a name for a business trust, [$20.] $25.

    7.  Executing a certificate of existence of a business trust which does not list the previous documents relating to it, or a certificate of change in the name of a business trust, [$40.] $50.

    8.  Executing a certificate of existence of a business trust which lists the previous documents relating to it, [$40.

9.  Filing a statement of change of address of the registered office for each business trust, $30.

10.] $50.

9.  Filing a statement of change of the [registered agent, $30.

11.] resident agent, $60.

10.  Executing, certifying or filing any certificate or document not otherwise provided for in this section, [$40.

12.] $50.

11.  Examining and provisionally approving a document before the document is presented for filing, [$100.

13.] $125.

12.  Copying a document on file with him, for each page, [$1.] $2.

Sec. 128.  NRS 88A.930 is hereby amended to read as follows:

    88A.930  1.  A business trust may correct a document filed by the Secretary of State with respect to the business trust if the document contains an inaccurate record of a trust action described in the document or was defectively executed, attested, sealed, verified or acknowledged.

    2.  To correct a document, the business trust must:

    (a) Prepare a certificate of correction that:

        (1) States the name of the business trust;

        (2) Describes the document, including, without limitation, its filing date;

        (3) Specifies the inaccuracy or defect;

        (4) Sets forth the inaccurate or defective portion of the document in an accurate or corrected form; and

        (5) Is signed by a trustee of the business trust.

    (b) Deliver the certificate to the Secretary of State for filing.

    (c) Pay a filing fee of [$150] $175 to the Secretary of State.

    3.  A certificate of correction is effective on the effective date of the document it corrects except as to persons relying on the uncorrected document and adversely affected by the correction. As to those persons, the certificate is effective when filed.

    Sec. 129.  Chapter 89 of NRS is hereby amended by adding thereto a new section to read as follows:

1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

    Sec. 130.  NRS 89.040 is hereby amended to read as follows:

    89.040  1.  One or more persons may organize a professional corporation in the manner provided for organizing a private corporation pursuant to chapter 78 of NRS. Each person organizing the corporation must, except as otherwise provided in subsection 2 of NRS 89.050, be authorized to perform the professional service for which the corporation is organized. The articles of incorporation must contain the following additional information:

    (a) The profession to be practiced by means of the professional corporation.

    (b) The names and [post office boxes or street] addresses, either residence or business, of the original stockholders and directors of the professional corporation.

    (c) Except as otherwise provided in paragraph (d) of this subsection, a certificate from the regulating board of the profession to be practiced showing that each of the directors, and each of the stockholders who is a natural person, is licensed to practice the profession.

    (d) For a professional corporation organized pursuant to this chapter and practicing pursuant to the provisions of NRS 623.349, a certificate from the regulating board or boards of the profession or professions to be practiced showing that control and two-thirds ownership of the corporation is held by persons registered or licensed pursuant to the applicable provisions of
chapter 623, 623A or 625 of NRS. As used in this paragraph, “control” has the meaning ascribed to it in NRS 623.349.

    2.  The corporate name of a professional corporation must contain the words “Professional Corporation” or the abbreviation “Prof. Corp.,” “P.C.” or “PC,” or the word “Chartered” or the abbreviation “Chtd.,” or “Limited” or the abbreviation “Ltd.” The corporate name must contain the last name of one or more of its stockholders. The corporation may render professional services and exercise its authorized powers under a fictitious name if the corporation has first registered the name in the manner required by
chapter 602 of NRS.

    Sec. 131.  NRS 89.210 is hereby amended to read as follows:

    89.210  1.  Within 30 days after the organization of a professional association under this chapter, the association shall file with the Secretary of State a copy of the articles of association, duly executed, and shall pay at that time a filing fee of [$175. Any such association formed as a common-law association before July 1, 1969, shall file, within 30 days after July 1, 1969, a certified copy of its articles of association, with any amendments thereto, with the Secretary of State, and shall pay at that time a filing fee of $25.] $75. A copy of any amendments to the articles of association [adopted after July 1, 1969,] must also be filed with the Secretary of State within 30 days after the adoption of such amendments. Each copy of amendments so filed must be certified as true and correct and be accompanied by a filing fee of [$150.] $175.

    2.  The name of such a professional association must contain the words “Professional Association,” “Professional Organization” or the abbreviations “Prof. Ass’n” or “Prof. Org.” The association may render professional services and exercise its authorized powers under a fictitious name if the association has first registered the name in the manner required under chapter 602 of NRS.

    Sec. 132.  NRS 89.250 is hereby amended to read as follows:

    89.250  1.  Except as otherwise provided in subsection 2, a professional association shall, on or before the [first] last day of the [second] first month after the filing of its articles of association with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its organization occurs in each year, furnish a statement to the Secretary of State showing the names and [residence] addresses , either residence or business, of all members and employees in the professional association and certifying that all members and employees are licensed to render professional service in this state.

    2.  A professional association organized and practicing pursuant to the provisions of this chapter and NRS 623.349 shall, on or before the [first] last day of the [second] first month after the filing of its articles of association with the Secretary of State, and annually thereafter on or before the last day of the month in which the anniversary date of its organization occurs in each year, furnish a statement to the Secretary of State:

    (a) Showing the names and [residence] addresses , either residence or business, of all members and employees of the professional association who are licensed or otherwise authorized by law to render professional service in this state;

    (b) Certifying that all members and employees who render professional service are licensed or otherwise authorized by law to render professional service in this state; and

    (c) Certifying that all members who are not licensed to render professional service in this state do not render professional service on behalf of the professional association except as authorized by law.

    3.  Each statement filed pursuant to this section must be:

    (a) Made on a form prescribed by the Secretary of State and must not contain any fiscal or other information except that expressly called for by this section.

    (b) Signed by the chief executive officer of the professional association.

    (c) Accompanied by a declaration under penalty of perjury that the professional association [has] :

(1) Has complied with the provisions of chapter 364A of NRS [.] ; and

(2) Acknowledges that pursuant to NRS 239.330 it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.

    4.  Upon filing:

    (a) The initial statement required by this section, the professional association shall pay to the Secretary of State a fee of [$165.] $125.

    (b) Each annual statement required by this section, the professional association shall pay to the Secretary of State a fee of [$85.] $125.

    5.  As used in this section, “signed” means to have executed or adopted a name, word or mark, including, without limitation, an electronic signature as defined in NRS 719.100, with the present intention to authenticate a document.

    Sec. 133.  NRS 89.252 is hereby amended to read as follows:

    89.252  1.  Each professional association that is required to make a filing and pay the fee prescribed in NRS 89.250 but refuses to do so within the time provided is in default.

    2.  For default, there must be added to the amount of the fee a penalty of [$50.] $75. The fee and penalty must be collected as provided in this chapter.

    Sec. 134.  NRS 89.254 is hereby amended to read as follows:

    89.254  1.  The Secretary of State shall [notify by letter] provide written notice to each professional association which is in default pursuant to the provisions of NRS 89.252. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

(b) At the request of the professional association, may be provided electronically.

    2.  On the first day of the [ninth] first anniversary of the month following the month in which the filing was required, the articles of association of the professional association is revoked and its right to transact business is forfeited.

    3.  The Secretary of State shall compile a complete list containing the names of all professional associations whose right to [do] transact business has been forfeited.

4.  The Secretary of State shall forthwith notify each [such] professional association specified in subsection 3 by [letter] providing written notice of the forfeiture of its right to transact business. The written notice [must be accompanied by] :

(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.

[4.] (b) At the request of the professional association, may be provided electronically.

5.  If the articles of association of a professional association are revoked and the right to transact business is forfeited, all the property and assets of the defaulting professional association must be held in trust by its members, as for insolvent corporations, and the same proceedings may be had with respect to its property and assets as apply to insolvent corporations. Any interested person may institute proceedings at any time after a forfeiture has been declared, but if the Secretary of State reinstates the articles of association the proceedings must be dismissed and all property restored to the members of the professional association.

[5.] 6.  If the assets of the professional association are distributed, they must be applied to:

    (a) The payment of the filing fee, penalties and costs due to the State; and

    (b) The payment of the creditors of the professional association.

Any balance remaining must be distributed as set forth in the articles of association or, if no such provisions exist, among the members of the professional association.

    Sec. 135.  NRS 89.256 is hereby amended to read as follows:

    89.256  1.  Except as otherwise provided in subsections 3 and 4, the Secretary of State shall reinstate any professional association which has forfeited its right to transact business under the provisions of this chapter and restore the right to carry on business in this state and exercise its privileges and immunities if it:

    (a) Files with the Secretary of State [the] :

(1) The statement and certification required by NRS 89.250; and

(2) A certificate of acceptance of appointment signed by its resident agent; and

    (b) Pays to the Secretary of State:

        (1) The filing fee and penalty set forth in NRS 89.250 and 89.252 for each year or portion thereof during which the articles of association have been revoked; and

        (2) A fee of [$200] $300 for reinstatement.

    2.  When the Secretary of State reinstates the professional association , [to its former rights,] he shall [:

(a) Immediately issue and deliver to the association a certificate of reinstatement authorizing it to transact business, as if the fees had been paid when due; and

(b) Upon demand,] issue to the professional association a [certified copy of the] certificate of reinstatement [.] if the professional association:

(a) Requests a certificate of reinstatement; and

(b) Pays the required fees pursuant to subsection 8 of NRS 78.785.

    3.  The Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the [association’s] articles of association occurred only by reason of [its] the failure to pay the fees and penalties.

    4.  If the articles of association of a professional association have been revoked pursuant to the provisions of this chapter and have remained revoked for 10 consecutive years, the articles must not be reinstated.

    Sec. 136.  Chapter 92A of NRS is hereby amended by adding thereto a new section to read as follows:

1.  Each document filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.

2.  The Secretary of State may refuse to file a document which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the document.

3.  If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any document that is submitted for filing with the form:

(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the document in order for the document to be filed; and

(b) Unless otherwise provided in the document, the provisions of the document control in every other situation.

4.  The Secretary of State may by regulation provide for the electronic filing of documents with the Office of the Secretary of State.

Sec. 137.  NRS 92A.190 is hereby amended to read as follows:

    92A.190  1.  One or more foreign entities may merge or enter into an exchange of owner’s interests with one or more domestic entities if:

    (a) In a merger, the merger is permitted by the law of the jurisdiction under whose law each foreign entity is organized and governed and each foreign entity complies with that law in effecting the merger;

    (b) In an exchange, the entity whose owner’s interests will be acquired is a domestic entity, whether or not an exchange of owner’s interests is permitted by the law of the jurisdiction under whose law the acquiring entity is organized;

    (c) The foreign entity complies with NRS 92A.200 to 92A.240, inclusive, if it is the surviving entity in the merger or acquiring entity in the exchange and sets forth in the articles of merger or exchange its address where copies of process may be sent by the Secretary of State; and

    (d) Each domestic entity complies with the applicable provisions of
NRS 92A.100 to 92A.180, inclusive, and, if it is the surviving entity in the merger or acquiring entity in the exchange, with NRS 92A.200 to 92A.240, inclusive.

    2.  When the merger or exchange takes effect, the surviving foreign entity in a merger and the acquiring foreign entity in an exchange shall be deemed:

    (a) To appoint the Secretary of State as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting owners of each domestic entity that was a party to the merger or exchange. Service of such process must be made by personally delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of [$50] $100 for accepting and transmitting the process. The Secretary of State shall forthwith send by registered or certified mail one of the copies to the surviving or acquiring entity at its specified address, unless the surviving or acquiring entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.

    (b) To agree that it will promptly pay to the dissenting owners of each domestic entity that is a party to the merger or exchange the amount, if any, to which they are entitled under or created pursuant to NRS 92A.300
to 92A.500, inclusive.

    3.  This section does not limit the power of a foreign entity to acquire all or part of the owner’s interests of one or more classes or series of a domestic entity through a voluntary exchange or otherwise.

Sec. 138.  NRS 92A.195 is hereby amended to read as follows:

    92A.195  1.  One foreign entity or foreign general partnership may convert into one domestic entity if:

    (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion;

    (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205 and, if it is the resulting entity in the conversion, with NRS 92A.210 to 92A.240, inclusive; and

    (c) The domestic entity complies with the applicable provisions of
NRS 92A.105, 92A.120, 92A.135, 92A.140 and 92A.165 and, if it is the resulting entity in the conversion, with NRS 92A.205 to 92A.240, inclusive.

    2.  When the conversion takes effect, the resulting foreign entity in a conversion shall be deemed to have appointed the Secretary of State as its agent for service of process in a proceeding to enforce any obligation. Service of process must be made personally by delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of [$25] $100 for accepting and transmitting the process. The Secretary of State shall send one of the copies of the process by registered or certified mail to the resulting entity at its specified address, unless the resulting entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.

