[Rev. 2/12/2019 1:37:17 PM]
κ1991 Statutes of Nevada, Page 1057κ
Senate Bill No. 230Committee on Judiciary
CHAPTER 403
AN ACT relating to punishment for crimes; establishing an additional penalty for conviction of a felony committed with the intent to promote, further or assist the activities of a criminal gang; limiting the imposition of certain additional penalties for particular conduct in connection with a crime; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 193 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 and 3 of this act.
Sec. 2. 1. Except as otherwise provided in section 3 of this act, any person who is convicted of a felony committed knowingly for the benefit of, at the direction of, or in affiliation with, a criminal gang, with the specific intent to promote, further or assist the activities of the criminal gang, shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by the statute for the crime. The sentence prescribed by this section must run consecutively with the sentence prescribed by statute for the crime.
2. This section does not create any separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
3. The court shall not impose an additional penalty pursuant to this section unless:
(a) The indictment or information charging the defendant with the primary offense alleges that the primary offense was committed knowingly for the benefit of, at the direction of, or in affiliation with, a criminal gang, with the specific intent to promote, further or assist the activities of the criminal gang; and
(b) The trier of fact finds that allegation to be true beyond a reasonable doubt.
4. Except as otherwise provided in this subsection, the court shall not grant probation to or suspend the sentence of any person convicted of a felony committed for the benefit of, at the direction of, or in affiliation with a criminal gang if an additional term of imprisonment may be imposed for that primary offense pursuant to this section. The court may, upon the receipt of an appropriate motion, reduce or suspend the sentence imposed for the primary offense if it finds that the defendant rendered substantial assistance in the arrest or conviction of any other principals, accomplices, accessories or coconspirators to the crime, or of any other persons involved in the commission of a felony which was committed for the benefit of, at the direction of, or in affiliation with a criminal gang. The agency which arrested the defendant must be given an opportunity to support or oppose such a motion before it is granted or denied. If good cause is shown, the motion may be heard in camera.
κ1991 Statutes of Nevada, Page 1058 (CHAPTER 403, SB 230)κ
5. In any proceeding to determine whether an additional penalty may be imposed pursuant to this section, expert testimony is admissible to show particular conduct, status and customs indicative of criminal gangs, including, but not limited to:
(a) Characteristics of persons who are members of criminal gangs;
(b) Specific rivalries between criminal gangs;
(c) Common practices and operations of criminal gangs and the members of those gangs;
(d) Social customs and behavior of members of criminal gangs;
(e) Terminology used by members of criminal gangs;
(f) Codes of conduct, including criminal conduct, of particular criminal gangs; and
(g) The types of crimes that are likely to be committed by a particular criminal gang or by criminal gangs in general.
6. As used in this section, criminal gang means any combination of persons, organized formally or informally, so constructed that the organization will continue its operation even if individual members enter or leave the organization, which:
(a) Has a common name or identifying symbol;
(b) Has particular conduct, status and customs indicative of it; and
(c) Has as one of its common activities engaging in criminal activity punishable as a felony, other than the conduct which constitutes the primary offense.
Sec. 3. 1. A person who is sentenced to an additional term of imprisonment pursuant to the provisions of NRS 193.161, 193.163, 193.165, 193.167, 453.3343 or 453.3345 or section 2 of this act must not be sentenced to an additional term of imprisonment pursuant to any of the other listed sections even if the persons conduct satisfies the requirements for imposing an additional term of imprisonment pursuant to another one or more of those sections.
2. This section does not:
(a) Affect other penalties or limitations upon probation or suspension of a sentence contained in the sections listed in subsection 1.
(b) Prohibit alleging in the alternative in the indictment or information that the persons conduct satisfies the requirements of more than one of the sections listed in subsection 1 and introducing evidence to prove the alternative allegations.
Sec. 4. NRS 193.161 is hereby amended to read as follows:
193.161 1. [Any] Except as otherwise provided in section 3 of this act, any person who commits a felony on a school bus while the bus is engaged in its official duties shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by statute for the crime. The sentence prescribed by this section must run consecutively with the sentence prescribed by statute for the crime.
2. This section does not create any separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
3. For the purposes of this section, school bus has the meaning ascribed to it in NRS 483.160.
κ1991 Statutes of Nevada, Page 1059 (CHAPTER 403, SB 230)κ
Sec. 5. NRS 193.163 is hereby amended to read as follows:
193.163 1. [Any] Except as otherwise provided in section 3 of this act, any person who uses a handgun containing a metal-penetrating bullet in the commission of a crime shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by statute for the crime. The sentence prescribed by this section runs consecutively with the sentence prescribed by statute for the crime . [and any other additional penalty imposed by statute.]
2. This section does not create a separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
3. As used in this section, metal-penetrating bullet has the meaning ascribed to it in NRS 202.273.
Sec. 6. NRS 193.165 is hereby amended to read as follows:
193.165 1. [Any] Except as otherwise provided in section 3 of this act, any person who uses a firearm or other deadly weapon or a weapon containing or capable of emitting tear gas, whether or not its possession is permitted by NRS 202.375, in the commission of a crime shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by statute for [such] the crime. The sentence prescribed by this section [shall run] runs consecutively with the sentence prescribed by statute for [such] the crime.
2. This section does not create any separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
3. The provisions of subsections 1 and 2 do not apply where the use of a firearm, other deadly weapon or tear gas is a necessary element of such crime.
4. The court shall not grant probation to or suspend the sentence of any person who is convicted of using a firearm, other deadly weapon or tear gas in the commission of any of the following crimes:
(a) Murder;
(b) Kidnaping in the first degree;
(c) Sexual assault; or
(d) Robbery.
Sec. 7. NRS 193.167 is hereby amended to read as follows:
193.167 1. [Any] Except as otherwise provided in section 3 of this act, any person who commits the crime of:
(a) Assault;
(b) Battery;
(c) Kidnaping;
(d) Robbery;
(e) Sexual assault;
(f) Embezzlement of money or property of a value of $250 or more;
(g) Obtaining money or property of a value of $250 or more by false pretenses; or
(h) Taking money or property from the person of another,
against any person who is 65 years of age or older shall be punished by imprisonment in the county jail or state prison, whichever applies, for a term equal to and in addition to the term of imprisonment prescribed by statute for the crime.
κ1991 Statutes of Nevada, Page 1060 (CHAPTER 403, SB 230)κ
equal to and in addition to the term of imprisonment prescribed by statute for the crime. The sentence prescribed by this section must run consecutively with the sentence prescribed by statute for the crime . [and any other additional penalty prescribed by statute.]
2. This section does not create any separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
Sec. 8. NRS 453.3343 is hereby amended to read as follows:
453.3343 1. [Any] Except as otherwise provided in section 3 of this act, any person who procures or solicits a minor as an agent to violate NRS 453.321 or 453.323 shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by statute for the crime. The sentence prescribed by this section runs consecutively with the sentence prescribed by statute for the crime committed by the person who procures or solicits the minor . [and any other additional penalty imposed by statute.]
2. This section does not create a separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
Sec. 9. NRS 453.3345 is hereby amended to read as follows:
453.3345 1. Unless a greater penalty is provided in NRS 453.333 or 453.334, and except as otherwise provided in section 3 of this act, any person who violates NRS 453.321 or 453.323:
(a) On the grounds of a public or private school, a playground, public swimming pool, recreational center for youths or a video arcade;
(b) On a campus of the University of Nevada System;
(c) Within 1,000 feet of the perimeter of such a school ground or campus, playground, pool, recreational center or arcade; or
(d) Within 1,000 feet of a school bus stop from 1 hour before school begins until 1 hour after school ends during scheduled school days,
shall be punished by imprisonment in the state prison for a term equal to and in addition to the term of imprisonment prescribed by statute for the crime. The sentence prescribed by this section runs consecutively with the sentence prescribed by statute for the crime . [and any other additional penalty imposed by statute.]
2. This section does not create a separate offense but provides an additional penalty for the primary offense, whose imposition is contingent upon the finding of the prescribed fact.
3. For the purposes of this section:
(a) Playground means any outdoor facility, intended for recreation, open to the public and in any portion thereof containing one or more apparatus intended for the recreation of children, such as a sliding board, teeterboard, sandbox or swingset.
(b) Recreational center for youths means a recreational facility or gymnasium, which regularly provides athletic, civic or cultural activities for persons under 18 years of age.
(c) School bus has the meaning ascribed to it in NRS 483.160.
κ1991 Statutes of Nevada, Page 1061 (CHAPTER 403, SB 230)κ
(d) Video arcade means a facility legally accessible to persons under 18 years of age, intended primarily for the use of pinball and video machines for amusement which contains a minimum of 10 such machines.
Sec. 10. This act becomes effective upon passage and approval.
________
Senate Bill No. 562Committee on Taxation
CHAPTER 404
AN ACT relating to metropolitan police departments; authorizing the issuance of general obligations to finance capital improvements; creating and defining the districts to be taxed for their repayment; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 280 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 and 3 of this act.
Sec. 2. In each county in which a metropolitan police department is established, there is hereby created a taxing district consisting of:
1. The area within the boundaries of each incorporated city which participates in the department; and
2. The area of the county outside the boundaries of any incorporated city.
Sec. 3. 1. The committee may, with the consent of the governing body of the county and each participating city, borrow money from time to time as general obligations to construct buildings or improve property used by the department, except a county or city jail or detention facility. For this purpose, the committee is a governing body within the meaning of NRS 350.524.
2. If general obligations are issued pursuant to this section, the committee shall determine the amount required in each fiscal year to pay the interest and required installments of principal, and report this amount to the Nevada tax commission as the budgets of local governments are reported, for the levy of the requisite tax on all taxable property within the taxing district.
3. For the purposes of any debt limitation of a county or city, obligations issued pursuant to this section shall be deemed to be the respective general obligations of the county and each of the cities in the same proportion as the percentage of the departments expenses paid by the county and each of the cities pursuant to the formula in effect at the time the obligations are issued.
________
κ1991 Statutes of Nevada, Page 1062κ
Senate Bill No. 82Committee on Judiciary
CHAPTER 405
AN ACT relating to criminal procedure; requiring certain plea bargains to be set forth in writing and signed by the parties to a criminal action; creating limited exceptions to the requirements for notification of a person under investigation by a grand jury; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 174.035 is hereby amended to read as follows:
174.035 1. A defendant may plead not guilty, guilty or, with the consent of the court, nolo contendere. The court may refuse to accept a plea of guilty, and shall not accept such plea or a plea of nolo contendere without first addressing the defendant personally and determining that the plea is made voluntarily with understanding of the nature of the charge and consequences of the plea.
2. With the consent of the court and the district attorney, a defendant may enter a conditional plea of guilty or nolo contendere, reserving in writing the right, on appeal from the judgment, to a review of the adverse determination of any specified pretrial motion. A defendant who prevails on appeal must be allowed to withdraw the plea.
3. The defendant may, in the alternative or in addition to any one of the pleas permitted by subsection 1, plead not guilty by reason of insanity. A defendant who has not so pleaded may offer the defense of insanity during trial upon good cause shown. Under such plea or defense, the burden of proof is upon the defendant to establish his insanity by a preponderance of the evidence.
4. If a defendant refuses to plead or if the court refuses to accept a plea of guilty or if a defendant corporation fails to appear, the court shall enter a plea of not guilty.
5. A defendant may not enter a plea of guilty pursuant to a plea bargain for an offense punishable as a felony for which probation is not allowed unless the plea bargain is set forth in writing and signed by the defendant, the defendants attorney, if he is represented by counsel, and the prosecuting attorney.
Sec. 2. NRS 174.035 is hereby amended to read as follows:
174.035 1. A defendant may plead not guilty, guilty or, with the consent of the court, nolo contendere. The court may refuse to accept a plea of guilty, and shall not accept such plea or a plea of nolo contendere without first addressing the defendant personally and determining that the plea is made voluntarily with understanding of the nature of the charge and consequences of the plea.
2. With the consent of the court and the district attorney, a defendant may enter a conditional plea of guilty or nolo contendere, reserving in writing the right, on appeal from the judgment, to a review of the adverse determination of any specified pretrial motion. A defendant who prevails on appeal must be allowed to withdraw the plea.
κ1991 Statutes of Nevada, Page 1063 (CHAPTER 405, SB 82)κ
3. The defendant may, in the alternative or in addition to any one of the pleas permitted by subsection 1, plead not guilty by reason of insanity. A defendant who has not so pleaded may offer the defense of insanity during trial upon good cause shown. Under such plea or defense, the burden of proof is upon the defendant to establish his insanity by a preponderance of the evidence.