    Sec. 139.  NRS 92A.200 is hereby amended to read as follows:

    92A.200  After a plan of merger or exchange is approved as required by this chapter, the surviving or acquiring entity shall deliver to the Secretary of State for filing articles of merger or exchange setting forth:

    1.  The name and jurisdiction of organization of each constituent entity;

    2.  That a plan of merger or exchange has been adopted by each constituent entity [;] or the parent domestic entity only, if the merger is pursuant to NRS 92A.180;

    3.  If approval of the owners of one or more constituent entities was not required, a statement to that effect and the name of each entity;

    4.  If approval of owners of one or more constituent entities was required, the name of each entity and a statement for each entity that:

    (a) The plan was approved by the required consent of the owners; or

    (b) A plan was submitted to the owners pursuant to this chapter including:

        (1) The designation, percentage of total vote or number of votes entitled to be cast by each class of owner’s interests entitled to vote separately on the plan; and

        (2) Either the total number of votes or percentage of owner’s interests cast for and against the plan by the owners of each class of interests entitled to vote separately on the plan or the total number of undisputed votes or undisputed total percentage of owner’s interests cast for the plan separately by the owners of each class, and the number of votes or percentage of owner’s interests cast for the plan by the owners of each class of interests was sufficient for approval by the owners of that class;

    5.  In the case of a merger, the amendment, if any, to the articles of incorporation, articles of organization, certificate of limited partnership or certificate of trust of the surviving entity, which amendment may be set forth in the articles of merger as a specific amendment or in the form of:

    (a) Amended and restated articles of incorporation;

    (b) Amended and restated articles of organization;

    (c) An amended and restated certificate of limited partnership; or

    (d) An amended and restated certificate of trust, or attached in that form as an exhibit; and

    6.  If the entire plan of merger or exchange is not set forth, a statement that the complete executed plan of merger or plan of exchange is on file at the registered office if a corporation, limited-liability company or business trust, or office described in paragraph (a) of subsection 1 of NRS 88.330 if a limited partnership, or other place of business of the surviving entity or the acquiring entity, respectively. Any of the terms of the plan of merger, conversion or exchange may be made dependent upon facts ascertainable outside of the plan of merger, conversion or exchange, provided that the plan of merger, conversion or exchange clearly and expressly sets forth the manner in which such facts shall operate upon the terms of the plan. As used in this section, the term “facts” includes, without limitation, the occurrence of an event, including a determination or action by a person or body, including a constituent entity.

    Sec. 140.  NRS 92A.205 is hereby amended to read as follows:

    92A.205  1.  After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall deliver to the Secretary of State for filing:

    (a) Articles of conversion setting forth:

        (1) The name and jurisdiction of organization of the constituent entity and the resulting entity; and

        (2) That a plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity.

    (b) The following constituent document of the domestic resulting entity:

        (1) If the resulting entity is a domestic corporation, the articles of incorporation to be filed in compliance with chapter 78 , 78A, 82 or 89
of NRS, as applicable;

        (2) If the resulting entity is a domestic limited partnership, the certificate of limited partnership to be filed in compliance with chapter 88
of NRS;

        (3) If the resulting entity is a domestic limited-liability company, the articles of organization to be filed in compliance with chapter 86 of NRS; or

        (4) If the resulting entity is a domestic business trust, the certificate of trust to be filed in compliance with chapter 88A of NRS.

    (c) A certificate of acceptance of appointment of a resident agent for the resulting entity which is executed by the resident agent.

    2.  After a plan of conversion is approved as required by this chapter, if the resulting entity is a foreign entity, the constituent entity shall deliver to the Secretary of State for filing articles of conversion setting forth:

    (a) The name and jurisdiction of organization of the constituent entity and the resulting entity;

    (b) That a plan of conversion has been adopted by the constituent entity in compliance with the laws of this state; and

    (c) The address of the resulting entity where copies of process may be sent by the Secretary of State.

    3.  If the entire plan of conversion is not set forth in the articles of conversion, the filing party must include in the articles of conversion a statement that the complete executed plan of conversion is on file at the registered office or principal place of business of the resulting entity or, if the resulting entity is a domestic limited partnership, the office described in paragraph (a) of subsection 1 of NRS 88.330.

    4.  If the conversion takes effect on a later date specified in the articles of conversion pursuant to NRS 92A.240, the constituent document filed with the Secretary of State pursuant to paragraph (b) of subsection 1 must state the name and the jurisdiction of the constituent entity and that the existence of the resulting entity does not begin until the later date.

    5.  Any documents filed with the Secretary of State pursuant to this section must be accompanied by the fees required pursuant to this title for filing the constituent document.

    Sec. 141.  NRS 92A.210 is hereby amended to read as follows:

    92A.210  1.  Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is [$325.] $350. The fee for filing the constituent documents of a domestic resulting entity is the fee for filing the constituent documents determined by the chapter of NRS governing the particular domestic resulting entity.

    2.  The fee for filing articles of merger of two or more domestic corporations is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporation.

    3.  The fee for filing articles of merger of one or more domestic corporations with one or more foreign corporations is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporations which have paid the fees required by NRS 78.760 and 80.050.

    4.  The fee for filing articles of merger of two or more domestic or foreign corporations must not be less than [$325.] $350. The amount paid pursuant to subsection 3 must not exceed [$25,000.] $35,000.

Sec. 142.  NRS 14.020 is hereby amended to read as follows:

    14.020  1.  Every corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust and municipal corporation created and existing under the laws of any other state, territory, or foreign government, or the Government of the United States, doing business in this state shall appoint and keep in this state a resident agent who resides or is located in this state, upon whom all legal process and any demand or notice authorized by law to be served upon it may be served in the manner provided in subsection 2. The corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation shall file with the Secretary of State a certificate of acceptance of appointment signed by its resident agent. The certificate must set forth the full name and address of the resident agent. [The] A certificate of change of resident agent must be [renewed] filed in the manner provided in title 7 of NRS [whenever a change is made in the appointment or a vacancy occurs in the agency.] if the corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation desires to change its resident agent. A certificate of name change of resident agent must be filed in the manner provided in title 7 of NRS if the name of a resident is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment.

    2.  All legal process and any demand or notice authorized by law to be served upon the foreign corporation, limited-liability company, limited-liability partnership, limited partnership, limited-liability limited partnership, business trust or municipal corporation may be served upon the resident agent personally or by leaving a true copy thereof with a person of suitable age and discretion at the address shown on the current certificate of acceptance filed with the Secretary of State.

    3.  Subsection 2 provides an additional mode and manner of serving process, demand or notice and does not affect the validity of any other service authorized by law.

    Sec. 143.  NRS 104.9525 is hereby amended to read as follows:

    104.9525  1.  Except as otherwise provided in subsection 5, the fee for filing and indexing a record under this part, other than an initial financing statement of the kind described in subsection 2 of NRS 104.9502, is:

    (a) [Twenty] Forty dollars if the record is communicated in writing and consists of one or two pages;

    (b) [Forty] Sixty dollars if the record is communicated in writing and consists of more than two pages, and [$1] $2 for each page over 20 pages;

    (c) [Ten] Twenty dollars if the record is communicated by another medium authorized by filing-office rule; and

    (d) [One dollar] Two dollars for each additional debtor, trade name or reference to another name under which business is done.

    2.  The filing officer may charge and collect [$1] $2 for each page of copy or record of filings produced by him at the request of any person.

    3.  Except as otherwise provided in subsection 5, the fee for filing and indexing an initial financing statement of the kind described in subsection 3 of NRS 104.9502 is:

    (a) [Forty] Sixty dollars if the financing statement indicates that it is filed in connection with a public-finance transaction; and

    (b) [Twenty] Forty dollars if the financing statement indicates that it is filed in connection with a manufactured-home transaction.

    4.  The fee for responding to a request for information from the filing office, including for issuing a certificate showing whether there is on file any financing statement naming a particular debtor, is:

    (a) [Twenty] Forty dollars if the request is communicated in writing; and

    (b) [Fifteen] Twenty dollars if the request is communicated by another medium authorized by filing-office rule.

    5.  This section does not require a fee with respect to a mortgage that is effective as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut under subsection 3 of NRS 104.9502. However, the fees for recording and satisfaction which otherwise would be applicable to the mortgage apply.

Sec. 144.  NRS 105.070 is hereby amended to read as follows:

    105.070  1.  The Secretary of State or county recorder shall mark any security instrument and any statement of change, merger or consolidation presented for filing with the day and hour of filing and the file number assigned to it. This mark is, in the absence of other evidence, conclusive proof of the time and fact of presentation for filing.

    2.  The Secretary of State or county recorder shall retain and file all security instruments and statements of change, merger or consolidation presented for filing.

    3.  The uniform fee for filing and indexing a security instrument, or a supplement or amendment thereto, and a statement of change, merger or consolidation, and for stamping a copy of those documents furnished by the secured party or the public utility, to show the date and place of filing is [$15] $40 if the document is in the standard form prescribed by the Secretary of State and otherwise is [$20, plus $1] $50, plus $2 for each additional debtor or trade name.

Sec. 145.  NRS 105.080 is hereby amended to read as follows:

    105.080  Upon the request of any person, the Secretary of State shall issue his certificate showing whether there is on file on the date and hour stated therein, any presently effective security instrument naming a particular public utility, and if there is, giving the date and hour of filing of the instrument and the names and addresses of each secured party. The uniform fee for such a certificate is [$15] $40 if the request for the certificate is in the standard form prescribed by the Secretary of State and otherwise is [$20.] $50. Upon request the Secretary of State or a county recorder shall furnish a copy of any filed security instrument upon payment of the statutory fee for copies.

    Sec. 146.  NRS 116.3101 is hereby amended to read as follows:

    116.3101  1. A unit-owners’ association must be organized no later than the date the first unit in the common-interest community is conveyed.

2.  The membership of the association at all times consists exclusively of all units’ owners or, following termination of the common-interest community, of all owners of former units entitled to distributions of proceeds under NRS 116.2118, 116.21183 and 116.21185, or their heirs, successors or assigns.

3.  The association must [be] :

(a) Be organized as a profit or nonprofit corporation, trust or partnership [.] ;

(b) Include in its articles of incorporation, certificate of registration or certificates of limited partnership, or any certificate of amendment thereof, that the purpose of the corporation is to operate as an association pursuant to this chapter;

(c) Contain in its name the words “homeowners’ association” or “unit-owners’ association”; and

(d) Comply with the provisions of chapters 78, 82, 87 and 88 of NRS when filing articles of incorporation, certificates of registration or certificates of limited partnership, or any certificate of amendment thereof, with the Secretary of State.

Sec. 147.  NRS 225.140 is hereby amended to read as follows:

    225.140  1.  Except as otherwise provided in subsection 2, in addition to other fees authorized by law, the Secretary of State shall charge and collect the following fees:

[For a copy of any law, joint resolution, transcript of record, or other paper on file or of record in his office, other than a document required to be filed pursuant to title 24 of NRS, per page $1.00

For a copy of any document required to be filed pursuant to title 24 of NRS, per page    .50]

For certifying to [any such] a copy of any law, joint resolution, transcript of record or other paper on file or of record with the Secretary of State, including, but not limited to, a document required to be filed pursuant to
title 24 of NRS, and use of the State Seal, for each impression   [10.00] $20

For each passport or other document signed by the Governor and attested by the Secretary of State                [10.00] 10

[For a negotiable instrument returned unpaid 10.00]

    2.  The Secretary of State:

    (a) Shall charge a reasonable fee for searching records and documents kept in his office.

    (b) May charge or collect any filing or other fees for services rendered by him to the State of Nevada, any local governmental agency or agency of the Federal Government, or any officer thereof in his official capacity or respecting his office or official duties.

    (c) May not charge or collect a filing or other fee for:

        (1) Attesting extradition papers or executive warrants for other states.

        (2) Any commission or appointment issued or made by the Governor, either for the use of the State Seal or otherwise.

    (d) May charge a reasonable fee, not to exceed:

        (1) Five hundred dollars, for providing service within 2 hours after the time the service is requested; and

        (2) One hundred twenty-five dollars, for providing any other special service, including, but not limited to, providing service more than 2 hours but within 24 hours after the time the service is requested, accepting documents filed by facsimile machine and other use of new technology.

    (e) Shall charge a fee, not to exceed the actual cost to the Secretary of State, for providing:

        (1) A copy of any record kept in his office that is stored on a computer or on microfilm if the copy is provided on a tape, disc or other medium used for the storage of information by a computer or on duplicate film.

        (2) Access to his computer database on which records are stored.

    3.  From each fee collected pursuant to paragraph (d) of subsection 2:

    (a) The entire amount or [$50,] $62.50, whichever is less, of the fee collected pursuant to subparagraph (1) of that paragraph and half of the fee collected pursuant to subparagraph (2) of that paragraph must be deposited with the State Treasurer for credit to the Account for Special Services of the Secretary of State in the State General Fund. Any amount remaining in the Account at the end of a fiscal year in excess of $2,000,000 must be transferred to the State General Fund. Money in the Account may be transferred to the Secretary of State’s operating general fund budget account and must only be used to create and maintain the capability of the Office of the Secretary of State to provide special services, including, but not limited to, providing service:

        (1) On the day it is requested or within 24 hours; or

        (2) Necessary to increase or maintain the efficiency of the Office. Any transfer of money from the Account for expenditure by the Secretary of State must be approved by the Interim Finance Committee.

    (b) After deducting the amount required pursuant to paragraph (a), the remainder must be deposited with the State Treasurer for credit to the State General Fund.

    Sec. 148.  Chapter 364A of NRS is hereby amended by adding thereto a new section to read as follows:

1.  If the Department has reasonable cause to believe that any person has failed to comply with the provisions of NRS 364A.130, the Department may issue an order directed to the person to show cause why the Department should not order the person to cease and desist from conducting a business in this state. The order must contain a statement of the charges and a notice of a hearing to be held thereon. The order must be served upon the person directly or by certified or registered mail, return receipt requested.

2.  If, after conducting a hearing pursuant to the provisions of
subsection 1, the Department determines that the person has failed to comply with the provisions of NRS 364A.130 or if the person fails to appear for the hearing after being properly served with the statement of charges and notice of hearing, the Department may make a written report of his findings of fact concerning the violation and cause to be served a copy thereof upon the person at the hearing. If the Department determines in the report that such failure has occurred, the Department may order the violator to:

(a) Cease and desist from conducting a business in this state; and

(b) Pay the costs of reporting services, fees for experts and other witnesses, charges for the rental of a hearing room if such a room is not available to the Department free of charge, charges for providing an independent hearing officer, if any, and charges incurred for any service of process, if the violator is adjudicated to have failed to comply with the provisions of NRS 364A.130. The order must be served upon the person directly or by certified or registered mail, return receipt requested. The order becomes effective upon service in the manner provided in this subsection.

3.  Any person whose pecuniary interests are directly and immediately affected by an order issued pursuant to subsection 2 or who is aggrieved by the order may petition for judicial review in the manner provided in
chapter 233B of NRS. Such a petition must be filed within 30 days after the service of the order. The order becomes final upon the filing of the petition.

4.  If a person fails to comply with any provision of an order issued pursuant to subsection 2, the Department may, through the Attorney General, at any time after 30 days after the service of the order, cause an action to be instituted in the district court of the county wherein the person resides or has his principal place of business requesting the court to enforce the provisions of the order or to provide any other appropriate injunctive relief.

5.  If the court finds that:

(a) There has been a failure to comply with the provisions of
NRS 364A.130;

(b) The proceedings by the Department concerning the written report and any order issued pursuant to subsection 3 are in the interest of the public; and

(c) The findings of the Department are supported by the weight of the evidence, the court shall issue an order enforcing the provisions of the order of the Department.

6.  An order issued pursuant to subsection 5 may include:

(a) A provision requiring the payment to the Department of a penalty of not more than $5,000 for each act amounting to a failure to comply with the Department’s order; or

(b) Such injunctive or other equitable or extraordinary relief as is determined appropriate by the court.

7.  Any aggrieved party may appeal from the final judgment, order or decree of the court in a like manner as provided for appeals in civil cases.

    Sec. 149.  NRS 364A.130 is hereby amended to read as follows:

    364A.130  1.  Except as otherwise provided in subsection [6,] 8, a person shall not conduct a business in this state unless he has a business license issued by the Department.

    2.  The application for a business license must:

    (a) Be made upon a form prescribed by the Department;

    (b) Set forth the name under which the applicant transacts or intends to transact business and the location of his place or places of business;

    (c) Declare the estimated number of employees for the previous calendar quarter;

    (d) Be accompanied by a fee of [$25;] $50; and

    (e) Include any other information that the Department deems necessary.

    3.  The application must be signed by:

    (a) The owner, if the business is owned by a natural person;

    (b) A member or partner, if the business is owned by an association or partnership; or

    (c) An officer or some other person specifically authorized to sign the application, if the business is owned by a corporation.

    4.  If the application is signed pursuant to paragraph (c) of subsection 3, written evidence of the signer’s authority must be attached to the application.

    5.  A person who has been issued a business license by the Department shall submit a fee of $50 to the Department on or before the last day of the month in which the anniversary date of issuance of the business license occurs in each year, unless the person submits a written statement to the Department, at least 10 days before the anniversary date, indicating that the person will not be conducting business in this state after the anniversary date. A person who fails to submit the annual fee required pursuant to this subsection in a timely manner shall pay a penalty in the amount of $75 in addition to the annual fee.

6.  The business license required to be obtained pursuant to this section is in addition to any license to conduct business that must be obtained from the local jurisdiction in which the business is being conducted.

7.  For the purposes of this chapter, a person shall be deemed to conduct a business in this state if a business for which the person is responsible:

    (a) Is incorporated pursuant to chapter 78 or 78A of NRS;

    (b) Has an office or other base of operations in this state; or

    (c) Pays wages or other remuneration to a natural person who performs in this state any of the duties for which he is paid.

[6.] 8.  A person who takes part in a trade show or convention held in this state for a purpose related to the conduct of a business is not required to obtain a business license specifically for that event.

    Sec. 150.  NRS 364A.160 is hereby repealed.

    Sec. 151.  The Secretary of State is hereby authorized, without obtaining further approval, to hire such additional personnel as are necessary to carry out the provisions of this act.

    Sec. 152.  1.  This section and sections 1 to 5, inclusive, 6 to 24.3, inclusive, 25 to 45, inclusive, 47 to 52.5, inclusive, 53 to 65.3, inclusive, 66 to 82.3, inclusive, 83 to 97, inclusive, 97.6 to 115, inclusive, 118 to 141, inclusive, and 143 to 151, inclusive, of this act become effective on
October 1, 2003.

    2.  Sections 5.3, 24.7, 46, 52.7, 65.7, 82.7, 97.4 and 116 of this act become effective:

    (a) Except as otherwise provided in paragraph (b) or paragraph (b) of subsection 3, on October 1, 2003.

    (b) On January 1, 2004, for the purpose of requiring a resident agent who desires to resign to file a statement of resignation for each artificial person formed, organized, registered or qualified pursuant to the provisions of title 7 of NRS for which the resident agent is unwilling to continue to act as the resident agent for the service of process.

    3.  Sections 5.7, 24.7, 65.5, 82.5, 97.2, 117 and 142 of this act become effective:

    (a) Except as otherwise provided in paragraph (b) or paragraph (b) of subsection 2, on October 1, 2003.

    (b) On January 1, 2004, for the purpose of requiring a resident agent to file a certificate of name change of resident agent if the name of the resident agent is changed as a result of a merger, conversion, exchange, sale, reorganization or amendment.

TEXT OF REPEALED SECTION

    364A.160  Exemption for natural person with no employees during calendar quarter.  A natural person who does not employ any employees during a calendar quarter is exempt from the provisions of this chapter for that calendar quarter.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to business; providing for the implementation, modification and standardization of certain filing requirements for business entities; changing the exclusive remedy by which a judgment creditor of a member of a limited-liability company or a limited partnership may satisfy a judgment; increasing certain fees and establishing new fees; providing for the issuance of an order to cease and desist for failure to comply with certain provisions pertaining to business licenses; repealing the exemption from business tax provisions for a natural person who does not employ employees during a calendar quarter; authorizing the Secretary of State to hire additional personnel; making various other changes to provisions pertaining to business entities; and providing other matters properly relating thereto.”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Makes various changes to provisions pertaining to business. (BDR 7‑454)”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate amendment No. 672 to Assembly Bill No. 536.

    Remarks by Assemblyman Anderson.

    Motion carried.

    The following Senate amendment was read:

    Amendment No. 770.

    Amend sec. 148, pages 119 and 120, by deleting lines 2 through 45 on page 119 and lines 1 through 18 on page 120, and inserting: “thereto the provisions set forth as sections 148.3 and 148.7 of this act.”.

    Amend the bill as a whole by adding new sections designated
sections 148.3 and 148.7, following sec. 148, to read as follows:

    “Sec. 148.3.  1.  If the Department has reasonable cause to believe that any person has failed to comply with the provisions of NRS 364A.130, the Department may issue an order directed to the person to show cause why the Department should not order the person to cease and desist from conducting a business in this state. The order must contain a statement of the charges and a notice of a hearing to be held thereon. The order must be served upon the person directly or by certified or registered mail, return receipt requested.

2.  If, after conducting a hearing pursuant to the provisions of subsection 1, the Department determines that the person has failed to comply with the provisions of NRS 364A.130 or if the person fails to appear for the hearing after being properly served with the statement of charges and notice of hearing, the Department may make a written report of its findings of fact concerning the violation and cause to be served a copy thereof upon the person at the hearing. If the Department determines in the report that such failure has occurred, the Department may order the violator to:

(a) Cease and desist from conducting a business in this state; and

(b) Pay the costs of reporting services, fees for experts and other witnesses, charges for the rental of a hearing room if such a room is not available to the Department free of charge, charges for providing an independent hearing officer, if any, and charges incurred for any service of process, if the violator is adjudicated to have failed to comply with the provisions of NRS 364A.130.

The order must be served upon the person directly or by certified or registered mail, return receipt requested. The order becomes effective upon service in the manner provided in this subsection.

3.  Any person whose pecuniary interests are directly and immediately affected by an order issued pursuant to subsection 2 or who is aggrieved by the order may petition for judicial review in the manner provided in chapter 233B of NRS. Such a petition must be filed within 30 days after the service of the order. The order becomes final upon the filing of the petition.

4.  If a person fails to comply with any provision of an order issued pursuant to subsection 2, the Department may, through the Attorney General, at any time after 30 days after the service of the order, cause an action to be instituted in the district court of the county wherein the person resides or has his principal place of business requesting the court to enforce the provisions of the order or to provide any other appropriate injunctive relief.

5.  If the court finds that:

(a) There has been a failure to comply with the provisions of
NRS 364A.130;

(b) The proceedings by the Department concerning the written report and any order issued pursuant to subsection 3 are in the interest of the public; and

(c) The findings of the Department are supported by the weight of the evidence,

the court shall issue an order enforcing the provisions of the order of the Department.

6.  An order issued pursuant to subsection 5 may include:

(a) A provision requiring the payment to the Department of a penalty of not more than $5,000 for each act amounting to a failure to comply with the Department’s order; or

(b) Such injunctive or other equitable or extraordinary relief as is determined appropriate by the court.

7.  Any aggrieved party may appeal from the final judgment, order or decree of the court in a like manner as provided for appeals in civil cases.

    Sec. 148.7.  A person described in NRS 612.144 is exempt from the provisions of this chapter.”.

    Amend the title of the bill, ninth line, after “licenses;” by inserting: “providing that persons selling or soliciting the sale of products in certain circumstances are exempt from business tax provisions;”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate amendment No. 770 to Assembly Bill No. 536.

    Remarks by Assemblyman Anderson.

    Motion carried.

    The following Senate amendment was read:

    Amendment No. 898.

    Amend sec. 144, page 116, by deleting lines 40 through 44 and inserting:

“those documents furnished by the secured party or the public utility to show the date and place of filing is:

    (a) [Twenty] Forty dollars if the record is communicated in writing and consists of one or two pages;

    (b) [Forty] Sixty dollars if the record is communicated in writing and consists of more than two pages, and [$1] $2 for each page over 20 pages;

    (c) [Ten] Twenty dollars if the record is communicated by another medium authorized by filing-office rule; and

    (d) [One dollar] Two dollars for each additional debtor, trade name or reference to another name under which business is done.”.

    Amend sec. 145, page 117, by deleting lines 2 through 12 and inserting:

    “105.080  1.  Upon the request of any person, the Secretary of State shall issue his certificate showing whether there is on file, on the date and hour stated therein, any presently effective security instrument naming a particular public utility and, if there is, giving the date and hour of filing of the instrument and the names and addresses of each secured party. The uniform fee for such a certificate is:

    (a) [Twenty] Fifty dollars if the request is communicated in writing; and

    (b) [Fifteen] Forty dollars if the request is communicated by another medium authorized by filing-office rule.

    2.  Upon request, the Secretary of State or a county recorder shall furnish a copy of any filed security instrument upon payment of the statutory fee for copies.”.

    Amend the bill as a whole by deleting sec. 151 and adding:

    “Sec. 151.  (Deleted by amendment.)”.

    Amend sec. 152, page 122, line 11, by deleting “and 143” and inserting:

“143 and 146”.

    Amend sec. 152, page 122, after line 30, by inserting:

    “4.  Sections 144 and 145 of this act become effective at 12:01 a.m. on October 1, 2003.”.

    Amend the title of the bill, fourteenth and fifteenth lines, by deleting: “authorizing the Secretary of State to hire additional personnel;”.

    Assemblyman Anderson moved that the Assembly do not concur in the Senate amendment No. 898 to Assembly Bill No. 536.

    Remarks by Assemblyman Anderson.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Mr. Speaker announced if there were no objections, the Assembly would recess subject to the call of the Chair.

    Assembly in recess at 1:33 p.m.

ASSEMBLY IN SESSION

    At 1:36 p.m.

    Mr. Speaker presiding.

    Quorum present.

    Assembly Bill No. 326.

    The following Senate amendment was read:

    Amendment No. 844.

    Amend section 1, page 3, line 27, by deleting “separate”.

    Amend section 1, page 3, by deleting lines 31 through 36.

    Amend section 1, page 3, line 37, by deleting “(d)” and inserting “(c)”.

    Assemblywoman Koivisto moved that the Assembly concur in the Senate amendment to Assembly Bill No. 326.

    Remarks by Assemblywoman Koivisto.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 57.

    The following Senate amendment was read:

    Amendment No. 581.

    Amend the bill as a whole by deleting sec. 3 and adding a new section designated sec. 3, following sec. 2, to read as follows:

    “Sec. 3.  This act becomes effective:

    1.  On July 1, 2003, for the purposes of the State Public Works Board adopting the seismic provisions and standards specified in section 1 of this act; and

    2.  On July 1, 2004, for all other purposes, including for the purpose of a governing body to amend its building codes to include the seismic provisions and standards specified in subsection 5 of NRS 278.580, as amended by section 2 of this act.”.

    Assemblyman Manendo moved that the Assembly concur in the Senate amendment to Assembly Bill No. 57.

    Remarks by Assemblyman Manendo.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 355.

    The following Senate amendment was read:

    Amendment No. 769.

    Amend sec. 3, page 2, by deleting lines 13 through 18 and inserting:

    “(a) In consultation with affected local governmental entities, designate a preferred airport or other preferred facility for the takeoff and landing of commercial helicopters.

(b) In consultation with the advisory committee on aircraft noise described in NRS 244.414, recommend technological modifications and other measures that may be taken by the owners of commercial helicopters to reduce the noise that is emitted and generated by such helicopters.

(c) Submit to the Federal Aviation Administration suggestions that the Administration may consider for new and alternative flight paths for commercial helicopters to eliminate or minimize the flight of such helicopters over residential areas.”.

    Amend sec. 3, page 2, line 23, by deleting “an urban” and inserting “a residential”.

    Amend sec. 3, page 2, by deleting lines 31 through 33 and inserting:

    “3.  As used in this section, “residential area” means land that is:

(a) Being used primarily for one- or two-family dwellings or apartments; and

(b) Located adjacent to or near other residentially used land.”.

    Amend sec. 4, page 2, by deleting line 40 and inserting:

    “(b) Complies substantially with the technological modifications and other measures that are recommended pursuant to”.

    Amend sec. 4, page 3, by deleting line 24 and inserting: “complying substantially with the technological modifications and other measures that are recommended pursuant to”.