4. If a defendant refuses to plead or if the court refuses to accept a plea of guilty or if a defendant corporation fails to appear, the court shall enter a plea of not guilty.
5. A defendant may not enter a plea of guilty pursuant to a plea bargain for an offense punishable as a felony for which [probation] :
(a) Probation is not allowed ; or
(b) The maximum prison sentence is more than 10 years,
unless the plea bargain is set forth in writing and signed by the defendant, the defendants attorney, if he is represented by counsel, and the prosecuting attorney.
Sec. 3. NRS 172.241 is hereby amended to read as follows:
172.241 1. A person whose indictment the district attorney intends to seek or the grand jury on its own motion intends to return, but who has not been subpenaed to appear before the grand jury, may testify before the grand jury if he requests to do so and executes a valid waiver in writing of his constitutional privilege against self-incrimination.
2. A district attorney shall give reasonable notice to a person whose indictment is being considered by a grand jury unless the court determines that adequate cause exists to withhold notice. The notice is adequate if given to the person, his attorney of record or an attorney who claims to represent the person.
3. The district attorney may apply to the court for a determination that adequate cause exists to withhold notice if he:
(a) Determines that the notice may result in the flight of the person whose indictment is being considered, on the basis of:
(1) A previous failure of the person to appear in matters arising out of the subject matter of the proposed indictment;
(2) The fact that the person is a fugitive from justice arising from charges in another jurisdiction;
(3) Outstanding local warrants pending against the person; or
(4) Any other objective factor;
(b) Determines that the notice may endanger the life or property of other persons; or
(c) Is unable, after reasonable diligence, to notify the person.
4. If a district attorney applies to the court for a determination that adequate cause exists to withhold notice, the court shall hold a closed hearing on the matter. Upon a finding of adequate cause, the court may order that no notice be given.
Sec. 4. 1. This section and section 3 of this act become effective on October 1, 1991.
2. Section 1 of this act becomes effective at 12:01 a.m. on October 1, 1991.
κ1991 Statutes of Nevada, Page 1064 (CHAPTER 405, SB 82)κ
3. Section 2 of this act becomes effective on January 1, 1992.
________
Assembly Bill No. 490Assemblymen Bache, Bennett, Petrak, Anderson, Wendell Williams, Lambert, Haller, Norton, Johnson, Marvel, Sader, Myrna Williams, McGinness, Freeman, Gibbons, Little, Price, Evans, Arberry, Kerns, Giunchigliani, Carpenter, Krenzer, Elliott, Spriggs, Spitler, Goetting, Garner, Bergevin, McGaughey and Dini
CHAPTER 406
AN ACT relating to motorcycles; establishing a program for the education of motorcycle riders; creating the advisory board on motorcycle safety; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 482.480 is hereby amended to read as follows:
482.480 There must be paid to the department for the registration, transfer or reinstatement of registration of motor vehicles, trailers and semitrailers, fees according to the following schedule:
1. For each stock passenger car and each reconstructed or specially constructed passenger car, regardless of weight or number of passenger capacity, a fee for registration of $23.
2. For every motorcycle, a fee for registration of $23 [.] and an additional fee of $6 for motorcycle safety. The additional fee must be deposited in the state highway fund for credit to the account for the program for the education of motorcycle riders.
3. For each transfer of registration a fee of $6 in addition to any other fees.
4. To reinstate the registration of a motor vehicle suspended pursuant to NRS 485.383 a fee of $100, which must be accounted for in the fund for verification of insurance which is hereby created as a special revenue fund and must be used only for the purposes specified in NRS 485.383.
5. For every travel trailer, a fee for registration of $17.
6. For each vehicle registered by a border state employee pursuant to NRS 482.213, a fee for registration of $10, which may not be prorated.
Sec. 2. Chapter 486 of NRS is hereby amended by adding thereto the provisions set forth as sections 3 to 9, inclusive, of this act.
Sec. 3. Program means the program for the education of motorcycle riders.
Sec. 4. 1. The director shall:
(a) Establish the program.
(b) Appoint an administrator to carry out the program.
(c) Consult regularly with the advisory committee for motorcycle safety concerning the content and implementation of the program.
κ1991 Statutes of Nevada, Page 1065 (CHAPTER 406, AB 490)κ
(d) Approve courses of instruction provided by public or private organizations which comply with the requirements established for the program.
(e) Adopt rules and regulations which are necessary to carry out the program.
2. The director may contract for the provision of services necessary for the program.
3. The money in the account for the program for the education of motorcycle riders may be used only to pay the expenses of the program, including reimbursement to instructors licensed pursuant to section 7 of this act for services provided for the program. The interest and income earned on the money in the account, after deducting any applicable charges, must be credited to the account.
Sec. 5. 1. A resident of this state who holds a motorcycle drivers license or a motorcycle endorsement to a drivers license or who is eligible to apply for such a license or endorsement may enroll in the program.
2. The director shall establish a fee of not more than $100 for the program.
Sec. 6. The program must:
1. Be taught by an instructor certified pursuant to section 7 of this act.
2. Include:
(a) Instruction relating to the development of proper habits and skills necessary for the safe operation of a motorcycle;
(b) Instruction relating to the effects of alcohol and controlled substances on the operator of a motorcycle; and
(c) At least 8 hours of instruction in the actual operation of a motorcycle for inexperienced operators and at least 4 hours of instruction in the actual operation of a motorcycle for experienced operators.
3. Each course of instruction must be approved by the director before it is offered to persons enrolled in the program. The director shall not approve any course of instruction which does not meet or exceed the requirements established for courses for the education of motorcycle riders by nationally recognized public or private organizations approved by the director.
Sec. 7. 1. A person who:
(a) Is a resident of this state;
(b) Is at least 21 years old;
(c) Holds a motorcycle drivers license or a motorcycle endorsement to a drivers license issued by the department;
(d) Has held a motorcycle drivers license or endorsement for at least 2 years; and
(e) Is certified as an instructor of motorcycle riders by a nationally recognized public or private organization which is approved by the director, may apply to the department for a license as an instructor for the program.
2. The department shall not license a person as an instructor if, within 3 years before he submits his application for a license:
(a) He has accumulated three or more demerit points pursuant to the uniform system of demerit points established pursuant to NRS 483.473, or has been convicted of traffic violations of comparable number and severity in another jurisdiction; or
(b) His drivers license was suspended or revoked in any jurisdiction.
κ1991 Statutes of Nevada, Page 1066 (CHAPTER 406, AB 490)κ
3. The director shall adopt standards and procedures for the licensing of instructors for the program.
Sec. 8. 1. The advisory board on motorcycle safety, consisting of five members appointed by the governor, is hereby created.
2. The governor shall appoint to the board:
(a) One member who is a retail motorcycle dealer;
(b) One member who is a peace officer and operates a motorcycle in carrying out his duties;
(c) One member who is an instructor licensed pursuant to section 7 of this act; and
(d) Two members of the general public with experience operating a motorcycle. Not more than one of the members of the general public may be a commercial dealer, distributor or manufacturer of motorcycles.
3. After the initial terms, the members of the advisory board on motorcycle safety serve terms of 3 years. No member of the board may serve more than two consecutive terms.
4. The board shall elect a chairman from among its members.
5. The board shall meet at least twice each year and may meet upon a call of the chairman.
6. If a vacancy occurs during the term of a member, the governor shall appoint a person similarly qualified to replace that member for the remainder of the unexpired term.
7. The governor may remove a member from the board if the member neglects his duty or commits malfeasance in office.
8. Members of the board serve without compensation but are entitled to receive reimbursement from the account for the program for the education of motorcycle riders for the actual amounts of their reasonable and necessary expenses while engaged in the business of the board.
Sec. 9. 1. The board shall:
(a) Advise and assist the director and the administrator of the program in developing, establishing and maintaining the program;
(b) Regularly review the program and make recommendations to the director and the administrator of the program relating to the administration and content of the program; and
(c) Submit a report, not later than January 1 of each odd-numbered year, to the governor and the director of the legislative counsel bureau for presentation to the legislature.
2. The report must include:
(a) The number of courses offered in the program.
(b) The address of each location where a course was offered.
(c) The number of instructors licensed pursuant to section 7 of this act.
(d) The number of persons who have completed the program in the preceding 2 years and the number of persons who have completed the program since it was established.
(e) The amount of fees for motorcycle safety collected pursuant to subsection 2 of NRS 482.480.
(f) A detailed accounting of the expenses of the program.
3. The director shall make copies of the report available for distribution to the public.
κ1991 Statutes of Nevada, Page 1067 (CHAPTER 406, AB 490)κ
Sec. 10. NRS 486.011 is hereby amended to read as follows:
486.011 As used in NRS 486.031 to 486.381, inclusive, and sections 3 to 9, inclusive, of this act, unless the context otherwise requires, the words and terms defined in NRS 486.031 to 486.057, inclusive, and section 3 of this act have the meanings ascribed to them in those sections.
Sec. 11. NRS 394.037 is hereby amended to read as follows:
394.037 Driving school means a postsecondary educational institution that trains its students to drive motor vehicles as a vocation. The term does not include the program for the education of motorcycle riders established pursuant to section 4 of this act.
Sec. 12. 1. The governor shall make the appointments required by section 8 of this act as soon as practicable after July 1, 1991. The governor shall appoint to the advisory board on motorcycle safety:
(a) Two members to terms ending on July 1, 1992.
(b) Two members to terms ending on July 1, 1993.
(c) One member to a term ending on July 1, 1994.
2. The governor shall appoint, to the initial terms of the member who is required to be appointed pursuant to paragraph (c) of subsection 2 of section 8 of this act, a person who is eligible for a license as an instructor pursuant to section 7 of this act.
3. The director of the department of motor vehicles and public safety shall establish the training program for motorcycle safety not later than January 1, 1993.
Sec. 13. This act becomes effective on July 1, 1991.
________
Assembly Bill No. 279Assemblymen Myrna Williams, Porter, Callister, Sader, Humke, Bache, Giunchigliani, Krenzer, Carpenter, Spitler, Norton, Little, Petrak, Anderson, Gibbons, Elliott, Freeman, Haller, Price, Marvel, Heller, Johnson, Bennett, Wong, Gregory, Stout, Scherer, Evans, Goetting, Pettyjohn, Garner, Dini, Hardy, Bayley and McGaughey
CHAPTER 407
AN ACT relating to physicians; prohibiting the issuance of a license to practice as a physician, homeopathic physician or osteopathic physician if the applicants license to practice medicine in another jurisdiction was revoked for gross medical negligence; authorizing the revocation of such a license for that reason; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 630 of NRS is hereby amended by adding thereto a new section to read as follows:
1. The board shall not issue a license to practice medicine to an applicant who has been licensed to practice any type of medicine in another jurisdiction and whose license was revoked for gross medical negligence by that jurisdiction.
κ1991 Statutes of Nevada, Page 1068 (CHAPTER 407, AB 279)κ
and whose license was revoked for gross medical negligence by that jurisdiction.
2. The board may revoke the license of any person licensed to practice medicine in this state if it determines that the person had a license to practice any type of medicine in another jurisdiction which was revoked for gross medical negligence by that jurisdiction.
3. For the purposes of this section, the board shall adopt by regulation a definition of gross medical negligence.
Sec. 2. NRS 630.160 is hereby amended to read as follows:
630.160 1. Every person desiring to practice medicine must, before beginning to practice, procure from the board a license authorizing him to practice.
2. Except as otherwise provided in NRS 630.164 [,] or section 1 of this act, a license may be issued to any person who:
(a) Is a citizen of the United States or is lawfully entitled to remain and work in the United States;
(b) Has completed the course of study set forth in NRS 630.162 and received the degree of Doctor of Medicine from a medical school:
(1) Approved by the Liaison Committee for Medical Education of the American Medical Association and American Association of Medical Colleges; or
(2) Which provides a course of professional instruction equivalent to that provided in medical schools in the United State s approved by the Liaison Committee for Medical Education,
which he attended for a total of 2 years immediately preceding the granting of the degree;
(c) Has passed:
(1) All parts of the examination given by the National Board of Medical Examiners;
(2) All parts of the Federation Licensing Examination; or
(3) All parts of a licensing examination given by any state or territory of the United States if the applicant is certified by a specialty board of the American Board of Medical Specialties, but any licensee licensed under this subparagraph must be issued a license to practice medicine in this state restricted to practice in the area of his certification only;
(d) Has completed 3 years of:
(1) Graduate education as a resident in the United States or Canada in a program approved by the Accreditation Council for Graduate Medical Education of the American Medical Association or the Coordinating Council of Medical Education of the Canadian Medical Association; or
(2) Fellowship training in the United States or Canada approved by the board or the Accreditation Council for Graduate Medical Education; and
(e) Appears personally before the board and satisfactorily passes a written or oral examination, or both, as to his qualifications to practice medicine and provides the board with a description of the clinical program completed demonstrating that the applicants clinical training met the requirements of paragraph (b) of [subsection 2.] this subsection.
κ1991 Statutes of Nevada, Page 1069 (CHAPTER 407, AB 279)κ
Sec. 3. NRS 630.261 is hereby amended to read as follows:
630.261 1. The board may, unless otherwise provided in this section [,] or section 1 of this act, issue, renew or modify:
(a) A locum tenens license, to be effective not more than 3 months after issuance, to any physician who is eligible for a permanent license in this state and who also is of good moral character and reputation. The purpose of this license is to enable an eligible physician to serve as a substitute for some other physician who is licensed to practice medicine in this state and who is absent from his practice for reasons deemed sufficient by the board. A license, issued under the provisions of this [subsection,] paragraph, is not renewable.
(b) A special license to a licensed physician of another state to come into this state to care for or assist in the treatment of his own patient in association with a physician licensed in this state. A special license, issued under the provisions of this [subsection,] paragraph, is limited to the care of a specific patient. The physician licensed in this state has the primary responsibility for the care of that patient.
(c) A restricted license for a specified period if the board determines the applicant needs supervision or restriction.
(d) A temporary license for a specified period if the board determines that it is necessary in order to provide medical services for a community without adequate medical care. A temporary license, issued under the provisions of this [subsection,] paragraph, is not renewable.
2. Every physician who is licensed under the provisions of subsection 1 and who accepts the privilege of practicing medicine in this state under the provisions of the license shall be deemed to have given his consent to the revocation of the license at any time by the board for any of the grounds provided in NRS 630.301 to 630.3065, inclusive [.] , or section 1 of this act.
Sec. 4. NRS 630.265 is hereby amended to read as follows:
630.265 1. [The] Except as otherwise provided in section 1 of this act, the board may issue to a qualified applicant, who upon completion of residency will be eligible for an active license, a limited license to practice medicine as a resident physician in a graduate program approved by the Accreditation Council for Graduate Medical Education if he is:
(a) A graduate of an accredited medical school in the United States or Canada; or
(b) A graduate of a foreign medical school and has received the standard certificate of the Educational Commission for Foreign Medical Graduates or a written statement from that commission that he passed the examination given by it.
2. The medical school or other institution sponsoring the program shall provide the board with written confirmation that the applicant has been appointed to a position in the program and is a citizen of the United States or lawfully entitled to remain and work in the United States. Such a license remains valid only while the licensee is actively practicing medicine in the residency program and is legally entitled to work and remain in the United States.
3. The board may issue such a limited license for not more than 1 year but may renew the license.
κ1991 Statutes of Nevada, Page 1070 (CHAPTER 407, AB 279)κ
4. The holder of a limited license may practice medicine only in connection with his duties as a resident physician or under such conditions as are approved by the director of the program and the board.
5. A limited license granted under this section may be revoked by the board at any time for any of the grounds provided in NRS 630.301 to 630.3065, inclusive [.] , or section 1 of this act.
Sec. 5. NRS 630.301 is hereby amended to read as follows:
630.301 The following acts, among others, constitute grounds for initiating disciplinary action or denying licensure:
1. Conviction of a felony, any offense involving moral turpitude or any offense relating to the practice of medicine or the ability to practice medicine. A plea of nolo contendere is a conviction for the purposes of this [section.
2. Suspension, revocation,] subsection.
2. The suspension, modification or limitation of the license to practice any type of medicine by any other jurisdiction or the surrender of the license or discontinuing the practice of medicine while under investigation by any licensing authority, a medical facility, a branch of the armed services of the United States, an insurance company, an agency of the Federal Government or an employer.
3. Gross or repeated malpractice, which may be evidenced by claims of malpractice settled against a practitioner.
Sec. 6. Chapter 630A of NRS is hereby amended by adding thereto a new section to read as follows:
1. The board shall not issue a license to practice homeopathic medicine to an applicant who has been licensed to practice any type of medicine in another jurisdiction and whose license was revoked for gross medical negligence by that jurisdiction.
2. The board may revoke the license of any person licensed to practice homeopathic medicine in this state if it determines that the person had a license to practice any type of medicine in another jurisdiction which was revoked for gross medical negligence by that jurisdiction.
3. The revocation of a license to practice any type of medicine in another jurisdiction on grounds other than grounds which would constitute revocation for gross medical negligence constitutes grounds for initiating disciplinary action or denying the issuance of a license.
4. For the purposes of this section, the board shall adopt by regulation a definition of gross medical negligence.
Sec. 7. NRS 630A.230 is hereby amended to read as follows:
630A.230 1. Every person desiring to practice homeopathic medicine must, before beginning to practice, procure from the board a license authorizing such practice.
2. [A] Except as otherwise provided in section 6 of this act, a license may be issued to any person who:
(a) Is a citizen of the United States or is lawfully entitled to remain and work in the United States;
(b) Has received the degree of Doctor of Medicine or Doctor of Osteopathic Medicine from the school he attended during the 2 years immediately preceding the granting of the degree;
κ1991 Statutes of Nevada, Page 1071 (CHAPTER 407, AB 279)κ
(c) Is licensed to practice allopathic or osteopathic medicine in any state or country, the District of Columbia or a territory or possession of the United States;
(d) Has completed 1 year of postgraduate training in allopathic or osteopathic medicine approved by the board;
(e) Has passed all oral or written examinations required by the board or this chapter; and
(f) Meets additional requirements established by the board.
Sec. 8. NRS 630A.310 is hereby amended to read as follows:
630A.310 1. [The] Except as otherwise provided in section 6 of this act, the board may:
(a) Issue a temporary license, to be effective not more than 6 months after issuance, to any homeopathic physician who is eligible for a permanent license in this state and who also is of good moral character and reputation. The purpose of the temporary license is to enable an eligible homeopathic physician to serve as a substitute for some other homeopathic physician who is licensed to practice homeopathic medicine in this state, and who is absent from his practice for reasons deemed sufficient by the board. A temporary license issued under the provisions of this paragraph is not renewable.
(b) Issue a special license to a licensed homeopathic physician of another state to come into Nevada to care for or assist in the treatment of his own patients in association with a physician licensed in this state. A special license issued under the provisions of this paragraph is limited to the care of a specific patient.
(c) Issue a restricted license for a specified period if the board determines the applicant needs supervision or restriction.
2. A person who is licensed pursuant to paragraph (a), (b) or (c) of subsection 1 shall be deemed to have given his consent to the revocation of the license at any time by the board for any of the grounds provided in NRS 630A.340 to 630A.380, inclusive [.] , or section 6 of this act.
Sec. 9. NRS 630A.320 is hereby amended to read as follows:
630A.320 1. [The] Except as otherwise provided in section 6 of this act, the board may issue to a qualified applicant a limited license to practice homeopathic medicine as a resident homeopathic physician in a postgraduate program of clinical training if:
(a) The applicant is a graduate of an accredited medical school in the United States or Canada or is a graduate of a foreign medical school recognized by the Educational Commission for Foreign Medical Graduates and:
(1) Is a citizen of the United States or is lawfully entitled to remain and work in the United States; and
(2) Has completed 1 year of supervised clinical training approved by the board.
(b) The board approves the program of clinical training, and [if] the medical school or other institution sponsoring the program provides the board with written confirmation that the applicant has been appointed to a position in the program.
2. In addition to the requirements of subsection 1, an applicant who is a graduate of a foreign medical school must have received the standard certificate of the Educational Commission for Foreign Medical Graduates.
κ1991 Statutes of Nevada, Page 1072 (CHAPTER 407, AB 279)κ
3. The board may issue this limited license for not more than 1 year, but may renew the license.
4. The holder of this limited license may practice homeopathic medicine only in connection with his duties as a resident physician and shall not engage in the private practice of homeopathic medicine.
5. A limited license granted under this section may be revoked by the board at any time for any of the grounds set forth in NRS 630A.340 to 630A.380, inclusive [.] , or section 6 of this act.
Sec. 10. NRS 630A.340 is hereby amended to read as follows:
630A.340 The following acts, among others, constitute grounds for initiating disciplinary action or denying the issuance of a license:
1. Unprofessional conduct.
2. Conviction of:
(a) A violation of any federal or state law regulating the possession, distribution or use of any controlled substance or any dangerous drug as defined in chapter 454 of NRS;
(b) A felony;
(c) Any offense involving moral turpitude; or
(d) Any offense relating to the practice of homeopathic medicine or the ability to practice homeopathic medicine.
A plea of nolo contendere to any offense listed in paragraph (a), (b), (c) or (d) shall be deemed a conviction.
3. [Suspension, revocation,] The suspension, modification or limitation of a license to practice any type of medicine by any other jurisdiction.
4. [Surrender] The surrender of a license to practice any type of medicine or the discontinuance of the practice of medicine while under investigation by any licensing authority, medical facility, facility for the dependent, branch of the Armed Forces of the United States, insurance company, agency of the Federal Government or employer.
5. Gross or repeated malpractice, which may be evidenced by claims of malpractice settled against a practitioner.
6. Professional incompetence.
Sec. 11. (Deleted by amendment.)
Sec. 12. Chapter 633 of NRS is hereby amended by adding thereto a new section to read as follows:
1. The board shall not issue a license to practice osteopathic medicine to an applicant who has been licensed to practice any type of medicine in another jurisdiction and whose license was revoked for gross medical negligence by that jurisdiction.
2. The board may revoke the license of any person licensed to practice osteopathic medicine in this state if it determines that the person had a license to practice any type of medicine in another jurisdiction which was revoked for gross medical negligence by that jurisdiction.
3. The revocation of a license to practice any type of medicine in another jurisdiction on grounds other than grounds which would constitute revocation for gross medical negligence constitutes grounds for initiating disciplinary action or denying the issuance of a license.
4. For the purposes of this section, the board shall adopt by regulation a definition of gross medical negligence.
κ1991 Statutes of Nevada, Page 1073 (CHAPTER 407, AB 279)κ
Sec. 13. NRS 633.311 is hereby amended to read as follows:
633.311 [An] Except as otherwise provided in section 12 of this act, an applicant for a license to practice osteopathic medicine may be issued a license by the board if he:
1. Is 21 years of age or older;
2. Is a citizen of the United States or is lawfully entitled to remain and work in the United States;
3. Is a graduate of a school of osteopathic medicine;
4. Has completed:
(a) A hospital internship;
(b) Three years of graduate education as a resident in the United States or Canada in a program approved by the Bureau of Professional Education of the American Osteopathic Association or the Accreditation Council for Graduate Medical Education; or
(c) Postgraduate training in the United States or Canada approved by the board, the Bureau of Professional Education of the American Osteopathic Association or the Accreditation Council for Graduate Medical Education;
5. Applies for the license as provided by law;
6. Passes the examination prescribed by the board; and
7. Pays the fees provided for in this chapter.
Sec. 14. NRS 633.361 is hereby amended to read as follows:
633.361 1. [The] Except as otherwise provided in section 12 of this act, the board may issue a license without examination to a person:
(a) Who has completed a hospital internship and is licensed in any country, state, territory or province to practice osteopathic medicine, if the licensing requirements of that country, state, territory or province at the time the license was issued are deemed by the board to be practically equivalent to the licensing requirements in force in this state at that time.
(b) Who is a graduate of a school of osteopathic medicine, has completed a hospital internship and passed an examination for admission into the medical corps of any of the Armed Forces of the United States or the United States Public Health Service or who possesses a certificate from the National Board of Examiners for Osteopathic Physicians and Surgeons.
2. Any person applying for a license under the provisions of subsection 1 shall:
(a) Furnish to the board such proof of qualifications and pass an oral examination as the board may require; and
(b) Pay in advance to the board the initial license fee specified in this chapter.
Sec. 15. NRS 633.401 is hereby amended to read as follows:
633.401 1. [The] Except as otherwise provided in section 12 of this act, the board may issue a special license:
(a) To authorize a person who is licensed to practice osteopathic medicine in an adjoining state to come into Nevada to care for or assist in the treatment of his own patients in association with an osteopathic physician in this state who has primary care of the patients.
(b) To a resident or fellow while enrolled in a graduate education program or postgraduate training required pursuant to subsection 4 of NRS 633.311.
κ1991 Statutes of Nevada, Page 1074 (CHAPTER 407, AB 279)κ
(c) For a specified period [of time] and for specified purposes to a person who is licensed to practice osteopathic medicine in another jurisdiction.
2. A special license issued under this section may be renewed by the board upon application of the licensee.
3. Every person who applies for or renews a special license under this section shall pay respectively the special license fee or special license renewal fee specified in this chapter.