    Amend sec. 4, page 3, by deleting lines 28 and 29 and inserting:

        “(2) Provide proof of that substantial compliance.”.

    Amend sec. 6, page 4, line 6, by deleting “law; or” and inserting “law;”.

    Amend sec. 6, page 4, line 8, by deleting “state.” and inserting:

“state; or

(c) Preclude the construction or operation of a heliport which is part of the preferred airport or other preferred facility designated pursuant to paragraph (a) of subsection 1 of section 3 of this act.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to aeronautics; requiring the board of county commissioners of certain larger counties to designate a preferred airport or other preferred facility for the takeoff and landing of certain commercial helicopters, to make recommendations regarding noise-reducing technological modifications and other measures and to submit to the Federal Aviation Administration certain suggestions regarding new and alternative flight paths for such helicopters; establishing a program for the temporary exemption from personal property taxation of certain commercial helicopters that use the designated preferred airport or other preferred facility or comply substantially with the recommendations relating to noise reduction; establishing a temporary moratorium on the construction or operation of new heliports; and providing other matters properly relating thereto.”.

    Amend the bill as a whole by adding the following Senator as a primary joint sponsor:  Senator Coffin.

    Assemblyman Manendo moved that the Assembly do not concur in the Senate amendment to Assembly Bill No. 355.

    Remarks by Assemblyman Manendo.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 388.

    The following Senate amendment was read:

    Amendment No. 848.

    Amend the bill as a whole by renumbering sections 9 through 11 as sections 10 through 12 and adding a new section designated sec. 9, following sec. 8, to read as follows:

    “Sec. 9.  NRS 287.0475 is hereby amended to read as follows:

    287.0475  1.  A public employee who has retired pursuant to
NRS 1A.350 or 1A.480, or 286.510 or 286.620, or a retirement program provided pursuant to NRS 286.802, or the surviving spouse of such a retired public employee who is deceased may, in any even-numbered year, reinstate any insurance, except life insurance, which was provided to him and his dependents at the time of his retirement pursuant to NRS 287.010 or 287.020 or section 2 of this act or the Program as a public employee by:

    (a) Giving written notice of his intent to reinstate the insurance to the employee’s last public employer not later than January 31, of an even-numbered year;

    (b) Accepting the public employer’s current program or plan of insurance and any subsequent changes thereto; and

    (c) Paying any portion of the premiums or contributions of the public employer’s program or plan of insurance, in the manner set forth in
NRS 1A.470 or 286.615, which are due from the date of reinstatement and not paid by the public employer.

The last public employer shall give the insurer notice of the reinstatement no later than March 31, of the year in which the public employee or surviving spouse gives notice of his intent to reinstate the insurance. The insurer shall approve or disapprove the request for reinstatement within 90 days after the date of the request.

    2.  Reinstatement of insurance excludes claims for expenses for any condition for which medical advice, treatment or consultation was rendered within 6 months before reinstatement unless:

    (a) The person has not received any medical advice, treatment or consultation for a period of 6 consecutive months after the reinstatement; or

    (b) The reinstated insurance has been in effect more than 12 consecutive months.”.

    Amend sec. 10, page 8, line 16, by deleting “9,” and inserting “10,”.

    Assemblyman Manendo moved that the Assembly do not concur in the Senate amendment to Assembly Bill No. 388.

    Remarks by Assemblyman Manendo.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 459.

    The following Senate amendment was read:

    Amendment No. 765.

    Amend sec. 4, page 4, line 28, by deleting “A violation” and inserting: “Unless a greater penalty is provided by NRS 239.330, a violation”.

    Assemblyman Manendo moved that the Assembly concur in the Senate amendment to Assembly Bill No. 459.

    Remarks by Assemblyman Manendo.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

Recede From Assembly Amendments

    Assemblyman Horne moved that the Assembly do not recede from its action on Senate Bill No. 59, that a conference be requested, and that
Mr. Speaker appoint a first Conference Committee consisting of three members to meet with a like committee of the Senate.

    Remarks by Assemblyman Horne.

    Motion carried.

Appointment of Conference Committees

    Mr. Speaker appointed Assemblymen Manendo, Koivisto, and Mabey as a first Conference Committee to meet with a like committee of the Senate for the further consideration of Senate Bill No. 59.

Consideration of Senate Amendments

    Assembly Bill No. 220.

    The following Senate amendment was read:

    Amendment No. 801.

    Amend the bill as a whole by deleting section 1, renumbering sec. 2 as
sec. 10 and adding new sections designated sections 1 through 9, following the enacting clause, to read as follows:

    “Section 1.  Chapter 624 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 6, inclusive, of this act.

    Sec. 2.  As used in this chapter, unless the context otherwise requires, the words and terms defined in NRS 624.010, 624.020 and section 3 of this act have the meanings ascribed to them in those sections.

    Sec. 3.  “Construction control” has the meaning ascribed to it in
NRS 627.050.

    Sec. 4.  1.  In addition to any other requirements set forth in this chapter, if an applicant will engage in residential construction and the applicant or the natural person qualifying on behalf of the applicant pursuant to NRS 624.260 has not held a contractor’s license issued pursuant to this chapter within the 2 years immediately preceding the date that the application is submitted to the Board, the Board shall require the applicant to establish his financial responsibility by submitting to the Board:

(a) A financial statement that is prepared by an independent certified public accountant; and

(b) Any other information required by the Board.

2.  Before the Board may issue a contractor’s license to the applicant, the Board must determine whether, based on the financial information concerning the applicant, it would be in the public interest to do any or all of the following:

(a) Require the applicant to obtain the services of a construction control with respect to any money that the applicant requires a purchaser of a new residence to pay in advance to make upgrades to the new residence. If the Board imposes such a requirement, the applicant may not:

(1) Be related to the construction control or to an employee or agent of the construction control; or

(2) Hold, directly or indirectly, a financial interest in the business of the construction control.

(b) Establish an aggregate monetary limit on the contractor’s license, which must be the maximum combined monetary limit on all contracts that the applicant may undertake or perform as a licensed contractor at any one time, regardless of the number of contracts, construction sites, subdivision sites or clients. If the Board establishes such a limit, the Board:

(1) Shall determine the period that the limit is in effect; and

(2) During that period, may increase or decrease the limit as the Board deems appropriate.

3.  If the Board issues a contractor’s license to an applicant described in subsection 1, for the first 2 years after the issuance of the license, the licensee must submit to the Board, with each application for renewal of the license:

(a) A financial statement that is prepared by an independent certified public accountant; and

(b) A statement setting forth the number of building permits issued to and construction projects completed by the licensee during the immediately preceding year and any other information required by the Board. The statement submitted pursuant to this paragraph must be provided on a form approved by the Board.

4.  Before the Board may renew the contractor’s license of the licensee, the Board must determine whether, based on the financial information concerning the licensee, it would be in the public interest to do any or all of the following:

(a) Require the licensee to obtain the services of a construction control with respect to any money that the licensee requires a purchaser of a new residence to pay in advance to make upgrades to the new residence. If the Board imposes such a requirement, the licensee may not:

(1) Be related to the construction control or to an employee or agent of the construction control; or

(2) Hold, directly or indirectly, a financial interest in the business of the construction control.

(b) Establish an aggregate monetary limit on the contractor’s license, which must be the maximum combined monetary limit on all contracts that the licensee may undertake or perform as a licensed contractor at any one time, regardless of the number of contracts, construction sites, subdivision sites or clients. If the Board establishes such a limit, the Board:

(1) Shall determine the period that the limit is in effect; and

(2) During that period, may increase or decrease the limit as the Board deems appropriate.

    Sec. 5.  1.  In addition to any other requirements set forth in this chapter, if an investigation is conducted against a licensee and the Board determines that there is cause to proceed with a formal disciplinary proceeding against the licensee, the Board shall require the licensee to submit to the Board:

(a) A financial statement that is prepared by an independent certified public accountant; and

(b) A statement setting forth the number of building permits issued to and construction projects completed by the licensee during the immediately preceding year and any other information required by the Board. The statement submitted pursuant to this paragraph must be provided on a form approved by the Board.

2.  After providing the licensee with notice and an opportunity to be heard, the Board must determine whether, based on the financial information concerning the licensee, it would be in the public interest to do any or all of the following:

(a) Require the licensee to obtain the services of a construction control with respect to any money that the licensee requires a purchaser of a new residence to pay in advance to make upgrades to the new residence. If the Board imposes such a requirement, the licensee may not:

(1) Be related to the construction control or to an employee or agent of the construction control; or

(2) Hold, directly or indirectly, a financial interest in the business of the construction control.

(b) Establish an aggregate monetary limit on the contractor’s license, which must be the maximum combined monetary limit on all contracts that the licensee may undertake or perform as a licensed contractor at any one time, regardless of the number of contracts, construction sites, subdivision sites or clients. If the Board establishes such a limit, the Board:

(1) Shall determine the period that the limit is in effect; and

(2) During that period, may increase or decrease the limit as the Board deems appropriate.

3.  The provisions of this section do not limit the authority of the Board to take disciplinary action against the licensee.

    Sec. 6.  1.  Except as otherwise provided in this section, a complaint filed with the Board, all documents and other information filed with the complaint and all documents and other information compiled as a result of the investigation conducted to determine whether to initiate disciplinary action are confidential.

2.  The complaint or other document filed by the Board to initiate disciplinary action and all documents and information considered by the Board when determining whether to impose discipline are public records.

    Sec. 7.  NRS 624.010 is hereby amended to read as follows:

    624.010  [As used in this chapter,] “Board” means the State Contractors’ Board.

    Sec. 8.  NRS 624.020 is hereby amended to read as follows:

    624.020  [For the purposes of this chapter, unless the context otherwise requires:]

    1.  “Contractor” is synonymous with “builder.”

    2.  A contractor is any person, except a registered architect or a licensed professional engineer, acting solely in his professional capacity, who in any capacity other than as the employee of another with wages as the sole compensation, undertakes to, offers to undertake to, purports to have the capacity to undertake to, or submits a bid to, or does himself or by or through others, construct, alter, repair, add to, subtract from, improve, move, wreck or demolish any building, highway, road, railroad, excavation or other structure, project, development or improvement, or to do any part thereof, including the erection of scaffolding or other structures or works in connection therewith. Evidence of the securing of any permit from a governmental agency or the employment of any person on a construction project must be accepted by the Board or any court of this state as prima facie evidence that the person securing that permit or employing any person on a construction project is acting in the capacity of a contractor pursuant to the provisions of this chapter.

    3.  A contractor includes a subcontractor or specialty contractor, but does not include anyone who merely furnishes materials or supplies without fabricating them into, or consuming them in the performance of, the work of a contractor.

    4.  A contractor includes a construction manager who performs management and counseling services on a construction project for a professional fee.

    Sec. 9.  NRS 624.110 is hereby amended to read as follows:

    624.110  1.  The Board may maintain offices in as many localities in the State as it finds necessary to carry out the provisions of this chapter, but it shall maintain one office in which there must be at all times open to public inspection a complete record of applications, licenses issued, licenses renewed and all revocations, cancellations and suspensions of licenses.

    2.  [Credit] Except as otherwise required in section 6 of this act, credit reports, references, [investigative memoranda,] financial information and data pertaining to a licensee’s net worth are confidential and not open to public inspection.”.

    Amend the bill as a whole by renumbering sections 3 and 4 as sections 13 and 14 and adding new sections designated sections 11 and 12, following
sec. 2, to read as follows:

    “Sec. 11.  NRS 624.165 is hereby amended to read as follows:

    624.165  1.  The Board shall:

    (a) Designate one or more of its employees for the investigation of constructional fraud;

    (b) Cooperate with other local, state or federal investigative and law enforcement agencies, and the Attorney General;

    (c) Assist the Attorney General or any official of an investigative or a law enforcement agency of this state, any other state or the Federal Government who requests assistance in investigating any act of constructional fraud; and

    (d) Furnish to those officials any information concerning its investigation or report on any act of constructional fraud.

    2.  The Board may obtain records of a law enforcement agency or any other agency that maintains records of criminal history, including, without limitation, records of:

    (a) Arrests;

    (b) Guilty pleas;

    (c) Sentencing;

    (d) Probation;

    (e) Parole;

    (f) Bail;

    (g) Complaints; and

    (h) Final dispositions, for the investigation of constructional fraud.

    3.  For the purposes of this section, constructional fraud occurs if a person engaged in construction knowingly:

    (a) Misapplies money under the circumstances described in NRS 205.310;

    (b) Obtains money, property or labor by false pretense as described in NRS 205.380;

    (c) Receives payments and fails to state his own true name, or states a false name, contractor’s license number, address or telephone number of the person offering a service;

    (d) [Commits] Diverts money or commits any act of theft, forgery, fraud or embezzlement, in connection with a construction project, that violates a criminal statute of this state;

    (e) Acts as a contractor without:

        (1) Possessing a contractor’s license issued pursuant to this chapter; or

        (2) Possessing any other license required by this state or a political subdivision of this state; or

    (f) Otherwise fails to disclose a material fact.

    Sec. 12.  NRS 624.300 is hereby amended to read as follows:

    624.300  1.  Except as otherwise provided in subsection 3, the Board may:

    (a) Suspend or revoke licenses already issued;

    (b) Refuse renewals of licenses;

    (c) Impose limits on the field, scope and monetary limit of the license;

    (d) Impose an administrative fine of not more than $10,000;

    (e) Order a licensee to repay to the account established pursuant to
NRS 624.470, any amount paid out of the account pursuant to NRS 624.510 as a result of an act or omission of that licensee;

    (f) Order the licensee to take action to correct a condition resulting from an act which constitutes a cause for disciplinary action, at the licensee’s cost, that may consist of requiring the licensee to:

        (1) Perform the corrective work himself;

        (2) Hire and pay another licensee to perform the corrective work; or

        (3) Pay to the owner of the construction project a specified sum to correct the condition; or

    (g) [Reprimand] Issue a public reprimand or take other less severe disciplinary action, including, without limitation, increasing the amount of the surety bond or cash deposit of the licensee, if the licensee commits any act which constitutes a cause for disciplinary action.