Sec. 16. NRS 633.411 is hereby amended to read as follows:
633.411 1. [The] Except as otherwise provided in section 12 of this act, the board may issue a special license to a person qualified under this section to authorize him to serve:
(a) As a resident medical officer in any hospital in Nevada . [who] A person issued such a license shall practice osteopathic medicine only within the confines of the hospital specified in the license and under the supervision of the regular [hospital] medical staff [.] of that hospital.
(b) As a professional employee of the State of Nevada or of the United States . [who] A person issued such a license shall practice osteopathic medicine only within the scope of his employment and under the supervision of the appropriate state or federal medical agency.
2. An applicant for a special license under this section [shall:] must:
(a) Be a graduate of a school of osteopathic medicine and have completed a hospital internship.
(b) Pay the special license fee specified in this chapter.
3. The board shall not issue a license under subsection 1 unless it has received a letter from a hospital in Nevada or from the appropriate state or federal medical agency requesting issuance of the special license to the applicant.
4. A special license issued under this section:
(a) [Shall] Must be issued at a meeting of the board or between its meetings by its president and secretary subject to approval at the next meeting of the board.
(b) Is valid for a period not exceeding 1 year, as determined by the board.
(c) May be renewed by the board upon application and payment by the licensee of the special license renewal fee specified in this chapter.
(d) Does not entitle the licensee to engage in the private practice of osteopathic medicine.
5. The issuance of a special license under this section does not obligate the board to grant any regular license to practice osteopathic medicine.
Sec. 17. NRS 633.511 is hereby amended to read as follows:
633.511 The grounds for initiating disciplinary action pursuant to this chapter are:
1. Unprofessional conduct.
2. Conviction of:
(a) A violation of any federal or state law regulating the possession, distribution or use of any controlled substance or any dangerous drug as defined in chapter 454 of NRS;
(b) A felony; or
(c) Any offense involving moral turpitude.
κ1991 Statutes of Nevada, Page 1075 (CHAPTER 407, AB 279)κ
3. [Suspension or revocation] The suspension of the license to practice osteopathic medicine by any other jurisdiction.
4. Gross or repeated malpractice, which may be evidenced by claims of malpractice settled against a practitioner.
5. Professional incompetence.
Sec. 18. The amendatory provisions of this act do not apply to any person who has been issued a license:
1. To practice medicine pursuant to chapter 630 of NRS;
2. To practice homeopathic medicine pursuant to chapter 630A of NRS; or
3. To practice osteopathic medicine pursuant to chapter 633 of NRS,
before the effective date of this act.
________
Assembly Bill No. 299Assemblymen Arberry, Hardy, Myrna Williams, Price, Porter, Wendell Williams, McGinness, Stout, Haller, Bache, Callister, McGaughey, Dini, Garner, Bayley, Scherer, Spitler, Humke, Gregory, Johnson, Petrak, Goetting and Heller
CHAPTER 408
AN ACT relating to health facilities; limiting the applicability of the provisions requiring the approval of the director of the department of human resources for certain projects of health facilities; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 439A.015 is hereby amended to read as follows:
439A.015 Health facility means a facility in or through which health services are provided, except for the office of a practitioner used solely to provide routine services for health to his patients. The term includes any parent, affiliate, subsidiary or partner of such a facility and any other entity which has a primary purpose of providing a benefit to such a facility. For the purposes of this section office of a practitioner used solely to provide routine services for health to his patients does not include:
1. A facility which is or will be qualified to receive reimbursement, other than for the services of a practitioner, as a health facility from any public agency.
2. A facility which contains or will contain medical equipment which meets the threshold for review of costs pursuant to paragraph (d) of subsection 2 of NRS 439A.100 [.] , regardless of whether approval of the project is required pursuant to that section.
Sec. 2. NRS 439A.100 is hereby amended to read as follows:
439A.100 1. Except as provided in this section and NRS 439A.103, no person may undertake any project described in subsection 2 or 3 without first applying for and obtaining the written approval of the director. The health division of the department of human resources shall not issue a new license or alter an existing license for any project described in subsection 2 or 3 unless the director has issued such an approval.
κ1991 Statutes of Nevada, Page 1076 (CHAPTER 408, AB 299)κ
division of the department of human resources shall not issue a new license or alter an existing license for any project described in subsection 2 or 3 unless the director has issued such an approval.
2. [The] In a county whose population is less than 100,000, the projects for which this approval is required are:
(a) Any proposed expenditure by or on behalf of a health facility in excess of the greater of $4,000,000 or such an amount as the department may specify by regulation, which under generally accepted accounting principles consistently applied is a capital expenditure;
(b) A proposal which increases the number of licensed or approved beds in a health facility other than a hospital above the total of the number of licensed beds and the number of additional beds which have been approved pursuant to this subsection;
(c) A proposal which increases the number of licensed and approved beds in a hospital through the addition of 10 or more beds or a number of beds equal to 10 percent of the licensed or approved capacity of that facility, whichever is less, over a period of 2 years;
(d) The proposed acquisition of any new or used medical equipment which has a market value of more than $1,000,000 or such an amount as the department may specify by regulation, whichever is greater;
(e) The acquisition of an existing health facility if:
(1) The purchaser does not, within a period specified by a regulation of the department, notify it of his intention to acquire the facility; or
(2) The department finds, within 30 days after it receives the notice, that in acquiring the facility the purchaser will change the number of beds;
(f) The construction of a new health facility;
(g) The conversion of an existing office of a practitioner to a health facility, regardless of the cost of the conversion, if the establishment of the office would have met the threshold for review of costs pursuant to paragraph (a) or (d); and
(h) A proposal to establish any of the following services:
(1) The intensive care of newborn babies;
(2) The treatment of burns;
(3) The performance of open-heart surgery;
(4) The transportation of patients by helicopter; or
(5) A center for the treatment of trauma.
3. In a county whose population is 100,000 or more, the projects for which approval is required are proposals to establish either of the following services:
(a) The treatment of burns; or
(b) A center for the treatment of trauma.
4. As used in paragraph (d) of subsection 2, market value includes all costs associated with the installation and acquisition of the equipment, whether it is acquired by lease, rent, donation, contractual agreement, purchase, any method of financing or any encumbrance of money.
[4.] 5. The approval of the director is not required for the addition of 60 beds or less over 3 years to an existing hospital that:
(a) Has a licensed capacity of 75 beds or less; and
κ1991 Statutes of Nevada, Page 1077 (CHAPTER 408, AB 299)κ
(b) Is the only hospital within an incorporated city whose population is 50,000 or more.
[5.] 6. The provisions of paragraph (a) of subsection 2 do not include any capital expenditure for:
(a) The acquisition of land;
(b) The construction of a facility for parking;
(c) The maintenance of a health facility;
(d) The renovation of a health facility to comply with standards for safety, licensure, certification or accreditation;
(e) The installation of a system to conserve energy;
(f) The installation of a system for data processing or communication; or
(g) Any other project which, in the opinion of the director, does not relate directly to the provision of any health service.
[6.] 7. The provisions of paragraph (d) of subsection 2 do not include acquisitions of medical equipment proposed primarily to replace existing equipment. The person acquiring the replacement equipment, within a period specified by regulation of the department, shall notify it of his intention to acquire the equipment. The department shall by regulation develop standards to determine whether the primary purpose of a proposed acquisition is to replace existing equipment.
[7.] 8. In reviewing an application for approval, the director shall:
(a) Comparatively assess applications for similar projects affecting the same geographic area; and
(b) Base his decision on criteria established by the director by regulation. The criteria must include:
(1) The need for and the appropriateness of the project in the area to be served;
(2) The extent to which the project is consistent with the state health plan;
(3) The financial feasibility of the project;
(4) The effect of the project on the cost of health care; and
(5) The extent to which the project is consistent with the purposes set forth in NRS 439A.020 and the priorities set forth in NRS 439A.081.
[8.] 9. The department may by regulation require additional approval for a proposed change to a project which has previously been approved if the proposal would result in a change in the number of existing beds or a change in the health services which are to be provided, a change in the location of the project or a substantial increase in the cost of the project.
[9.] 10. The decision of the director is a final decision for the purposes of judicial review.
Sec. 3. NRS 439A.120 is hereby amended to read as follows:
439A.120 1. Except as provided in subsection 2, any person who violates any of the provisions of this chapter is liable to the state for a civil penalty of:
(a) Where the provision violated governs the licensing of a project described in subsection 2 or 3 of NRS 439A.100, not more than 10 percent of the proposed expenditure for the project.
(b) Where any other provision is violated, not more than $20,000 for each violation.
κ1991 Statutes of Nevada, Page 1078 (CHAPTER 408, AB 299)κ
2. The department shall not impose a penalty under this section if it applies for injunctive relief to prevent the same violation.
Sec. 4. NRS 449.040 is hereby amended to read as follows:
449.040 Any person, state or local government or agency thereof desiring a license under the provisions of NRS 449.001 to 449.240, inclusive, must file with the health division an application on a form prescribed, prepared and furnished by the health division, containing:
1. The name of the applicant and, if a natural person, whether the applicant has attained the age of 21 years.
2. The type of facility to be operated.
3. The location of the facility.
4. In specific terms, the nature of services and type of care to be offered, as defined in the regulations.
5. The number of beds authorized by the director of the department of human resources [.] or, if such authorization is not required, the number of beds the facility will contain.
6. The name of the person in charge of the facility.
7. Such other information as may be required by the health division for the proper administration and enforcement of NRS 449.001 to 449.240, inclusive.
8. Evidence satisfactory to the health division that the applicant is of reputable and responsible character. If the applicant is a firm, association, organization, partnership, business trust, corporation or company, similar evidence must be submitted as to the members thereof, and the person in charge of the facility for which application is made. If the applicant is a political subdivision of the state or other governmental agency, similar evidence must be submitted as to the person in charge of the institution for which application is made.
9. Evidence satisfactory to the health division of the ability of the applicant to comply with the provisions of NRS 449.001 to 449.240, inclusive, and the standards and regulations adopted by the board.
10. Evidence satisfactory to the health division that the facility conforms to the zoning regulations of the local government within which the facility will be operated or that the applicant has applied for an appropriate reclassification, variance, permit for special use or other exception for the facility.
Sec. 5. NRS 449.060 is hereby amended to read as follows:
449.060 Each license issued pursuant to NRS 449.001 to 449.240, inclusive, expires on December 31 following its issuance and is renewable for 1 year upon reapplication and payment of the fee provided in NRS 449.040 and 449.050 unless the health division finds, after an investigation, that the facility has not:
1. Satisfactorily complied with the provisions of NRS 449.001 to 449.240, inclusive, or the standards and regulations adopted by the board; or
2. Obtained the approval of the director of the department of human resources before undertaking one of the projects enumerated in NRS 439A.100 [;] , if such approval is required; or
3. Conformed to all applicable local zoning regulations.
Sec. 6. NRS 449.080 is hereby amended to read as follows:
449.080 1. If, after investigation, the health division finds that the:
κ1991 Statutes of Nevada, Page 1079 (CHAPTER 408, AB 299)κ
(a) Applicant is in full compliance with the provisions of NRS 449.001 to 449.240, inclusive;
(b) Applicant is in substantial compliance with the standards and regulations adopted by the board; and
(c) Applicant, if he has undertaken a project [enumerated in] for which approval is required pursuant to NRS 439A.100, has obtained the approval of the director of the department of human resources; and
(d) Facility conforms to the applicable zoning regulations,
the division shall issue the license to the applicant.
2. A license applies only to the person to whom it is issued, is valid only for the premises described in the license and is not transferable.
Sec. 7. NRS 449.160 is hereby amended to read as follows:
449.160 The health division may deny an application for a license or may suspend or revoke any license issued under the provisions of NRS 449.001 to 449.240, inclusive, upon any of the following grounds:
1. Violation by the applicant or the licensee of any of the provisions of NRS 439B.410, 449.001 to 449.245, inclusive, or of any other law of this state or of the standards, rules and regulations adopted thereunder.
2. Aiding, abetting or permitting the commission of any illegal act.
3. Conduct inimical to the public health, morals, welfare and safety of the people of the State of Nevada in the maintenance and operation of the premises for which a license is issued.
4. Conduct or practice detrimental to the health or safety of the occupants or employees of the facility.
5. Failure of the applicant to obtain written approval from the director of the department of human resources as required by NRS 439A.100 or as provided in any regulation adopted pursuant to this chapter [.] , if such approval is required.
Sec. 8. 1. An application for approval filed pursuant to NRS 439A.100 that is pending on the effective date of this act shall be deemed approved if the application is exempt from the requirement of approval pursuant to the amendatory provisions of this act.