    2.  If the Board suspends or revokes the license of a contractor for failure to establish financial responsibility, the Board may, in addition to any other conditions for reinstating or renewing the license, require that each contract undertaken by the licensee for a period to be designated by the Board, not to exceed 12 months, be separately covered by a bond or bonds approved by the Board and conditioned upon the performance of and the payment of labor and materials required by the contract.

    3.  If a licensee violates the provisions of NRS 624.3014 or subsection 3 of NRS 624.3015, the Board may impose an administrative fine of not more than $20,000.

    4.  If a licensee commits a fraudulent act which is a cause for disciplinary action under NRS 624.3016, the correction of any condition resulting from the act does not preclude the Board from taking disciplinary action.

    5.  If the Board finds that a licensee has engaged in repeated acts that would be cause for disciplinary action, the correction of any resulting conditions does not preclude the Board from taking disciplinary action pursuant to this section.

    6.  The expiration of a license by operation of law or by order or decision of the Board or a court, or the voluntary surrender of a license by a licensee, does not deprive the Board of jurisdiction to proceed with any investigation of, or action or disciplinary proceeding against, the licensee or to render a decision suspending or revoking the license.

    7.  If discipline is imposed pursuant to this section, including any discipline imposed pursuant to a stipulated settlement, the costs of the proceeding, including investigative costs and attorney’s fees, may be recovered by the Board.

    8.   The Board shall not issue a private reprimand to a licensee.

9.  An order that imposes discipline and the findings of fact and conclusions of law supporting that order are public records.

10.  All fines collected pursuant to this section must be deposited with the State Treasurer for credit to the Construction Education Account created pursuant to NRS 624.580.”.

    Amend the bill as a whole by renumbering sections 5 and 6 as sections 17 and 18 and adding new sections designated sections 15 and 16, following
sec. 4, to read as follows:

    “Sec. 15.  NRS 624.750 is hereby amended to read as follows:

    624.750  1.  It is unlawful for a person to commit any act or omission described in subsection 1 of NRS 624.3012, subsection 2 of NRS 624.3013, NRS 624.3014 or subsection 1, 3 or 7 of NRS 624.3016.

    2.  Unless a greater penalty is otherwise provided by a specific statute, any person who violates subsection 1, NRS 624.305, subsection 1 of
NRS 624.700 or NRS 624.720 or 624.740:

    (a) For a first offense, is guilty of a misdemeanor and shall be punished by a fine of not more than $1,000, and may be further punished by imprisonment in the county jail for not more than 6 months.

    (b) For the second offense, is guilty of a gross misdemeanor and shall be punished by a fine of not less than $2,000 nor more than $4,000, and may be further punished by imprisonment in the county jail for not more than 1 year.

    (c) For the third or subsequent offense, is guilty of a [class] category E felony and shall be punished by a fine of not less than $5,000 nor more than $10,000 and may be further punished by imprisonment in the state prison for not less than 1 year and not more than 4 years.

    3.  It is unlawful for a person to receive money for the purpose of obtaining or paying for services, labor, materials or equipment if the person:

(a) Willfully fails to use that money for that purpose by failing to complete the improvements for which the person received the money or by failing to pay for any services, labor, materials or equipment provided for that construction; and

(b) Wrongfully diverts that money to a use other than that for which it was received.

4.  Unless a greater penalty is otherwise provided by a specific statute, any person who violates subsection 3:

(a) If the amount of money wrongfully diverted is $1,000 or less, is guilty of a gross misdemeanor and shall be punished by a fine of not more than $2,000 nor more than $4,000, and may be further punished by imprisonment in the county jail for not more than 1 year.

(b) If the amount of money wrongfully diverted is more than $1,000, is guilty of a category E felony and shall be punished by a fine of not less than $5,000 nor more than $10,000, and may be further punished by imprisonment in the state prison for not less than 1 year and not more than
4 years.

5.  Imposition of a penalty provided for in this section is not precluded by any disciplinary action taken by the Board against a contractor pursuant to the provisions of NRS 624.300 to 624.305, inclusive.

    Sec. 16.  NRS 627.175 is hereby amended to read as follows:

    627.175  1.  Except as otherwise provided in subsection 2, the following shall not be a construction control or subject to the provisions of this chapter:

    (a) A contractor licensed under the laws of the State of Nevada, paying a subcontractor, supplier of material, laborer or other person for bills incurred in the construction, repair, alteration or improvement of any premises.

    (b) A subcontractor licensed to do business under the laws of the State of Nevada, paying a subcontractor, supplier of material, laborer or other person for bills incurred in the construction, repair, alteration or improvement of any premises.

    (c) An owner-contractor paying a contractor, subcontractor, supplier of material, laborer or other person for bills incurred in the construction, repair, alteration or improvement of any premises.

    (d) A lender of construction loan money, provided that he disburses the money directly to a contractor authorized by the borrower to do the work, or disburses the money directly to the owner of the premises.

    (e) A lender of construction loan money, to an owner of a residential property or to an owner of not more than four units if the loan is made to repair or improve such property and the construction costs are $10,000 or less, or 35 percent of the appraised value of the improvements and repairs, whichever is greater.

    2.  The provisions of this chapter apply to a contractor who is required to obtain the services of a construction control pursuant to the provisions of NRS 597.7196 [.] or section 4 or 5 of this act.”.

    Amend the bill as a whole by adding a new section designated sec. 19, following sec. 6, to read as follows:

    “Sec. 19.  This act becomes effective upon passage and approval.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to contractors; requiring an applicant for a contractor’s license to establish his financial responsibility under certain circumstances; providing for the confidentiality of certain information compiled as a result of an investigation conducted by the State Contractors’ Board; authorizing the Board to require a criminal investigator employed by the Board to conduct a background investigation of an applicant for employment with the Board; prohibiting the Board from issuing a private reprimand to a licensee; prohibiting a person from receiving money for the purpose of obtaining or paying for services, labor, materials or equipment under certain circumstances; authorizing a district court in a proceeding for a judicial review of a final decision of the Board to dismiss an agency or person from the proceeding under certain circumstances; expanding the circumstances under which a criminal investigator employed by the Board may exercise the powers of a peace officer; providing penalties; and providing other matters properly relating thereto.”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 220.

    Remarks by Assemblyman Goldwater.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 369.

    The following Senate amendment was read:

    Amendment No. 802.

    Amend sec. 3, pages 1 and 2, by deleting lines 9 through 11 on page 1 and lines 1 through 5 on page 2, and inserting: “business of selling inventory.”.

    Amend sec. 5, page 2, by deleting lines 17 through 20 and inserting:

    “Sec. 5.  “Inventory” means farm equipment or any attachments or repair parts for that farm equipment.”.

    Amend sec. 19, page 9, lines 2 and 5, by deleting “machinery or”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to trade practices; requiring a supplier of farm equipment to repurchase the farm equipment from a dealer to whom it was sold under certain circumstances; providing for the payment of claims for reimbursement for work performed by such a dealer under a warranty; and providing other matters properly relating thereto.”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Revises provisions governing trade practices between suppliers and dealers of farm equipment. (BDR 52‑1059)”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 369.

    Remarks by Assemblyman Goldwater.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 401.

    The following Senate amendment was read:

    Amendment No. 761.

    Amend sec. 2, page 1, line 9, after “facility.” by inserting: “The term does not include a toll bridge or toll road.”.

    Amend sec. 4, page 2, by deleting line 9 and inserting “information:”.

    Amend sec. 4, page 2, line 13, before “facility” by inserting “transportation”.

    Amend sec. 4, page 2, line 16, by deleting “development of,” and inserting:

“the development of or the”.

    Amend sec. 4, page 2, line 17, by deleting “to” and inserting “to ,”.

    Amend sec. 4, page 2, lines 19 and 20, by deleting: “operator of the transportation facility” and inserting: “person submitting the request”.

    Amend sec. 4, page 2, line 37, by deleting “operator” and inserting: “person submitting the request”.

    Amend sec. 4, page 3, line 10, by deleting “and”.

    Amend sec. 4, page 3, by deleting line 15 and inserting: “resources and the effect of those resources on any statewide or regional program for the improvement of transportation; and

(5) The identification and analysis of any costs or benefits associated with the proposed facility, performed by a professional engineer who is licensed pursuant to chapter 625 of NRS.”.

    Amend sec. 6, page 3, line 42, by deleting “facilities;” and inserting: “facilities, as determined by an analysis of the cost performed by a professional engineer who is licensed pursuant to chapter 625 of NRS;”.

    Amend sec. 6, page 3, line 45, by deleting “and”.

    Amend sec. 6, page 4, line 1, after “(e)” by inserting: “The plans of the person submitting the request contain any penalties for the failure of the person submitting the request to meet any deadline which results in the untimely development or construction of or improvement to the transportation facility or failure to meet any deadline for its more efficient operation; and

(f)”.

    Amend sec. 6, page 4, line 2, after “performance” by inserting: “established by the public body”.

    Amend sec. 6, page 4, line 5, by deleting “rely on” and inserting “consider”.

    Amend sec. 6, page 4, line 9, by deleting “may” and inserting “shall”.

    Amend sec. 6, page 4, by deleting line 15 and inserting: “writing to the public body, for consideration by the public body, any comments that the governmental entity has concerning the”.

    Amend sec. 6, page 4, line 20, by deleting “may” and inserting “shall”.

    Amend sec. 6, page 4, line 24, by deleting “advisor.” and inserting:

“advisor, to be collected before the public body accepts the request or proposal for processing, review and evaluation.”.

    Amend sec. 6, page 4, by deleting lines 28 and 29 and inserting: “agreement, the public body shall include, without limitation:

(a) Criteria that address the long-term quality of the transportation facility.

(b) The date of termination of the authority and duties pursuant to sections 2 to 8, inclusive, of this act of the person whose request or proposal was approved by the public body with respect to the transportation facility and for the dedication of the transportation facility to the public body on that date.

(c) Provision for the imposition by the person whose request or proposal was approved by the public body of such rates, fees or other charges as may be established from time to time by agreement of the parties for use of all or a portion of a transportation facility, other than a bridge or road.”.

    Amend sec. 6, page 4, by deleting line 32 and inserting: “of or the commencement of the construction of, or improvements to, the”.

    Amend sec. 6, page 4, line 43, by deleting “may” and inserting: “shall, by resolution,”.

    Amend sec. 9, page 6, line 3, by deleting “[$5,000,000] $2,500,000” and inserting “$5,000,000”.

    Amend sec. 9, page 6, line 23, by deleting “or” and inserting “of”.

    Amend sec. 9.5, page 8, by deleting lines 40 through 43 and inserting:

    “7.  [Any provision of a contract that is in violation of paragraph (c) of subsection 6 is declared to be contrary to the public policy of this state and is void.

8.]  A design-build team to whom a contract is awarded pursuant”.

    Amend sec. 11, page 9, line 14, after “facility.” by inserting: “The term does not include a toll bridge or toll road.”.

    Amend sec. 13, page 9, by deleting line 23 and inserting “information:”.

    Amend sec. 13, page 9, line 27, before “facility” by inserting “transportation”.

    Amend sec. 13, page 9, line 30, by deleting “development of,” and inserting: “the development of or the”.

    Amend sec. 13, page 9, line 31, by deleting “to” and inserting “to ,”.

    Amend sec. 13, page 9, lines 33 and 34, by deleting: “operator of the transportation facility” and inserting: “person submitting the request”.

    Amend sec. 13, page 10, line 7, by deleting “operator” and inserting: “person submitting the request”.

    Amend sec. 13, page 10, line 25, by deleting “and”.

    Amend sec. 13, page 10, by deleting line 30 and inserting: “resources and the effect of those resources on any statewide or regional program for the improvement of transportation; and

(5) The identification and analysis of any costs or benefits associated with the proposed facility, performed by a professional engineer who is licensed pursuant to chapter 625 of NRS.”.

    Amend sec. 15, page 11, line 19, by deleting “facilities;” and inserting: “facilities, as determined by an analysis of the cost performed by a professional engineer who is licensed pursuant to chapter 625 of NRS;”.

    Amend sec. 15, page 11, line 22, by deleting “and”.

    Amend sec. 15, page 11, line 23, after “(e)” by inserting: “The plans of the person submitting the request contain any penalties for the failure of the person submitting the request to meet any deadline which results in the untimely development or construction of or improvement to the transportation facility or failure to meet any deadline for its more efficient operation; and

(f)”.

    Amend sec. 15, page 11, line 24, after “performance” by inserting: “established by the Department”.

    Amend sec. 15, page 11, line 27, by deleting “rely on” and inserting “consider”.

    Amend sec. 15, page 11, line 32, by deleting “may” and inserting “shall”.

    Amend sec. 15, page 11, by deleting line 38 and inserting: “writing to the Department, for consideration by the Department, any comments that the governmental entity has concerning the”.

    Amend sec. 15, page 11, line 43, by deleting “may” and inserting “shall”.

    Amend sec. 15, page 12, line 2, by deleting “advisor.” and inserting: “advisor, to be collected before the Department accepts the request or proposal for processing, review and evaluation.”.

    Amend sec. 15, page 12, by deleting lines 6 and 7 and inserting: “agreement, the Department shall include, without limitation:

(a) Criteria that address the long-term quality of the transportation facility.

(b) The date of termination of the authority and duties pursuant to sections 11 to 17, inclusive, of this act of the person whose request or proposal was approved by the Department with respect to the transportation facility and for the dedication of the transportation facility to the Department on that date.

(c) Provision for the imposition by the person whose request or proposal was approved by the Department of such rates, fees or other charges as may be established from time to time by agreement of the parties for use of all or a portion of a transportation facility, other than a bridge or road.”.

    Amend sec. 15, page 12, line 10, by deleting “of, commencement” and inserting: “of or the commencement”.

    Amend sec. 17, page 12, line 21, by deleting: “may determine if” and inserting: “shall make written findings of whether”.

    Amend sec. 18, page 13, line 4, by deleting “[$5,000,000] $2,500,000” and inserting “$5,000,000”.

    Amend the title of the bill, fourth line, after “facility;” by inserting: “changing the requirements relating to the contracts that may be awarded to a design-build team;”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 401.

    Remarks by Assemblyman Goldwater.

    Motion carried by a two-thirds constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 429.

    The following Senate amendment was read:

    Amendment No. 668.

    Amend sec. 6, page 4, by deleting lines 12 through 17 and inserting:

    “1.  “Qualified energy recovery process” means a system with a nameplate capacity of not more than 15 megawatts that converts the otherwise lost energy from:

(a) The heat from exhaust stacks or pipes used for engines or manufacturing or industrial processes; or

(b) The reduction of high pressure in water or gas pipelines before the distribution of the water or gas, to generate electricity if the system does not use additional fossil fuel or require a combustion process to generate such electricity.

2.  The term does not include any system that uses energy, lost or otherwise, from a process whose primary purpose is the generation of electricity, including, without limitation, any process involving engine-driven generation or pumped hydrogeneration.”.

    Amend the bill as a whole by adding a new section designated sec. 8.5, following sec. 8, to read as follows:

    “Sec. 8.5.  NRS 704.7805 is hereby amended to read as follows:

    704.7805  “Portfolio standard” means a portfolio standard for renewable energy and energy from a qualified energy recovery process established by the Commission pursuant to NRS 704.7821.”.

    Amend sec. 10, page 5, by deleting lines 29 through 33 and inserting:

    “(a) Uses renewable energy or energy from a qualified energy recovery process to generate electricity; and

    (b) Transmits or distributes the electricity that it generates from renewable energy or energy from a qualified energy recovery process via:

        (1) A power line which is dedicated to the transmission or distribution of electricity generated from renewable energy or energy from a qualified energy recovery process and”.

    Amend sec. 11, page 6, line 4, by deleting “energy.” and inserting: “energy [.] and energy from a qualified energy recovery process.”.

    Amend the bill as a whole by adding a new section designated sec. 11.5, following sec. 11, to read as follows:

    “Sec. 11.5.  NRS 704B.320 is hereby amended to read as follows:

    704B.320  1.  For eligible customers whose loads are in the service territory of an electric utility that primarily serves densely populated counties, the aggregate amount of energy that all such eligible customers purchase from providers of new electric resources before July 1, 2003, must not exceed 50 percent of the difference between the existing supply of energy generated in this state that is available to the electric utility and the existing demand for energy in this state that is consumed by the customers of the electric utility, as determined by the Commission.

    2.  An eligible customer that is a nongovernmental commercial or industrial end-use customer whose load is in the service territory of an electric utility that primarily serves densely populated counties shall not purchase energy, capacity or ancillary services from a provider of new electric resources unless, as part of the proposed transaction, the eligible customer agrees to:

    (a) Contract with the provider to purchase:

        (1) An additional amount of energy which is equal to 10 percent of the total amount of energy that the eligible customer is purchasing for its own use under the proposed transaction and which is purchased at the same price, terms and conditions as the energy purchased by the eligible customer for its own use; and

        (2) The capacity and ancillary services associated with the additional amount of energy at the same price, terms and conditions as the capacity and ancillary services purchased by the eligible customer for its own use; and

    (b) Offers to assign the rights to the contract to the electric utility for use by the remaining customers of the electric utility.

    3.  If an eligible customer is subject to the provisions of subsection 2, the eligible customer shall include with its application filed pursuant to
NRS 704B.310 all information concerning the contract offered to the electric utility that is necessary for the Commission to determine whether it is in the best interest of the remaining customers of the electric utility for the electric utility to accept the rights to the contract. Such information must include, without limitation, the amount of the energy and capacity to be purchased under the contract, the price of the energy, capacity and ancillary services and the duration of the contract.

    4.  Notwithstanding any specific statute to the contrary, information concerning the price of the energy, capacity and ancillary services and any other terms or conditions of the contract that the Commission determines are commercially sensitive:

    (a) Must not be disclosed by the Commission except to the regulatory operations staff of the Commission, the Consumer’s Advocate and his staff and the electric utility for the purposes of carrying out the provisions of this section; and

    (b) Shall be deemed to be confidential for all other purposes, and the Commission shall take such actions as are necessary to protect the confidentiality of such information.

    5.  If the Commission determines that the contract:

    (a) Is not in the best interest of the remaining customers of the electric utility, the electric utility shall not accept the rights to the contract, and the eligible customer is entitled to all rights to the contract.

    (b) Is in the best interest of the remaining customers of the electric utility, the electric utility shall accept the rights to the contract and the eligible customer shall assign all rights to the contract to the electric utility. A contract that is assigned to the electric utility pursuant to this paragraph shall be deemed to be an approved part of the resource plan of the electric utility and a prudent investment, and the electric utility may recover all costs for the energy, capacity and ancillary services acquired pursuant to the contract. To the extent practicable, the Commission shall take actions to ensure that the electric utility uses the energy, capacity and ancillary services acquired pursuant to each such contract only for the benefit of the remaining customers of the electric utility that are not eligible customers, with a preference for the remaining customers of the electric utility that are residential customers with small loads.

    6.  The provisions of this section do not exempt the electric utility, in whole or in part, from the requirements imposed on the electric utility pursuant to NRS 704.7801 to 704.7828, inclusive, to comply with its portfolio standard for renewable energy [.] and energy from a qualified energy recovery process. The Commission shall not take any actions pursuant to this section that conflict with or diminish those requirements.

    7.  As used in this section, “Consumer’s Advocate” means the Consumer’s Advocate of the Bureau of Consumer Protection in the Office of the Attorney General.”.

    Amend the title of the bill, eleventh line, after “pricing;” by inserting: “revising the provisions governing the portfolio standard to include energy from a qualified energy recovery process;”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 429.

    Remarks by Assemblyman Goldwater.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 431.

    The following Senate amendment was read:

    Amendment No. 803.

    Amend sec. 20, page 9, by deleting line 13 and inserting:

    “Sec. 20.  1.  If the solar energy system used by a participant in the Demonstration Program meets the requirements of NRS 704.766 to 704.775, inclusive, the participant is”.

    Amend sec. 20, page 9, between lines 21 and 22, by inserting:

    “3.  A participant who participates in net metering must be billed on a monthly basis by the utility.

    4.  Notwithstanding the provisions of paragraph (c) of subsection 2 of NRS 704.775, the utility shall credit the participant for the excess energy generated by the participant which is fed back to the utility that exceeds the electricity supplied by the utility to the participant during any billing period. This credit must be applied toward the electricity consumed by the participant in the 11 billing periods immediately following the billing period in which the credit accrues. Any credit that accrues to the participant during a billing period that is not applied toward the electricity consumed by the participant during the 11 billing periods immediately following must expire without compensation to the participant. The electricity represented by the expired credit shall be deemed to be electricity that the utility generated or acquired from a renewable energy system to comply with its portfolio standard pursuant to NRS 704.7801 to 704.7828, inclusive.

    5.  If the participant participates in net metering under an optional pricing plan pursuant to the provisions of subsection 2, any credit accrued by the participant pursuant to subsection 3 during a billing period must, until exhausted, be applied first toward the electricity consumed by the participant during peak period consumption, second toward the electricity consumed by the participant during mid-peak period consumption and finally toward the electricity consumed by the participant during off-peak period consumption.”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 431.

    Remarks by Assemblyman Goldwater.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 432.

    The following Senate amendment was read:

    Amendment No. 764.

    Amend section 1, pages 1 and 2, by deleting lines 2 through 6 on page 1 and lines 1 through 36 on page 2, and inserting:

    “338.060  1.  [A] Except as otherwise provided in subsection 8, a contractor engaged on a public [works] work shall forfeit, as a penalty to the public body [in] on behalf of which the contract has been made and awarded to the contractor, not less than $20 nor more than $50 for each calendar day or portion thereof that each workman employed on the public work [:

(a) Is] is paid less than the designated rate for any work done under the contract, by the contractor or any subcontractor under him.

[(b) Is]

2.  Except as otherwise provided in subsection 8, a contractor engaged on a public work shall forfeit, as a penalty to the public body on behalf of which the contract has been made and awarded to the contractor, not less than $20 nor more than $50 for each calendar day or portion thereof for each workman employed on the public work for which the contractor or subcontractor willfully included inaccurate or incomplete information in the monthly record required to be submitted to the public body pursuant to subsection 5 of NRS 338.070.

3.  Except as otherwise provided in subsection 8, a contractor engaged on a public work shall forfeit, as a penalty to the public body on behalf of which the contract has been made and awarded to the contractor, not less than $20 nor more than $50 for each calendar day or portion thereof that each workman employed on the public work is not reported to the public body awarding the contract by the contractor or any of his subcontractors as required pursuant to subsection 5 of NRS 338.070 [. The] , up to a maximum of:

(a) For the first failure to comply during the term of the contract for the public work, $1,000; and

(b) For each subsequent failure to comply during the term of the contract for the public work, $5,000.

4.  Except as otherwise provided in subsection 8, if a violation of more than one provision of subsections 1, 2 and 3 involves the same workman, the contractor shall forfeit the penalty set forth in each subsection that was violated.

5.  A public body awarding [the] a contract for a public work shall cause a stipulation [to this effect] setting forth the penalties specified in subsections 1 to 4, inclusive, to be inserted in the contract.

[2.] 6.  The Labor Commissioner shall, by regulation, establish a sliding scale based on the size of the contractor’s business to determine the amount of the penalty to be imposed pursuant to [subsection 1.

3.] subsections 1 and 2.

7.  If a penalty is imposed pursuant to this section, the costs of the proceeding, including investigative costs and attorney’s fees, may be recovered by the Labor Commissioner.

8.  The Labor Commissioner may, for good cause shown, waive or reduce any penalty imposed pursuant to this section.”.

    Amend the bill as a whole by adding a new section designated sec. 3, following sec. 2, to read as follows:

    “Sec. 3.  This act becomes effective upon passage and approval.”.

    Amend the title of the bill, eleventh line, after “work;” by inserting: “authorizing the Labor Commissioner to waive or reduce certain penalties imposed on contractors and subcontractors for good cause shown;”.

    Assemblyman Goldwater moved that the Assembly concur in the Senate amendment to Assembly Bill No. 432.

    Remarks by Assemblyman Goldwater.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 30.

    The following Senate amendment was read:

    Amendment No. 698.

    Amend sec. 5, page 5, by deleting lines 24 through 30 and inserting:

    “3.  When a person, formerly a nonresident, becomes a resident of this state, he shall:

    (a) Within 30 days after becoming a resident; or

    (b) At the time he obtains his driver’s license, whichever occurs earlier, apply for the registration of [any vehicle which] each vehicle he owns [and] which is operated in this state. When a person, formerly a nonresident, applies for a driver’s license in this state, the Department shall inform the person of the requirements imposed by this subsection and of the penalties that may be imposed for failure to comply with the provisions of this subsection. In addition, the Department shall maintain or cause to be maintained a list or other record of persons who fail to comply with the provisions of this subsection and shall, at least once each month, provide a copy of that list or record to the Department of Public Safety.”.

    Amend the bill as a whole by deleting sections 7 and 8 and renumbering sections 9 through 11 as sections 7 through 9.

    Amend sec. 11, page 11, by deleting lines 10 and 11 and inserting:

    “Sec. 9.  1.  This section and sections 1 to 4, inclusive, 6, 7 and 8 of this act become effective upon passage and approval.

    2.  Section 5 of this act becomes effective on July 1, 2004.”.

    Amend the title of the bill by deleting the third and fourth lines and inserting: “new residents of this state; revising the provision which”.

    Assemblywoman Chowning moved that the Assembly do not concur in the Senate amendment to Assembly Bill No. 30.

    Remarks by Assemblywoman Chowning.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 223.

    The following Senate amendment was read:

    Amendment No. 831.

    Amend section 1, page 1, line 3, by deleting “1.”.

    Amend section 1, pages 1 and 2, by deleting line 7 on page 1 and lines 1 through 4 on page 2, and inserting: “vehicle shall, upon the request of a purchaser or prospective purchaser”.

    Amend section 1, page 2, by deleting lines 9 through 25 and inserting: “prospective purchaser to view the version of the forms for the application for credit and contracts to be used in the sale of vehicles which have been translated into Spanish pursuant to subsection 3 of NRS 97.299.”.

    Amend the bill as a whole by deleting sec. 3 and adding a new section designated sec. 3, following sec. 2, to read as follows:

    “Sec. 3.  NRS 97.299 is hereby amended to read as follows:

    97.299  1.  The Commissioner of Financial Institutions shall prescribe, by regulation, forms for the application for credit and contracts to be used in the sale of vehicles if:

    (a) The sale involves the taking of a security interest to secure all or a part of the purchase price of the vehicle;

    (b) The application for credit is made to or through the seller of the vehicle;

    (c) The seller is a dealer; and

    (d) The sale is not a commercial transaction.

    2.  The forms prescribed pursuant to subsection 1 must meet the requirements of NRS 97.165, must be accepted and acted upon by any lender to whom the application for credit is made and, in addition to the information required in NRS 97.185 and required to be disclosed in such a transaction by federal law, must:

    (a) Identify and itemize the items embodied in the cash sale price, including the amount charged for a contract to service the vehicle after it is purchased.

    (b) In specifying the amount of the buyer’s down payment, identify the amounts paid in money and allowed for property given in trade and the amount of any manufacturer’s rebate applied to the down payment.