2. The amendatory provisions of this act apply to an application for:
(a) A license filed pursuant to NRS 449.040; and
(b) Renewal of a license filed pursuant to NRS 449.060,
that is pending on the effective date of this act.
Sec. 9. This act becomes effective upon passage and approval.
________
κ1991 Statutes of Nevada, Page 1080κ
Assembly Bill No. 427Committee on Judiciary
CHAPTER 409
AN ACT relating to gaming; revising the licensing fee for conducting off-track pari-mutuel wagering on racing; providing for the disposition of certain evidence seized by an agent of the state gaming control board; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 464.025 is hereby amended to read as follows:
464.025 1. The Nevada gaming commission, upon the recommendation of the state gaming control board, may adopt regulations for [the] :
(a) The conduct by a licensee of off-track pari-mutuel wagering on a race or sporting event [.
2. The] ; and
(b) The approval of the terms and conditions of any agreement between a licensee and an agency of the state in which the race or event takes place or a person licensed or approved by that state to participate in the conduct of the race or event or the pari-mutuel system of wagering thereon . [are subject to the approval of the Nevada gaming commission.
3.] 2. No person or governmental agency from outside this state may receive any commission or otherwise share in the revenue from the conduct of off-track pari-mutuel wagering in this state without the approval of the Nevada gaming commission. The commission may approve any such person or governmental agency after such investigation as the state gaming control board deems proper.
Sec. 2. NRS 464.045 is hereby amended to read as follows:
464.045 1. The provisions of subsections 3 and 5 of NRS 464.040 do not apply to persons licensed for the conduct of pari-mutuel wagering on racing.
2. A licensed gaming establishment which has been approved to conduct off-track pari-mutuel wagering on racing shall include within gross revenue, for the purpose of determining the amount of the state license fee imposed by NRS 463.370, the amount of the commission deducted from off-track pari-mutuel wagering received by it [.] , plus breakage and the face amount of unpaid winning tickets that remain unclaimed for a period specified by the commission.
Sec. 3. NRS 465.110 is hereby amended to read as follows:
465.110 1. After the final adjudication of a complaint involving a violation of this chapter or chapters 462 to 464, inclusive, of NRS, or of any other complaint involving the seizure of evidence by an agent of the board, the court [shall] may enter an appropriate order disposing of all physical evidence pertaining to the complaint, whether or not the evidence was introduced as an exhibit.
2. Except as otherwise provided in subsection 3, evidence seized by an agent of the board which does not result in a complaint charging a violation of the law and evidence for which an order of disposition is not entered pursuant to subsection 1, must be disposed of as follows:
κ1991 Statutes of Nevada, Page 1081 (CHAPTER 409, AB 427)κ
the law and evidence for which an order of disposition is not entered pursuant to subsection 1, must be disposed of as follows:
(a) The board shall notify by certified mail each potential claimant of the evidence that he has 30 days after receipt of the notice within which to file a written claim with the board for return of the evidence.
(b) If more than one person files a claim for the evidence [, the] :
(1) The claimants may agree among themselves as to how they wish to divide the evidence, subject to the approval of the board;
(2) The claimants may agree to submit the matter to binding arbitration or any claimant may institute legal proceedings to determine the proper disposition of the evidence; or
(3) The board may file an action as an interpleader pursuant to N.R.C.P. 22 to determine the rightful claimant.
The board shall transfer the property to the claimants in accordance with any agreement approved by the board, final judgment or award made pursuant to the provisions of this section.
(c) A person who receives property from the board pursuant to this section shall execute such documents as are required by the board to defend, hold harmless, indemnify and release the board from any liability arising from the delivery of the property to the claimant.
(d) If no claim is submitted, the board shall deposit all money in the state treasury for credit to the state general fund and may use all other property for any lawful purpose. The board may dispose of any property which cannot be used for any lawful purpose in the manner provided in NRS 179.165.
3. Evidence which constitutes a device for cheating may not be returned to a claimant and must be retained by the board. The board shall periodically destroy such devices in the manner provided by regulations adopted by the commission.
________
Assembly Bill No. 585Assemblymen McGinness, Dini and Marvel
CHAPTER 410
AN ACT relating to irrigation districts; establishing a procedure for adding directors to the board of directors of certain irrigation districts; authorizing the board of directors to propose changes in the number of directors on the board pursuant to a resolution of the board; providing additional powers for the board of directors; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 539 of NRS is hereby amended by adding thereto a new section to read as follows:
1. Notwithstanding any other provision of this chapter, if an irrigation district operates a federal reclamation project pursuant to a contract with the United States and the project is authorized for purposes in addition to irrigation, the district may expand the number of directors on the board of directors of the district in the manner provided in this section.
κ1991 Statutes of Nevada, Page 1082 (CHAPTER 410, AB 585)κ
United States and the project is authorized for purposes in addition to irrigation, the district may expand the number of directors on the board of directors of the district in the manner provided in this section.
2. The number of directors may be increased pursuant to this section by a number not to exceed one less than the number of elected directors on the board. The addition of directors pursuant to this section may be proposed by resolution adopted by the board of directors or upon the petition of not less than 51 percent of the qualified electors of the district.
3. The resolution or petition proposing to increase the number of directors must designate the number of additional directors proposed, the interest to be represented by each additional director, and the method by which each additional director will be appointed. The interest to be represented by each additional director must be an interest which owns a water right for an authorized purpose of the federal reclamation project.
4. The board of directors shall call a special election to be held within 90 days after the date of the adoption of the resolution or the presentation of the petition to the board of directors, at which election the question of expanding the board of directors in accordance with the resolution or petition must be submitted to the qualified electors of the district. Notice of the special election must be given in the manner provided in NRS 539.125.
5. If the result of the special election is in favor of the expansion, the board of directors must be expanded in accordance with the resolution or petition. The new directors must be appointed at the time of the next biennial election of directors, and must determine their respective tenures of office in the manner provided in NRS 539.065. After the initial terms, directors appointed pursuant to this section hold office for a term of 4 years. The successor to a director appointed pursuant to this section must be appointed not later than the biennial election which coincides with the expiration of the directors term.
6. By resolution of the elected directors or by petition of not less than 51 percent of the qualified electors of the district, the directors added pursuant this section may be eliminated, or the interests they represent or their appointing authorities may be changed, in the same manner that directors are added pursuant to this section.
Sec. 2. NRS 539.110 is hereby amended to read as follows:
539.110 1. The number of directors and the number of divisions of any district organized [under] pursuant to the laws of this state [shall] must not be altered or changed except upon [a] :
(a) A petition of not less than 51 percent of the qualified electors of the district [.
2. Such petition shall] ; or
(b) A resolution adopted by the board of directors.
2. The petition or resolution must prescribe the number of divisions into which the district is proposed to be divided and [shall] must be accompanied by a map showing the proposed new division boundaries, which map [shall] must be a part of the petition or resolution and [shall] must be presented to the board of directors of the district at any regular meeting.
3. At its next regular meeting [,] following the presentation of the petition [,] or adoption of the resolution, the board of directors shall prepare or cause to be prepared a map of the district showing [thereon] the proposed new division boundaries, which map [shall] must be placed on file in the office of the district.
κ1991 Statutes of Nevada, Page 1083 (CHAPTER 410, AB 585)κ
to be prepared a map of the district showing [thereon] the proposed new division boundaries, which map [shall] must be placed on file in the office of the district. At least two copies [thereof shall] of the map must be posted in other conspicuous places in the district where such maps [shall be] are available for inspection by all interested persons.
4. The board of directors shall call a special election to be held within 90 days [from] after the date of the presentation of the petition to the board of directors [,] or adoption of the resolution, at which election the question of altering or changing the number of divisions of the district in accordance with the petition [shall] must be submitted to the qualified electors of the district. Notice of the special election must be given in the manner provided in NRS 539.125, and must include notice of the places where the map showing the proposed new division boundaries may be inspected.
5. If the result of the special election is in favor of the [alterations or] changes in the number of divisions and division boundaries of the district, [then] the next biennial election of directors [shall be] is governed by the altered conditions established by [such] the special election and the terms of office of all the directors then in office and who were elected or appointed [prior to] before the altered conditions [shall] expire on the [2nd] second Monday following [such] the biennial election. The new directors then elected shall determine their respective tenures of office in the manner designated in NRS 539.065.
6. No petition or resolution to change the number of directors and divisions of a district [shall] may be received or considered within a period of 4 years following the date of [such] the special election.
Sec. 3. NRS 539.123 is hereby amended to read as follows:
539.123 1. Any person 21 years of age or over, whether a resident of the district or not, who is or has declared his intention to become a citizen of the United States is an elector for the purposes of this chapter and is entitled to vote at any election held pursuant to this chapter if the following conditions as to ownership of land are met:
(a) The elector must be the bona fide holder of title or evidence of title, as defined in NRS 539.020 and 539.023, to land within the district or have a contractual right to acquire title to land within the district upon payment of a fixed sum to the record titleholder.
(b) The holder of an undivided interest in land is an elector and, if his interest is community property, his spouse is an elector whether or not the spouse appears of record as the owner of an interest in the acreage. If two or more persons hold undivided or community interests, one such person may vote upon presenting the written consent of his fellow holders.
(c) A surface water right must be appurtenant to the acreage.
2. An elector is entitled to vote according to the land which he owns outright, as follows:
(a) Ten acres or less, one vote;
(b) For each additional 10 acres or a part thereof, up to and including 200 acres, one additional vote; and
(c) For each additional 100 acres or a part thereof above 200 acres, one additional vote.
κ1991 Statutes of Nevada, Page 1084 (CHAPTER 410, AB 585)κ
The district shall issue a separate ballot for each vote which an elector is entitled to cast.
3. If two or more persons hold undivided or community interests in land, each is entitled to cast a percentage of the respective votes otherwise allowed pursuant to subsection 2 that is equal to his percentage interest in that land, except that, if pursuant to this subsection those persons are entitled to a fractional interest in a vote, that vote may only be cast by one of those persons upon presenting the written consent of his fellow holders.
4. Any elector who resides outside the district, who owns land in the district, and who is qualified to vote at district elections shall be deemed a resident of that division and precinct of the district in which the major portion of his lands are located, for the purpose of determining his place of voting and qualifications for holding office.
5. Any elector who resides within the district boundaries shall be deemed a resident of the division in which he actually resides, for the purpose of determining his qualification for voting and holding office.
6. A guardian, executor , [or] administrator or trustee shall be deemed the holder of title or evidence of title, as prescribed in NRS 539.020 and 539.023, to the land in the state for which he is the guardian, executor [or administrator,] , administrator or trustee, and has the right to sign petitions, vote and do all things that any elector may do pursuant to this chapter. If there is more than one guardian, executor, administrator or trustee, they must designate one of their number to sign petitions, vote and do the other things that an elector may do pursuant to this chapter.
7. Corporations or partnerships holding land in the district shall be deemed persons entitled to exercise all the rights of natural persons, and the president of such a corporation, the general partner of such a partnership, or any other person authorized in writing by the president or vice president of the corporation [,] or the general partner of the partnership, may sign any petition authorized by this chapter, and register and cast the vote of the corporation or partnership at any election. If a partnership has more than one general partner, the general partners must designate one of their number to sign petitions, vote and do the other things that an elector may do pursuant to this chapter.
8. Designations or written consents for the purposes of registration and voting as authorized pursuant to this section must be filed with the district not later than 14 days before the election.
Sec. 4. NRS 539.133 is hereby amended to read as follows:
539.133 Registration of voters for any regular or special election [shall close on the Wednesday preceding such] must close 14 days before the election.
Sec. 5. NRS 539.135 is hereby amended to read as follows:
539.135 The registrars shall require registrants to take the following oath in substance: I am, or have declared my intention to become, a citizen of the United States, am over the age of 21 years, and am, or properly represent, under the law in pursuance of which this election is to be held, the bona fide holder of title or evidence of title, as defined in the law, to [at least 20] ..... acres of land within the boundaries of the ................ [Irrigation District,] (name of district) and such holding is for all purposes and not simply for this election or matters connected therewith.
κ1991 Statutes of Nevada, Page 1085 (CHAPTER 410, AB 585)κ
(name of district) and such holding is for all purposes and not simply for this election or matters connected therewith.
Sec. 6. NRS 539.137 is hereby amended to read as follows:
539.137 [1. The president or vice president of a qualified corporation may register in its behalf, or any other person may register on behalf of such corporation upon being duly authorized by the president or vice president thereof in writing.