    (c) Contain a description of any property given in trade as part of the down payment.

    (d) Contain a description of the method for calculating the unearned portion of the finance charge upon prepayment in full of the unpaid total of payments as prescribed in NRS 97.225.

    (e) Include the following notice in at least 10‑point bold type:

NOTICE TO BUYER

    Do not sign this agreement before you read it or if it contains any blank spaces. You are entitled to a completed copy of this agreement. If you pay the amount due before the scheduled date of maturity of the indebtedness and you are not in default in the terms of the contract for more than 2 months, you are entitled to a refund of the unearned portion of the finance charge. If you fail to perform your obligations under this agreement, the vehicle may be repossessed and you may be liable for the unpaid indebtedness evidenced by this agreement.

    3.  The Commissioner shall arrange for or otherwise cause the translation into Spanish of the forms prescribed pursuant to subsection 1.

4.  If a change in state or federal law requires the Commissioner to amend the forms prescribed pursuant to subsection 1, the Commissioner need not comply with the provisions of chapter 233B of NRS when making those amendments.

[4.] 5.  As used in this section:

    (a) “Commercial transaction” means any sale of a vehicle to a buyer who purchases the vehicle solely or primarily for commercial use or resale.

    (b) “Dealer” has the meaning ascribed to it in NRS 482.020.”.

    Amend sec. 4, page 2, by deleting lines 34 through 37 and inserting:

    “Sec. 4.  1.  This section and section 3 of this act become effective upon passage and approval.

    2.  Sections 1 and 2 of this act become effective on July 1, 2004.”.

    Amend the title of the bill, fourth line, after “circumstances;” by inserting:

“requiring the Commissioner of Financial Institutions to arrange for or otherwise cause the translation into Spanish of certain documents;”.

    Amend the bill as a whole by adding the following senator as a primary joint sponsor: Senator Carlton.

    Assemblywoman Chowning moved that the Assembly concur in the Senate amendment to Assembly Bill No. 223.

    Remarks by Assemblywoman Chowning.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 239.

    The following Senate amendment was read:

    Amendment No. 782.

    Amend the bill as a whole by renumbering sections 2 and 3 as sections 3 and 4 and adding a new section designated sec. 2, following section 1, to read as follows:

    “Sec. 2.  NRS 482.1805 is hereby amended to read as follows:

    482.1805  1.  The Revolving Account for the Issuance of Special License Plates is hereby created as a special account in the Motor Vehicle Fund. An amount equal to $35 of the fee received by the Department for the initial issuance of a special license plate, not including any additional fee which may be added to generate financial support for a particular cause or charitable organization, must be deposited in the Motor Vehicle Fund for credit to the Account.

    2.  The Department shall use the money in the Account to [pay] :

(a) Pay the expenses involved in issuing special license plates [.] ; and

(b) Purchase improved and upgraded technology, including, without limitation, digital technology for the production of special license plates, to ensure that special license plates are produced in the most efficient manner possible.

    3.  Money in the Account must be used only for the [purpose] purposes specified in subsection 2.

    4.  At the end of each fiscal year, the State Controller shall transfer from the Account to the State Highway Fund an amount of money equal to the balance in the Account which exceeds $50,000.”.

    Amend the bill as a whole by adding a new section designated sec. 5, following sec. 3, to read as follows:

    “Sec. 5.  1.  This section and section 2 of this act become effective upon passage and approval.

    2.  Sections 1, 3 and 4 of this act become effective on October 1, 2003.”.

    Amend the title of the bill, seventh line, after “plates;” by inserting: “expanding the purposes for which money in the Revolving Account for the Issuance of Special License Plates may be used;”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Authorizes production and issuance of vintage license plates for certain motor vehicles and expands purposes for which money in Revolving Account for Issuance of Special License Plates may be used. (BDR 43‑126)”.

    Assemblywoman Chowning moved that the Assembly concur in the Senate amendment to Assembly Bill No. 239.

    Remarks by Assemblywoman Chowning.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 325.

    The following Senate amendment was read:

    Amendment No. 832.

    Amend sec. 15, page 5, line 44, by deleting: “parts if new parts are not available.” and inserting “parts.”.

    Amend sec. 20, page 7, line 27, by deleting “75” and inserting “65”.

    Assemblywoman Chowning moved that the Assembly concur in the Senate amendment to Assembly Bill No. 325.

    Remarks by Assemblywoman Chowning.

    Motion carried by a constitutional majority.

    Bill ordered to enrollment.

    Assembly Bill No. 358.

    The following Senate amendment was read:

    Amendment No. 621.

    Amend sec. 2, page 2, line 6, by deleting “250” and inserting “1,000”.

    Amend sec. 2, page 2, by deleting line 14 and inserting:

    “3.  The”.

    Amend sec. 2, page 2, by deleting lines 22 through 27.

    Amend sec. 2, page 2, by deleting line 36 and inserting: “for any passenger car or light commercial vehicle”.

    Amend sec. 5, page 4, by deleting lines 40 through 42 and inserting: “482.3747, 482.37903, 482.37905, 482.37917, 482.379175, 482.37918, 482.37919, 482.3792, 482.3793, 482.37933, 482.37934, 482.37935, 482.37937, 482.37938 or 482.37945 or section 1 of Assembly Bill No. 19 of this session.”.

    Amend sec. 5, page 5, by deleting lines 18 through 20 and inserting: “by the Department pursuant to section 2 of this act, less than 1,000; or”.

    Amend sec. 5, page 5, by deleting line 36 and inserting:

    “6.  If, on December 31 of the same”.

    Amend sec. 5, page 5, by deleting lines 41 through 43 and inserting: “by the Department pursuant to section 2 of this act, less than 1,000; or”.

    Assemblywoman Chowning moved that the Assembly concur in the Senate Amendment No. 621 to Assembly Bill No. 358.

    Remarks by Assemblywoman Chowning.

    Motion carried.

    The following Senate amendment was read:

    Amendment No. 852.

    Amend section 1, page 1, line 2, by deleting “2” and inserting “1.5”.

    Amend the bill as a whole by adding a new section designated sec. 1.5, following section 1, to read as follows:

    “Sec. 1.5.  1.  Except as otherwise provided in this subsection, the Department, in cooperation with Nevada Ducks Unlimited or its successor, shall design, prepare and issue license plates for the support of the conservation of wetlands, using any colors and designs that the Department deems appropriate. The Department shall not design, prepare or issue the license plates unless it receives at least 1,000 applications for the issuance of those plates.

2.  If the Department receives at least 1,000 applications for the issuance of license plates for the support of the conservation of wetlands, the Department shall issue those plates for a passenger car or light commercial vehicle upon application by a person who is entitled to license plates pursuant to NRS 482.265 and who otherwise complies with the requirements for registration and licensing pursuant to this chapter. A person may request that personalized prestige license plates issued pursuant to NRS 482.3667 be combined with license plates for the support of the conservation of wetlands if that person pays the fees for the personalized prestige license plates in addition to the fees for the license plates for the support of the conservation of wetlands pursuant to subsections 3 and 4.

3.  The fee for license plates for the support of the conservation of wetlands is $35, in addition to all other applicable registration and license fees and governmental services taxes. The license plates are renewable upon the payment of $10.

4.  In addition to all other applicable registration and license fees and governmental services taxes and the fee prescribed in subsection 3, a person who requests a set of license plates for the support of the conservation of wetlands must pay for the initial issuance of the plates an additional fee of $25 and for each renewal of the plates an additional fee of $20, to be distributed pursuant to subsection 5.

5.  The Department shall deposit the fees collected pursuant to subsection 4 with the State Treasurer for credit to the State General Fund. The State Treasurer shall, on a quarterly basis, distribute the fees deposited pursuant to this subsection to the Treasurer of Nevada Ducks Unlimited or its successor for use by Nevada Ducks Unlimited or its successor in carrying out:

(a) Projects for the conservation of wetlands that are:

(1) Conducted within Nevada; and

(2) Sponsored or participated in by Nevada Ducks Unlimited or its successor; and

(b) Fundraising activities for the conservation of wetlands that are:

(1) Conducted within Nevada; and

(2) Sponsored or participated in by Nevada Ducks Unlimited or its successor.

6.  If, during a registration year, the holder of license plates issued pursuant to the provisions of this section disposes of the vehicle to which the plates are affixed, the holder shall:

(a) Retain the plates and affix them to another vehicle that meets the requirements of this section if the holder pays the fee for the transfer of the registration and any registration fee or governmental services tax due pursuant to NRS 482.399; or

(b) Within 30 days after removing the plates from the vehicle, return them to the Department.

7.  As used in this section, “wetland” has the meaning ascribed to it in NRS 244.388.”.

    Amend sec. 5, page 4, line 37, by deleting “session.” and inserting: “session or section 1.5 of this act.”.

    Amend sec. 7, page 7, line 15, by deleting “section” and inserting: “sections 1.5 and”.

    Amend sec. 9, page 8, line 42, by deleting “section” and inserting: “sections 1.5 and”.

    Amend the bill as a whole by renumbering sec. 10 as sec. 11 and adding a new section designated sec. 10, following sec. 9, to read as follows:

    “Sec. 10.  On or before July 1, 2005, the Department of Motor Vehicles shall determine and publicly declare the number of applications it has received for the issuance of license plates pursuant to section 1.5 of this act.”.

    Amend sec. 10, page 9, after line 25, by inserting:

    “3.  Section 1.5 of this act expires by limitation on July 1, 2005, if on that date the Department of Motor Vehicles has received fewer than 1,000 applications for the issuance of license plates pursuant to that section.”.

    Amend the title of the bill, first line, after “vehicles” by inserting: “providing for the issuance of special license plates for the support of the conservation of wetlands; imposing a fee for the issuance and renewal of such plates;”.

    Assemblywoman Chowning moved that the Assembly do not concur in the Senate amendment No. 852 to Assembly Bill No. 358.

    Remarks by Assemblywoman Chowning.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 444.

    The following Senate amendment was read:

    Amendment No. 833.

    Amend sec. 1.5, page 2, line 15, by deleting “jurisdiction.” and inserting:

“jurisdiction and which result in injury to any person performing highway construction or maintenance unless the district attorney has good cause for not prosecuting the violation.”.

    Amend sec. 1.5, page 2, line 16, by deleting: “the provisions of this section” and inserting: “any provision of subsection 1”.

    Amend the bill as a whole by adding a new section designated sec. 2.5, following sec. 2, to read as follows:

    “Sec. 2.5.  NRS 484.287 is hereby amended to read as follows:

    484.287  1.  It is unlawful for any person to place, maintain or display upon or in view of any highway any unauthorized sign, signal, marking or device which purports to be or is an imitation of or resembles an official traffic-control device or railroad sign or signal, or which attempts to direct the movement of traffic, or which hides from view or interferes with the effectiveness of any such device, sign or signal, and except as otherwise provided in subsection 4, a person shall not place or maintain nor may any public authority permit upon any highway any sign, signal or marking bearing thereon any commercial advertising except on benches , [and] shelters and stations for passengers of public mass transportation for which a franchise has been granted pursuant to NRS 244.187 and 244.188, 268.081 and 268.083 , [or] 269.128 and 269.129 [.] or 705.695.

    2.  Every such prohibited sign, signal or marking is hereby declared to be a public nuisance, and the proper public authority may remove the same or cause it to be removed without notice.

    3.  This section does not prohibit the erection upon private property adjacent to highways of signs giving useful directional information and of a type that cannot be mistaken for official traffic-control devices.

    4.  A person may place and maintain commercial advertising in an airspace above a highway under the conditions specified pursuant to subsection 3 of NRS 405.110, and a public authority may permit commercial advertising that has been placed in an airspace above a highway under the conditions specified pursuant to subsection 3 of NRS 405.110.

5.  If a franchisee receives revenues from commercial advertising authorized by subsection 1 and the franchisee is obligated to repay a bond issued by the State of Nevada, the franchisee shall use all revenue generated by the advertising authorized by subsection 1 to meet its obligations to the State of Nevada as set forth in the financing agreement and bond indenture, including, without limitation, the payment of operations and maintenance obligations, the funding of reserves and the payment of debt service. To the extent that any surplus revenue remains after the payment of all such obligations, the surplus revenue must be used solely to repay the bond until the bond is repaid.”.

    Amend sec. 10, page 6, line 19, by deleting “turn.” and inserting: “turn [.] onto or from the highway.”.

    Amend sec. 10, page 6, line 21, by deleting “turn.” and inserting: “turn [.] from the highway.

(c) A vehicle that is in the center turn lane after making a left-hand turn onto the highway must stop and wait for an appropriate break in traffic before merging with traffic.

(d) A vehicle that is stopped in the center turn lane after making a left-hand turn onto the highway and before merging with traffic must yield the right-of-way to a vehicle that is being driven in the center lane for the purpose of making a left-hand turn from the highway.”.

    Amend sec. 17, page 8, lines 42 and 43, by deleting: “which states that” and inserting: “[which states that] stating “DOUBLE PENALTIES IN WORK ZONES” to indicate”.

    Amend sec. 21, page 11, line 27, by deleting “484.3667.” and inserting: “484.3667 unless the person is subject to the penalty provided pursuant to subsection 4 of NRS 484.348.”.

    Amend the bill as a whole by adding new sections designated sections 26 and 27, following sec. 25, to read as follows:

    “Sec. 26.  NRS 405.030 is hereby amended to read as follows:

    405.030  1.  Except as otherwise provided in subsection 3 and except within the limits of any city or town through which the highway may run, and on benches , [and] shelters and stations for passengers of public mass transportation built pursuant to a franchise granted pursuant to NRS 244.187 and 244.188, 268.081 and 268.083 , [or] 269.128 and 269.129 [,] or 705.695, it is unlawful for any person, firm or corporation to paste, paint, print or in any manner whatever place or attach to any building, fence, gate, bridge, rock, tree, board, structure or anything whatever, any written, printed, painted or other outdoor advertisement, bill, notice, sign, picture, card or poster:

    (a) Within any right-of-way of any state highway or road which is owned or controlled by the Department of Transportation.

    (b) Within 20 feet of the main traveled way of any unimproved highway.

    (c) On the property of another within view of any such highway, without the owner’s written consent.

    2.  Nothing in this section prevents the posting or maintaining of any notices required by law to be posted or maintained, or the placing or maintaining of highway signs giving directions and distances for the information of the traveling public if the signs are approved by the Department of Transportation.

    3.  A tenant of a mobile home park may exhibit a political sign within a right-of-way of a state highway or road which is owned or controlled by the Department of Transportation if the tenant exhibits the sign within the boundary of his lot and in accordance with the requirements and limitations set forth in NRS 118B.145. As used in this subsection, the term “political sign” has the meaning ascribed to it in NRS 118B.145.

4.  If a franchisee receives revenues from an advertisement, bill, notice, sign, picture, card or poster authorized by subsection 1 and the franchisee is obligated to repay a bond issued by the State of Nevada, the franchisee shall use all revenue generated by the advertisement, bill, notice, sign, picture, card or poster authorized by subsection 1 to meet its obligations to the State of Nevada as set forth in the financing agreement and bond indenture, including, without limitation, the payment of operations and maintenance obligations, the funding of reserves and the payment of debt service. To the extent that any surplus revenue remains after the payment of all such obligations, the surplus revenue must be used solely to repay the bond, until the bond is repaid.

    Sec. 27.  NRS 405.110 is hereby amended to read as follows:

    405.110  1.  Except on benches , [and] shelters and stations for passengers of public mass transportation for which a franchise has been granted pursuant to NRS 244.187 and 244.188, 268.081 and 268.083 , [or] 269.128 and 269.129 [,] or 705.695, no advertising signs, signboards, boards or other materials containing advertising matter may:

    (a) Except as otherwise provided in subsection 3, be placed upon or over any state highway.

    (b) Except as otherwise provided in subsections 3 and 4, be placed within the highway right-of-way.

    (c) Except as otherwise provided in subsection 3, be placed upon any bridge or other structure thereon.

    (d) Be so situated with respect to any public highway as to obstruct clear vision of an intersecting highway or highways or otherwise so situated as to constitute a hazard upon or prevent the safe use of the state highway.

    2.  With the permission of the Department of Transportation, counties, towns or cities of this state may place at such points as are designated by the Director of the Department of Transportation suitable signboards advertising the counties, towns or municipalities.

    3.  A person may place an advertising sign, signboard, board or other material containing advertising matter in any airspace above a highway if:

    (a) The Department of Transportation has leased the airspace to the person pursuant to subsection 2 of NRS 408.507, the airspace is over an interstate highway and:

        (1) The purpose of the sign, signboard, board or other material is to identify a commercial establishment that is entirely located within the airspace, services rendered, or goods produced or sold upon the commercial establishment or that the facility or property that is located within the airspace is for sale or lease; and

        (2) The size, location and design of the sign, signboard, board or other material and the quantity of signs, signboards, boards or other materials have been approved by the Department of Transportation; or

    (b) The person owns real property adjacent to an interstate highway and:

        (1) The person has dedicated to a public authority a fee or perpetual easement interest in at least 1 acre of the property for the construction or maintenance, or both, of the highway over which he is placing the sign, signboard, board or other material and the person retained the air rights in the airspace above the property for which the person has dedicated the interest;

        (2) The sign, signboard, board or other material is located in the airspace for which the person retained the air rights;

        (3) The structure that supports the sign, signboard, board or other material is not located on the property for which the person dedicated the fee or easement interest to the public authority, and the public authority determines that the location of the structure does not create a traffic hazard; and

        (4) The purpose of the sign, signboard, board or other material is to identify an establishment or activity that is located on the real property adjacent to the interstate highway, or services rendered or goods provided or sold on that property.

    4.  A tenant of a mobile home park may exhibit a political sign within a right-of-way of a state highway or road which is owned or controlled by the Department of Transportation if the tenant exhibits the sign within the boundary of his lot and in accordance with the requirements and limitations set forth in NRS 118B.145. As used in this subsection, the term “political sign” has the meaning ascribed to it in NRS 118B.145.

    5.  If any such sign is placed in violation of this section, it is thereby declared a public nuisance and may be removed forthwith by the Department of Transportation or the public authority.

    6.  Any person placing any such sign in violation of the provisions of this section shall be punished by a fine of not more than $250, and is also liable in damages for any injury or injuries incurred or for injury to or loss of property sustained by any person by reason of the violation.

7.  If a franchisee receives revenues from an advertising sign, signboard, board or other material containing advertising matter authorized by subsection 1 and the franchisee is obligated to repay a bond issued by the State of Nevada, the franchisee shall use all revenue generated by the advertising sign, signboard, board or other material containing advertising matter authorized by subsection 1 to meet its obligations to the State of Nevada as set forth in the financing agreement and bond indenture, including, without limitation, the payment of operations and maintenance obligations, the funding of reserves and the payment of debt service. To the extent that any surplus revenue remains after the payment of all such obligations, the surplus revenue must be used solely to repay the bond until the bond is repaid.”.

    Amend the title of the bill to read as follows:

    “AN ACT relating to transportation; authorizing vehicles used by the Department of Transportation in the construction, maintenance or repair of highways to be equipped with tail lamps that emit nonflashing blue light under certain circumstances; providing an additional penalty for a violation of certain traffic laws in an area designated as a temporary traffic control zone for construction, maintenance or repair of a highway; requiring prosecution of a failure to comply with signals of flagmen under certain circumstances; exempting certain benches, shelters and stations for passengers of public mass transportation for which a franchise has been granted from certain prohibitions against outdoor advertising; requiring a franchisee to use revenues it receives from such authorized advertising for the repayment of certain financial obligations; authorizing the use of a single center lane when making a left-hand turn onto a highway; providing penalties; and providing other matters properly relating thereto.”.

    Amend the summary of the bill to read as follows:

    “SUMMARY—Makes various changes relating to transportation. (BDR 43‑1098)”.

    Assemblywoman Chowning moved that the Assembly do not concur in the Senate amendment to Assembly Bill No. 444.

    Remarks by Assemblywoman Chowning.

    Motion carried.

    Bill ordered transmitted to the Senate.

    Assembly Bill No. 502.

    The following Senate amendment was read:

    Amendment No. 804.

    Amend section 1, page 1, line 7, by deleting “cancer;” and inserting: “cancer or chronic fatigue syndrome;”.

    Amend section 1, page 2, by deleting lines 26 and 27 and inserting:

    “2.  The coverage for medical treatment pursuant to this section is required only to the extent that the medical treatment is not otherwise provided in connection with the clinical trial or study, and is limited to:”.

    Amend section 1, page 2, between lines 43 and 44, by inserting: “The services provided pursuant to paragraphs (b) and (d) must be covered only if the services are provided by a provider with whom the insurer has contracted for such services. If the insurer has not contracted for the provision of such services, the insurer shall pay the provider the rate of reimbursement that is paid to other providers with whom the insurer has contracted for similar services and the provider shall accept that rate of reimbursement as payment in full.”.

    Amend section 1, page 3, between lines 21 and 22, by inserting:

    “(h) Any costs for the management of research relating to the clinical trial or study.”.

    Amend sec. 4, page 5, line 22, by deleting “cancer;” and inserting: “cancer or chronic fatigue syndrome;”.

    Amend sec. 4, page 6, by deleting lines 4 and 5 and inserting:

    “2.  The coverage for medical treatment pursuant to this section is required only to the extent that the medical treatment is not otherwise provided in connection with the clinical trial or study, and is limited to:”.

    Amend sec. 4, page 6, between lines 19 and 20, by inserting: “The services provided pursuant to paragraphs (b) and (d) must be covered only if the services are provided by a provider with whom the insurer has contracted for such services. If the insurer has not contracted for the provision of such services, the insurer shall pay the provider the rate of reimbursement that is paid to other providers with whom the insurer has contracted for similar services and the provider shall accept that rate of reimbursement as payment in full.”.

    Amend sec. 4, page 6, between lines 42 and 43, by inserting:

    “(h) Any costs for the management of research relating to the clinical trial or study.”.

    Amend sec. 6, page 8, line 36, by deleting “cancer;” and inserting: “cancer or chronic fatigue syndrome;”.

    Amend sec. 6, page 9, by deleting lines 19 and 20 and inserting:

    “2.  The coverage for medical treatment pursuant to this section is required only to the extent that the medical treatment is not otherwise provided in connection with the clinical trial or study, and is limited to:”.

    Amend sec. 6, page 9, between lines 34 and 35, by inserting: “The services provided pursuant to paragraphs (b) and (d) must be covered only if the services are provided by a provider with whom the medical services corporation has contracted for such services. If the medical services corporation has not contracted for the provision of such services, the medical services corporation shall pay the provider the rate of reimbursement that is paid to other providers with whom the medical services corporation has contracted for similar services and the provider shall accept that rate of reimbursement as payment in full.”.

    Amend sec. 6, page 10, between lines 13 and 14, by inserting:

    “(h) Any costs for the management of research relating to the clinical trial or study.”.

    Amend sec. 8, page 12, line 3, by deleting “A health care” and inserting: “Except as otherwise provided in NRS 695C.050, a health care”.

    Amend sec. 8, page 12, line 7, by deleting “cancer;” and inserting: “cancer or chronic fatigue syndrome;”.

    Amend sec. 8, page 12, by deleting lines 16 through 22 and inserting:

    “(c) The medical treatment is provided by a provider of health care and the facility and personnel have the experience and”.

    Amend sec. 8, page 12, by deleting lines 39 and 40 and inserting:

    “2.  The coverage for medical treatment pursuant to this section is required only to the extent that the medical treatment is not otherwise provided in connection with the clinical trial or study, and is limited to:”.

    Amend sec. 8, page 13, between lines 10 and 11, by inserting: “The services provided pursuant to paragraphs (b) and (d) must be covered only if the services are provided by a provider with whom the health maintenance organization has contracted for such services. If the health maintenance organization has not contracted for the provision of such services, the health maintenance organization shall pay the provider the rate of reimbursement that is paid to other providers with whom the health maintenance organization has contracted for similar services and the provider shall accept that rate of reimbursement as payment in full.”.

    Amend sec. 8, page 13, between lines 33 and 34, by inserting:

    “(h) Any costs for the management of research relating to the clinical trial or study.”.

    Amend sec. 9, page 15, line 5, after “695C.265” by inserting: “and
section 8 of this act”.

    Amend sec. 9, page 15, lines 14 and 15, by deleting: “and section 8 of this act”.

    Amend sec. 12, page 17, line 25, by deleting “cancer;” and inserting: “cancer or chronic fatigue syndrome;”.

    Amend sec. 12, page 17, by deleting lines 34 through 41 and inserting:

    “(c) The medical treatment is provided by a provider of health care and the facility and personnel have the experience and”.

    Amend sec. 12, page 18, by deleting lines 13 and 14 and inserting:

    “2.  The coverage for medical treatment pursuant to this section is required only to the extent that the medical treatment is not otherwise provided in connection with the clinical trial or study, and is limited to:”.

    Amend sec. 12, page 18, between lines 28 and 29, by inserting: “The services provided pursuant to paragraphs (b) and (d) must be covered only if the services are provided by a provider with whom the managed care organization has contracted for such services. If the managed care organization has not contracted for the provision of such services, the managed care organization shall pay the provider the rate of reimbursement that is paid to other providers with whom the managed care organization has contracted for similar services and the provider shall accept that rate of reimbursement as payment in full.”.

    Amend sec. 12, page 19, between lines 8 and 9, by inserting:

    “(h) Any costs for the management of research relating to the clinical trial or study.”.

    Assemblyman Goldwater moved that the Assembly do not concur in the Senate amendment to Assembly Bill No. 502.

    Remarks by Assemblyman Goldwater.

    Motion carried.

    Bill ordered transmitted to the Senate.

MESSAGES FROM THE Senate

Senate Chamber, Carson City, May 26, 2003

To the Honorable the Assembly:

    I have the honor to inform your honorable body that the Senate amended, and on this day passed, as amended, Assembly Bill No. 320, Amendment No. 742; Assembly Bill No. 542, Amendment No. 882, and respectfully requests your honorable body to concur in said amendments.

    Also, I have the honor to inform your honorable body that the Senate on this day passed Assembly Joint Resolution No. 13.

Mary Jo Mongelli

Assistant Secretary of the Senate

UNFINISHED BUSINESS

    There being no objections, the Speaker and Chief Clerk signed
Assembly Bills Nos. 384, 402; Senate Bills Nos. 10, 24, 73, 90, 94, 125, 183, 199, 204, 253, 287, 297, 307, 317, 323, 327, 353, 394, 424, 428, 434, 450, 465, 466, 467; Senate Concurrent Resolution No. 36.

GUESTS EXTENDED PRIVILEGE OF ASSEMBLY FLOOR

    On request of Assemblywoman Gibbons, the privilege of the floor of the Assembly Chamber for this day was extended to Judith Daines Mower,
Alan R. Daines, William B. R. Daines, and Michael K. Daines.

    On request of Assemblyman Gustavson, the privilege of the floor of the Assembly Chamber for this day was extended to Kay Vallerio.

    Assemblywoman Buckley moved that the Assembly adjourn until Tuesday, May 27, 2003, at 11:00 a.m.

    Motion carried.

    Assembly adjourned at 2:08 p.m. 

Approved:                                                                Richard D. Perkins

                                                                                  Speaker of the Assembly

Attest:    Jacqueline Sneddon

                    Chief Clerk of the Assembly