2.] The registrar shall require registrants on behalf of [a corporation] an entity that is not a natural person to take the following oath, in substance: I am over the age of 21 years, and the [(president or vice president) of (naming the corporation),] (position held) of (name of entity), or have been duly authorized in writing to register on behalf of [(naming the corporation); that the corporation] (name of entity); that the entity is organized under or has qualified under the laws of Nevada to transact business therein and is the holder of title or evidence of title to [at least 20] ..... acres of land [, as defined in the Nevada Irrigation District Act,] within the boundaries of the ................ [Irrigation District.] (name of district).
Sec. 7. NRS 539.190 is hereby amended to read as follows:
539.190 The board of directors [shall have the power:
1. To do] may:
1. Do any and every lawful act necessary to be done in order to accomplish the things and purposes described in this chapter [.
2. To manage] , including exercising on behalf of the district the powers that are conferred upon the board of directors of a water conservancy district pursuant to NRS 541.140 and 541.145.
2. Manage and conduct the business and affairs of the district.
Sec. 8. NRS 539.230 is hereby amended to read as follows:
539.230 1. The board of directors may appropriate or otherwise acquire water in accordance with the law, and also construct the necessary dams, reservoirs and works for the collection, storage, conservation and distribution of water for the district and for the drainage of the lands thereof.
2. The collection, storage, conveyance, distribution and use of water by or through the works of irrigation districts organized [prior to] before, on or after July 1, 1919, together with the rights of way for canals and ditches, sites for reservoirs, electric power and transmission lines, and all other works and property required to carry out fully the provisions of this chapter, is hereby declared to be a public use.
3. The place of use of water appropriated or otherwise acquired by an irrigation district may be within or outside the boundaries of the district, may include all or any part of the lands within the boundaries of the district and must be described in any application filed by the district to appropriate or otherwise acquire the water. Water appropriated or acquired by the district is appurtenant to and may be beneficially used and applied to lands anywhere within the described place of use.
Sec. 9. NRS 539.245 is hereby amended to read as follows:
539.245 1. To secure complete drainage of the lands within any irrigation district, including field drainage and storm drainage, the board of directors is vested with full power to widen, straighten or deepen any watercourse or remove any obstruction or rubbish therefrom, whether [such] the watercourse is situated in, outside of or below the district, and, when it is necessary, straighten [such] or alter the natural watercourse by cutting a new channel upon other lands.
κ1991 Statutes of Nevada, Page 1086 (CHAPTER 410, AB 585)κ
or remove any obstruction or rubbish therefrom, whether [such] the watercourse is situated in, outside of or below the district, and, when it is necessary, straighten [such] or alter the natural watercourse by cutting a new channel upon other lands.
2. The value of [such] the lands to be occupied by [such] the new channel, and damages, if any, made by [such] the work may be ascertained or paid in the manner [that is now or may hereafter be provided by any law providing] provided for the exercise of the right of eminent domain in this state.
3. The expenses of the work provided for in this section [shall] must be paid from [moneys] money arising from assessments upon lands within the district or in any lawful manner acquired.
Sec. 10. NRS 539.553 is hereby amended to read as follows:
539.553 In any election to approve any bond issue, contract or other proposal which would subject the lands in any district to the repayment of an obligation to be incurred for capital purposes, the following procedure must be followed:
1. The secretary of the district shall prepare from the book of assessments a list of all electors qualified by an ownership of land which meets the conditions prescribed in paragraphs (a), (b) and (c) of subsection 1 of NRS 539.123, showing the number of acres listed to each such elector, or the percentage interest in acreage held by each elector who holds an undivided interest in land.
2. At the time and place appointed for the election, the list must be open for inspection. If both spouses vote with respect to acreage in which their interest is community property, the number of votes attributed to that acreage must be divided equally between them. If one holder of an undivided interest votes with the consent of his fellow holders, the entire acreage must be attributed to him.
3. An elector is entitled to vote on the proposal according to the land which he owns outright, as follows:
(a) Ten acres or less, one vote;
(b) For each additional 10 acres or a part thereof, up to and including 200 acres, one additional vote; and
(c) For each additional 100 acres or a part thereof above 200 acres, one additional vote.
The district shall issue a separate ballot for each vote which an elector is entitled to cast.
4. If two or more persons hold undivided or community interests in land, each is entitled to cast a percentage of the respective votes otherwise allowed pursuant to subsection 3 that is equal to his percentage interest in that land [.
5.] , except that, if pursuant to this subsection those persons are entitled to a fractional interest in a vote, that vote may only be cast by one of those persons upon presenting the written consent of his fellow holders.
5. A guardian, executor, administrator or trustee shall be deemed the holder of title or evidence of title to the land in the state for which he is the guardian, executor, administrator or trustee, and has the right to vote pursuant to this section. If there is more than one guardian, executor, administrator or trustee, they must designate one of their number to vote pursuant to this section.
κ1991 Statutes of Nevada, Page 1087 (CHAPTER 410, AB 585)κ
6. Corporations or partnerships holding land in the district shall be deemed persons entitled to exercise all the rights of natural persons, and the president of such a corporation, the general partner of such a partnership, or any other person authorized in writing by the president or vice president of the corporation or the general partner of the partnership, may cast the vote of the corporation or partnership pursuant to this section. If a partnership has more than one general partner, the general partners must designate one of their number to cast the vote of the partnership pursuant to this section.
7. Designations or written consents for the purposes of voting as authorized pursuant to this section must be filed with the district not later than 14 days before the election.
8. At the end of the time appointed for voting, the secretary of the district shall determine the total number of votes cast approving the proposal and shall declare it passed if the proposal is approved by a majority of the votes cast.
[6.] 9. If the proposal is not so approved, it is rejected and the result must be entered of record.
[7.] 10. No informalities in conducting the election invalidate the result if the election is fairly conducted and the result can be clearly ascertained.
[8.] 11. For the purposes of this section, eligibility to vote and the number of acres listed to each elector must be determined from the current book of assessments. The board may by regulation permit holders of real property in the district to establish eligibility to vote by providing proof of acquisition of an interest in real property in the district since the last assessment roll was closed.
________
Assembly Bill No. 776Committee on Legislative Functions and Elections
CHAPTER 411
AN ACT relating to education; creating and revising the districts from which members of the board of regents are elected; creating and revising the districts from which members of the state board of education are elected; requiring the director of the legislative counsel bureau to file copies of maps of the districts with the secretary of state; providing that copies of the maps be made available to any interested person; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 385 of NRS is hereby amended by adding thereto the provisions set forth as section 2 to 5, inclusive, of this act.
Sec. 2. Subdistrict F of district 2 consists of:
1. Lincoln County.
2. In Clark County, census voting districts 0020, 0050, 0085, 0120, 0250, 0305, 0465, 0630, 0660, 1070, 1185, 1195, 1455, 1515, 1600, 1695, 1750, 1795, 2095, 2205, 2210, 2225, 2250, 2255, 2265, 2270, 2275, 2305, 2310, 2315, 2555, 2565, 2750, 2755, 2760, 2770, 2775, 2780, 2785, 2790, 2795, 2800, 2805, 2810, 2815, 2820, 2825, 2835, 2840, 2845, 2850, 2860, 2865, 2870 and 2950, that portion of census voting district 3185 located in the Clark census county division, and census voting districts 3255 and 3305.
κ1991 Statutes of Nevada, Page 1088 (CHAPTER 411, AB 776)κ
1750, 1795, 2095, 2205, 2210, 2225, 2250, 2255, 2265, 2270, 2275, 2305, 2310, 2315, 2555, 2565, 2750, 2755, 2760, 2770, 2775, 2780, 2785, 2790, 2795, 2800, 2805, 2810, 2815, 2820, 2825, 2835, 2840, 2845, 2850, 2860, 2865, 2870 and 2950, that portion of census voting district 3185 located in the Clark census county division, and census voting districts 3255 and 3305.
3. In Clark County, in census voting district 1150, block 210.
4. In Clark County, in census voting district 1260, blocks 101, 102, 103 and 123.
5. In Clark County, in census voting district 1275, blocks 214 and 218.
6. In Clark County, in that portion of census voting district 3185 located in the Las Vegas census county division:
(a) Block 201B located in census tract 0051.
(b) Block 201B located in census tract 005401.
(c) Blocks 204B, 901D, 903, 904, 905B and 906C.
(d) Block 902 located in census tract 005401.
7. In Clark County, in census voting district 2260, blocks 502, 508 to 512, inclusive, and 518.
8. In Clark County, in census voting district 2965, blocks 901 and 902.
Sec. 3. Subdistrict G of district 2 consists of:
1. In Nye County, census voting districts 0060, 0065, 0070, 0075, 0080, 0085, 0090 and 0095.
2. In Clark County, census voting districts 0005, 0045, 0075, 0090, 0115, 0125, 0140, 0170, 0195, 0230, 0320, 0340, 0395, 0410, 0415, 0435, 0445, 0480, 0595, 0615, 0625, 0635, 0640, 0655, 0670, 0715, 0745, 0755, 0800, 0805, 0845, 0855, 0860, 0870, 0875, 0880, 0885, 0900, 0910, 0930, 0950, 0980, 0985, 0990, 1020, 1045, 1050, 1065, 1080, 1095, 1925, 1975, 2090, 2335, 2340, 2345, 2350, 2355, 2360, 2365, 2370, 2380, 2385, 2390, 2415, 2420, 2425, 2430, 2435, 2440, 2445, 2450, 2455, 2460, 2465, 2470, 2475, 2485, 2490, 2495, 2500, 2505, 2510, 2515, 2520, 2530, 3175 and 3210.
Sec. 4. The director of the legislative counsel bureau shall:
1. Retain in an office of the legislative counsel bureau, copies of maps of the subdistricts described in NRS 385.0225 to 385.0265, inclusive, and sections 2 and 3 of this act.
2. Make available copies of the maps to any interested person for a reasonable fee, not to exceed the actual costs of producing copies of the maps.
3. File a copy of the maps with the secretary of state.
Sec. 5. The secretary of state shall:
1. Provide to the clerk of each county and the clerk of Carson City, copies of the maps filed pursuant to subsection 3 of section 4 of this act.
2. Make available copies of the maps to any interested person for a reasonable fee, not to exceed the actual costs of producing copies of the maps.
Sec. 6. NRS 385.017 is hereby amended to read as follows:
385.017 As used in NRS 385.017 to 385.0265, inclusive, and sections 2 to 5, inclusive, of this act, unless the context otherwise requires:
1. [Assembly district means one of the districts established by chapter 218 of NRS.
κ1991 Statutes of Nevada, Page 1089 (CHAPTER 411, AB 776)κ
2.] Block means the smallest geographical unit whose [population was ascertained] boundaries were designated by the Bureau of the Census of the United States Department of Commerce in the [taking of the national decennial census and shown on its maps.
3.] precensus version of its topographically integrated geographic encoding and referencing system.
2. Block group means a combination of blocks in a series, whose numbers begin with the same digit.
3. Census county division means the geographical boundaries identified as a census county division by the Bureau of the Census of the United States Department of Commerce in the precensus version of its topographically integrated geographic encoding and referencing system.
4. Census tract means a combination of block groups . [or enumeration districts or both.]
5. Census voting district means the voting district:
(a) Based on the geographic and population data bases compiled by the Bureau of the Census of the United States Department of Commerce as validated and incorporated into the geographic information system by the legislative counsel bureau for use by the Nevada legislature; and
(b) Designated in the maps filed with the office of the secretary of state pursuant to section 4 of this act.
Sec. 7. NRS 385.019 is hereby amended to read as follows:
385.019 1. If any area of this state is omitted from the provisions of NRS 385.017 to 385.0265, inclusive, and sections 2 and 3 of this act, the county clerk , [or] the Carson City clerk [,] or the director of the legislative counsel bureau, upon discovery of the omission, shall notify the secretary of state of the omission. The secretary of state shall attach that area to the appropriate subdistrict as follows:
(a) If the area is surrounded by a subdistrict, it must be attached to that subdistrict.
(b) If the area is contiguous to two or more subdistricts, it must be attached to the subdistrict that has the least population.
2. Any attachments made pursuant to the provisions of this section must be certified in writing and filed with the director of the legislative counsel bureau and with the secretary of state. No change may be made in any attachments until the subdistricts are again reapportioned.
Sec. 8. NRS 385.021 is hereby amended to read as follows:
385.021 1. The state board of education consists of [nine] eleven members elected by the registered voters within the following districts:
(a) District 1 consisting of [assembly districts 23 to 32, inclusive.] all of Washoe County except census voting districts 0326, 0334, 0341, 0344, 0349, 0703, 0705, 0712, 0716, 0720, 0721, 0722, 0723, 0724, 0727, 0729, 0730, 0731, 0732, 0733, 0736, 0737, 0739, 0740, 0742, 0744, 0746 and 0769, that portion of census voting district 0771 located in the New Washoe City census county division, census voting district 0805, that portion of census voting district 0815 located in the Pyramid Lake census county division, and census voting districts 0816, 0817, 0818, 0832, 0833, 0834, 0902, 0903, 0910, 0930, 0933, 0935, 0939 and 0945.
κ1991 Statutes of Nevada, Page 1090 (CHAPTER 411, AB 776)κ
(b) District 2 consisting of Clark County [.] , Lincoln County, and, in Nye County, census voting districts 0060, 0065, 0070, 0075, 0080, 0085, 0090 and 0095.
(c) District 3 consisting of the remainder of the state.
2. Each member of the state board [member] must be a resident of the subdistrict from which that member is elected.
3. At the general election in [1980,] 1992, and every 4 years thereafter:
(a) From district No. 1, one member of the state board must be elected for a term of 4 years.
(b) From district No. 2, [two] four members of the state board must be elected for a term of 4 years.
(c) From district No. 3, one member of the state board must be elected for a term of 4 years.
4. At the general election in [1982,] 1994, and every 4 years thereafter:
(a) From district No. 1, one member of the state board must be elected for a term of 4 years.
(b) From district No. 2, three members of the state board must be elected for a term of 4 years.
(c) From district No. 3, one member of the state board must be elected for a term of 4 years.
5. If a vacancy occurs on the state board, the governor shall appoint a member to fill the vacancy until the next general election, at which election a member must be chosen for the balance of the unexpired term. The appointee must be a resident of the subdistrict where the vacancy occurs.
6. No member of the state board may be elected to the office more than three times.
Sec. 9. NRS 385.022 is hereby amended to read as follows:
385.022 1. In district 1, one member must be elected from each subdistrict described in NRS 385.0225 and 385.023.
2. In district 2, one member must be elected from each subdistrict described in NRS 385.0235 to 385.0255, inclusive [.] , and sections 2 and 3 of this act.
3. In district 3, one member must be elected from each subdistrict described in NRS 385.026 and 385.0265.
Sec. 10. NRS 385.0225 is hereby amended to read as follows:
385.0225 Subdistrict A of district 1 consists of [assembly districts 23 and 25 to 28, inclusive.] , in Washoe County:
1. Census voting districts 0103, 0105, 0106, 0109, 0111, 0112, 0116, 0118, 0121, 0122, 0123, 0124, 0125, 0127, 0131, 0132, 0133, 0135, 0136, 0200, 0203, 0206, 0208, 0212, 0215, 0223, 0231, 0232, 0235, 0240, 0242, 0243, 0244, 0245, 0251, 0252, 0253, 0305, 0306, 0310, 0312, 0317, 0323, 0335, 0336, 0337, 0338, 0339, 0346, 0347, 0348, 0350, 0351, 0402, 0403, 0410, 0420 and 0425, that portion of census voting district 0500 located in the Reno-Sparks census county division, and census voting districts 0501, 0507, 0516, 0517, 0521, 0522, 0524, 0532, 0533, 0534, 0535, 0536, 0700, 0701, 0702, 0704, 0707, 0709, 0710, 0749, 0761, 0780, 0781, 0782, 0795, 0803, 0849 and 0901.
2. All of census voting district 0444 except blocks 301B and 302B.
κ1991 Statutes of Nevada, Page 1091 (CHAPTER 411, AB 776)κ
Sec. 11. NRS 385.023 is hereby amended to read as follows:
385.023 Subdistrict B of district 1 consists of [assembly districts 24 and 29 to 32, inclusive.] , in Washoe County:
1. Census voting districts 0401, 0404, 0412, 0419, 0421, 0428, 0429, 0430, 0441, 0442, 0443, 0445, 0453, 0455, 0456, 0457 and 0458, that portion of census voting district 0500 located in the Verdi census county division, census voting districts 0505, 0508, 0610, 0611, 0613, 0614, 0615, 0616, 0617, 0619, 0620, 0621, 0624, 0625, 0626, 0627, 0630, 0631, 0632, 0633, 0634, 0635, 0638, 0639, 0640, 0641, 0642, 0643, 0648, 0649, 0650, 0651, 0652, 0654, 0655, 0658, 0659, 0708, 0713, 0714, 0719, 0725, 0726, 0728, 0734, 0735, 0741, 0747, 0748, 0750, 0752, 0753, 0755, 0760 and 0768, that portion of census voting district 0771 located in the Verdi census county division, census voting districts 0774, 0796, 0801, 0802, 0807, 0808, 0809, 0810, 0811, 0812 and 0813, that portion of census voting district 0815 located in the Reno-Sparks census county division, and census voting districts 0821, 0848, 0850, 0851, 0852, 0853, 0854, 0855, 0856, 0904, 0905 and 0907.
2. In census voting district 0444, blocks 301B and 302B.
Sec. 12. NRS 385.0235 is hereby amended to read as follows:
385.0235 Subdistrict A of district 2 consists of:
1. [Assembly districts 6, 7, 17 and 19.
2. In Clark County census tract 6:
(a) Block group 2.
(b) Blocks 106 to 108, inclusive, 110 to 115, inclusive, 117 and 118.
3. In Clark County census tract 47.01:
(a) Block groups 1 and 9.
(b) Blocks 401 to 409, inclusive, 501 to 504, inclusive, and 515 to 520, inclusive.
4. In Clark County census tract 48.02:
(a) Block groups 1 and 2.
(b) Blocks 301 to 314, inclusive, 325 to 330, inclusive, 337 and 338.
5. In Clark County census tract 49, blocks 102, 103, 105 to 107, inclusive, 116 to 118, inclusive, 177 to 180, inclusive, 182 to 185, inclusive, 188, 501 to 503, inclusive, and 506.
6.] In Clark County [census tract 56, blocks 905 and 910.] , census voting districts 0025, 0030, 0035, 0065, 0100, 0105, 0130, 0160, 0300, 0310, 0385, 0430, 0470, 0515, 0535, 0540, 0605, 0610, 0785, 0935, 0955, 1105, 1110, 1115, 1120, 1125, 1130, 1135, 1140, 1145, 1155, 1160, 1165, 1170, 1175, 1180, 1190, 1200, 1205, 1210, 1215, 1220, 1225, 1230, 1235, 1240, 1245, 1250, 1255, 1265, 1300, 1330, 1340, 2325, 2395, 2400, 2405, 2410, 2855, 2875, 2945, 2955, 2960, 2970, 2975, 2980, 2985, 2990 and 2995.
2. In Clark County, in census voting district 0145, blocks 101 to 104, inclusive, 116, 131, 204 and 216.
3. In Clark County, all of census voting district 1150 except block 210.
4. In Clark County, in census voting district 1260, blocks 212, 214, 215, 216, 218, 219, 220, 222, 224 and 227.
5. In Clark County, all of census voting district 1275 except blocks 214 and 218.
κ1991 Statutes of Nevada, Page 1092 (CHAPTER 411, AB 776)κ
6. In Clark County, in census voting district 2260, blocks 501, 513 to 517, inclusive, and 522.
7. In Clark County, all of census voting district 2965 except blocks 901 and 902.
Sec. 13. NRS 385.024 is hereby amended to read as follows:
385.024 Subdistrict B of district 2 consists of:
1. [Assembly districts 1 to 4, inclusive.
2. In Clark County census tract 10.01:
(a) Block group 2.
(b) Blocks 108 to 122, inclusive, and 124.
3. In Clark County census tract 10.02, blocks 101 to 117, inclusive.
4. In Clark County census tract 22.02:
(a) Block group 2.
(b) Blocks 301, 304 to 306, inclusive, 313 to 323, inclusive, and 330 to 333, inclusive.
5. In Clark County census tract 29.01, blocks 105 to 108, inclusive, and 411 to 438, inclusive.
6. In Clark County census tract 29.02:
(a) Block group 9.
(b) Blocks 401 to 403, inclusive, 413 to 415, inclusive, and 420 to 422, inclusive.
7.] In Clark County [census tract 29.03:
(a) Block group 9.
(b) Blocks 136 to 144, inclusive.] , census voting districts 0015, 0040, 0175, 0185, 0190, 0210, 0235, 0240, 0245, 0260, 0270, 0280, 0285, 0290, 0315, 0325, 0360, 0365, 0370, 0375, 0390, 0400, 0405, 0440, 0490, 0495, 0530, 0550, 0555, 0560, 0565, 0580, 0585, 0600, 0620, 0650, 0680, 0685, 0700, 0705, 0710, 0720, 0725, 0735, 0760, 0770, 0790, 0795, 0830, 0835, 0840, 0850, 0890, 0895, 0940, 1055, 1060, 1075, 1760, 1810, 1825, 1835, 1855, 1880, 1885, 1910, 1915, 1920, 1950, 1985, 2015, 2030, 2070, 2080, 2330, 3005, 3020, 3055, 3065, 3105, 3110, 3125, 3140, 3145, 3150 and 3160.
2. In Clark County, in census voting district 0145, blocks 105, 114, 115, 117 and 118.
Sec. 14. NRS 385.0245 is hereby amended to read as follows:
385.0245 Subdistrict C of district 2 consists of [:
1. Assembly districts 13, 15, 16 and 41.
2. In Clark County census tract 22.02, blocks 307, 309, 310 and 325 to 329, inclusive.
3. In Clark County census tract 29.01:
(a) Block group 6.
(b) Blocks 101, 103, 118, 120 to 122, inclusive, 124 to 131, inclusive, 133 to 168, inclusive, and 170.
4. In Clark County census tract 29.02:
(a) Block group 5.
(b) Blocks 404 to 412, inclusive, 416 to 419, inclusive, 423, 424, 601 to 606, inclusive, 608, 609, 614, 615, 704 to 733, inclusive, and 735.
5. In Clark County census tract 29.04:
(a) Block group 8.
κ1991 Statutes of Nevada, Page 1093 (CHAPTER 411, AB 776)κ
(b) Blocks 401 to 403, inclusive, 407 to 419, inclusive, 421 to 424, inclusive, 525 to 545, inclusive, 549 to 557, inclusive, 559, 601 and 603.] , in Clark County, census voting districts 1090, 1360, 1590, 1710, 1715, 1720, 1725, 1730, 1735, 1740, 1770, 1775, 1785, 1805, 1840, 1895, 1900, 1905, 1930, 1935, 1940, 1945, 1955, 1960, 1965, 1980, 2000, 2035, 2040, 2045, 2060, 2065, 2075, 2170, 2570, 2575, 2585, 2590, 2600, 2605, 2610, 2615, 2620, 2630, 2635, 2645, 2650, 2655, 2660, 2665, 2680, 2685, 2695, 2700, 2710, 2715, 2720, 2725, 2730, 2740, 2885, 2890, 2900, 2905, 2915, 2920, 2925, 2930, 3030, 3070, 3075, 3080, 3095, 3100, 3115, 3120, 3130, 3155 and 3190.
Sec. 15. NRS 385.025 is hereby amended to read as follows:
385.025 Subdistrict D of district 2 consists of:
1. [Assembly districts 14, 18, 21 and 22.] In Clark County, census voting districts 1345, 1350, 1355, 1365, 1370, 1375, 1380, 1390, 1395, 1400, 1410, 1415, 1425, 1430, 1440, 1445, 1450, 1460, 1465, 1470, 1475, 1480, 1485, 1490, 1495, 1500, 1510, 1525, 1540, 1545, 1550, 1570, 1575, 1580, 1585, 1605, 1610, 1615, 1620, 1625, 1630, 1635, 1640, 1645, 1650, 1655, 1660, 1665, 1675, 1680, 1685, 1690, 1790, 1820, 1830, 1845, 1865, 1875, 2005, 2050, 2055, 2100, 2105, 2110, 2115, 2120, 2125, 2130, 2135, 2140, 2280, 2300, 2535, 2540, 2545, 2580, 2595, 2625, 2640, 2670, 2675, 2690, 2705, 2745, 2910, 2935, 3180, 3205, 3270, 3275, 3280, 3285, 3290, 3295 and 3300.
2. In Clark County [census tract 17.01:
(a) Block group 7.
(b) Blocks 804 to 809, inclusive, and 813 to 820, inclusive.
3. In Clark County census tract 17.02:
(a) Block groups 1, 2 and 5.
(b) Blocks 401 and 411 to 418, inclusive.
4. In Clark County census tract 17.03, block groups 4 and 5.
5. In Clark County census tract 47.01, blocks 410 to 418, inclusive.] , in that portion of census voting district 3185 located in the Las Vegas census county division:
(a) Blocks 105B, 201C, 901B and 903C; and
(b) Block 902 located in census tract 005403.
Sec. 16. NRS 385.0255 is hereby amended to read as follows:
385.0255 Subdistrict E of district 2 consists of [:
1. Assembly districts 10 to 12, inclusive.
2. In Clark County census tract 2.02, blocks 321 to 325, inclusive, and 328.
3. In Clark County census tract 7, blocks 115, 116, 119, 120, 123, 124, 128 to 132, inclusive, and 201 to 219, inclusive.
4. In Clark County census tract 13:
(a) Block group 3.
(b) Blocks 203 to 211, inclusive, 213, 214, 401 to 410, inclusive, 505 to 509, inclusive, and 514.
5. In Clark County census tract 16.01:
(a) Block groups 1 to 8, inclusive.
(b) Block 923.
6. In Clark County census tract 16.02, blocks 129 to 142, inclusive.
κ1991 Statutes of Nevada, Page 1094 (CHAPTER 411, AB 776)κ
7. In Clark County census tract 17.01, block group 1.
8. In Clark County census tract 20, blocks 101 to 106, inclusive.
9. In Clark County census tract 21, blocks 101 and 102.
10. In Clark County census tract 22.01:
(a) Block group 2.
(b) Blocks 106, 108 to 118, inclusive, 130 to 134, inclusive, and 136 to 141, inclusive.] , in Clark County, census voting district 0010, 0055, 0060, 0070, 0080, 0095, 0150, 0155, 0165, 0200, 0205, 0220, 0225, 0255, 0265, 0295, 0330, 0350, 0425, 0450, 0455, 0460, 0475, 0485, 0505, 0510, 0520, 0525, 0570, 0590, 0675, 0690, 0695, 0750, 0765, 0775, 0960, 0965, 1755, 1765, 1780, 1800, 1815, 1850, 1870, 1890, 1970, 2010, 2020, 2155 2160, 2165, 2175, 2180, 2185, 2190, 2195, 2200, 2215, 2230, 2240, 2245, 2830, 2880, 3010, 3015, 3025, 3035, 3040, 3045, 3050, 3060, 3090, 3135, 3215 and 3240.
Sec. 17. NRS 385.026 is hereby amended to read as follows:
385.026 Subdistrict A of district 3 consists of [assembly districts 33 to 36, inclusive.] :
1. Churchill County, Elko County, Esmeralda County, Eureka County, Humboldt County, Lander County, Mineral County, Pershing County and White Pine County.
2. In Lyon County, census voting districts 0060, 0065, 0070, 0075 and 0080.
3. In Nye County, census voting districts 0005, 0010, 0015, 0020, 0025, 0030, 0035, 0040, 0045, 0050 and 0055.
4. In Washoe County, census voting district 0805, that portion of census voting district 0815 located in the Pyramid Lake census county division, and census voting district 0910.
Sec. 18. NRS 385.0265 is hereby amended to read as follows:
385.0265 Subdistrict B of district 3 consists of [assembly districts 37 to 40, inclusive.] :
1. Carson City, Douglas County and Storey County.
2. In Lyon County, census voting districts 0005, 0010, 0015, 0020, 0025, 0030, 0035, 0040, 0045, 0050 and 0055.
3. In Washoe County, census voting districts 0326, 0334, 0341, 0344, 0349, 0703, 0705, 0712, 0716, 0720, 0721, 0722, 0723, 0724, 0727, 0729, 0730, 0731, 0732, 0733, 0736, 0737, 0739, 0740, 0742, 0744, 0746 and 0769, that portion of census voting district 0771 located in the New Washoe City census county division, and census voting districts 0816, 0817, 0818, 0832, 0833, 0834, 0902, 0903, 0930, 0933, 0935, 0939 and 0945.
Sec. 19. Chapter 396 of NRS is hereby amended by adding thereto the provisions set forth as sections 20 to 23, inclusive, of this act.
Sec. 20. Subdistrict F of district 2 consists of:
1. Lincoln County.
2. In Clark County, census voting districts 0020, 0050, 0085, 0120, 0250, 0305, 0465, 0630, 0660, 1070, 1185, 1195, 1455, 1515, 1600, 1695, 1750, 1795, 2095, 2205, 2210, 2225, 2250, 2255, 2265, 2270, 2275, 2305, 2310, 2315, 2555, 2565, 2750, 2755, 2760, 2770, 2775, 2780, 2785, 2790, 2795, 2800, 2805, 2810, 2815, 2820, 2825, 2835, 2840, 2845, 2850, 2860, 2865, 2870 and 2950, that portion of census voting district 3185 located in the Clark census county division, and census voting district 3255 and 3305.
κ1991 Statutes of Nevada, Page 1095 (CHAPTER 411, AB 776)κ
2865, 2870 and 2950, that portion of census voting district 3185 located in the Clark census county division, and census voting district 3255 and 3305.
3. In Clark County, in census voting district 1150, block 210.
4. In Clark County, in census voting district 1260, blocks 101, 102, 103 and 123.
5. In Clark County, in census voting district 1275, blocks 214 and 218.
6. In Clark County, in that portion of census voting district 3185 located in the Las Vegas census county division:
(a) Block 201B located in census tract 0051.
(b) Block 201B located in census tract 005401.
(c) Blocks 204B, 901D, 903, 904, 905B and 906C.
(d) Block 902 located in census tract 005401.
7. In Clark County, in census voting district 2260, blocks 502, 508 to 512, inclusive, and 518.
8. In Clark County, in census voting district 2965, blocks 901 and 902.
Sec. 21. Subdistrict G of district 2 consists of:
1. In Nye County, census voting districts 0060, 0065, 0070, 0075, 0080, 0085, 0090 and 0095.
2. In Clark County, census voting districts 0005, 0045, 0075, 0090, 0115, 0125, 0140, 0170, 0195, 0230, 0320, 0340, 0395, 0410, 0415, 0435, 0445, 0480, 0595, 0615, 0625, 0635, 0640, 0655, 0670, 0715, 0745, 0755, 0800, 0805, 0845, 0855, 0860, 0870, 0875, 0880, 0885, 0900, 0910, 0930, 0950, 0980, 0985, 0990, 1020, 1045, 1050, 1065, 1080, 1095, 1925, 1975, 2090, 2335, 2340, 2345, 2350, 2355, 2360, 2365, 2370, 2380, 2385, 2390, 2415, 2420, 2425, 2430, 2435, 2440, 2445, 2450, 2455, 2460, 2465, 2470, 2475, 2485, 2490, 2495, 2500, 2505, 2510, 2515, 2520, 2530, 3175 and 3210.
Sec. 22. The director of the legislative counsel bureau shall:
1. Retain in an office of the legislative counsel bureau, copies of maps of the subdistricts described in NRS 396.0415 to 396.046, inclusive, and sections 20 and 21 of this act.
2. Make available copies of the maps to any interested person for a reasonable fee, not to exceed the actual costs of producing copies of the maps.
3. File a copy of the maps with the secretary of state.
Sec. 23. The secretary of state shall:
1. Provide to the clerk of each county and the clerk of Carson City, copies of the maps filed pursuant to subsection 3 of section 22 of this act.
2. Make available copies of the maps to any interested person for a reasonable fee, not to exceed the actual costs of producing copies of the maps.
Sec. 24. NRS 396.031 is hereby amended to read as follows:
396.031 As used in NRS 396.031 to 396.046, inclusive, and sections 20 to 23, inclusive, of this act, unless the context otherwise requires:
1. [Assembly district means one of the districts established by chapter 218 of NRS.
2.] Block means the smallest geographical unit whose [population was ascertained] boundaries were designated by the Bureau of the Census of the United States Department of Commerce in the [taking of the national decennial census and shown on its maps.
κ1991 Statutes of Nevada, Page 1096 (CHAPTER 411, AB 776)κ
3.] precensus version of its topographically integrated geographic encoding and referencing system.
2. Block group means a combination of blocks in a series, whose numbers begin with the same digit.
3. Census county division means the geographical boundaries identified as a census county division by the Bureau of the Census of the United States Department of Commerce in the precensus version of its topographically integrated geographic encoding and referencing system.
4. Census tract means a combination of block groups . [or enumeration districts or both.]
5. Census voting district means the voting district:
(a) Based on the geographic and population data bases compiled by the Bureau of the Census of the United States Department of Commerce as validated and incorporated into the geographic information system by the legislative counsel bureau for use by the Nevada legislature; and
(b) Designated in the maps filed with the office of the secretary of state pursuant to section 22 of this act.
Sec. 25. NRS 396.035 is hereby amended to read as follows:
396.035 1. If any area of this state is omitted from the provisions of NRS 396.031 to 396.046, inclusive, and sections 20 and 21 of this act, the county clerk , [or] the Carson City clerk [,] or the director of the legislative counsel bureau, upon discovery of the omission, shall notify the secretary of state of the omission. The secretary of state shall attach that area to the appropriate subdistrict as follows:
(a) If the area is surrounded by a subdistrict, it must be attached to that subdistrict.
(b) If the area is contiguous to two or more subdistricts, it must be attached to the subdistrict that has the least population.
2. Any attachments made pursuant to the provisions of this section must be certified in writing and filed with the director of the legislative counsel bureau and with the secretary of state. No change may be made in any attachments until the subdistricts are again reapportioned.
Sec. 26. NRS 396.040 is hereby amended to read as follows:
396.040 1. The board of regents consists of [nine] eleven members elected by the registered voters within the following districts:
(a) District 1 consisting of [assembly districts 23 to 32, inclusive.] all of Washoe County except census voting districts 0326, 0334, 0341, 0344, 0349, 0703, 0705, 0712, 0716, 0720, 0721, 0722, 0723, 0724, 0727, 0729, 0730, 0731, 0732, 0733, 0736, 0737, 0739, 0740, 0742, 0744, 0746 and 0769, that portion of census voting district 0771 located in the New Washoe City census county division, census voting district 0805, that portion of census voting district 0815 located in the Pyramid Lake census county division, and census voting districts 0816, 0817, 0818, 0832, 0833, 0834, 0902, 0903, 0910, 0930, 0933, 0935, 0939 and 0945.
(b) District 2 consisting of Clark County [.] , Lincoln County, and, in Nye County, census voting districts 0060, 0065, 0070, 0075, 0080, 0085, 0090 and 0095.
(c) District 3 consisting of the remainder of the state.
2. The members of the board of regents must be elected as follows:
κ1991 Statutes of Nevada, Page 1097 (CHAPTER 411, AB 776)κ
(a) At the general election in [1982,] 1992, and every 6 years thereafter:
(1) From district [2, two members] 1, one member of the board of regents must be elected for a term of 6 years.
(2) From district [3, one member] 2, three members of the board of regents must be elected for a term of 6 years.
(3) From district 3, one member of the board of regents must be elected for a term of 6 years.
(b) At the general election in [1984,] 1994, and every 6 years thereafter:
(1) From district [1, one member] 2, two members of the board of regents must be elected for a term of 6 years.
(2) From district [2, two members] 3, one member of the board of regents must be elected for a term of 6 years.
(c) At the general election in [1986,] 1996, and every 6 years thereafter:
(1) From district 1, one member of the board of regents must be elected for a term of 6 years.
(2) From district 2, [one member] two members of the board of regents must be elected for a term of 6 years.
[(3) From district 3, one member of the board of regents must be elected for a term of 6 years.]
3. Each member of the board of regents must be a resident of the subdistrict from which he is elected.
Sec. 27. NRS 396.041 is hereby amended to read as follows:
396.041 1. In district 1, one member must be elected from each subdistrict described in NRS 396.0415 and 396.0425.
2. In district 2, one member must be elected from each subdistrict described in NRS 396.043 to 396.045, inclusive [.] , and sections 20 and 21 of this act.
3. In district 3, one member must be elected from each subdistrict described in NRS 396.0455 and 396.046.
Sec. 28. NRS 396.0415 is hereby amended to read as follows:
396.0415 Subdistrict A of district 1 consists of [assembly districts 23 and 25 to 28, inclusive.] , in Washoe County:
1. Census voting districts 0103, 0105, 0106, 0109, 0111, 0112, 0116, 0118, 0121, 0122, 0123, 0124, 0125, 0127, 0131, 0132, 0133, 0135, 0136, 0200, 0203, 0206, 0208, 0212, 0215, 0223, 0231, 0232, 0235, 0240, 0242, 0243, 0244, 0245, 0251, 0252, 0253, 0305, 0306, 0310, 0312, 0317, 0323, 0335, 0336, 0337, 0338, 0339, 0346, 0347, 0348, 0350, 0351, 0402, 0403, 0410, 0420 and 0425, that portion of census voting district 0500 located in the Reno-Sparks census county division, and census voting districts 0501, 0507, 0516, 0517, 0521, 0522, 0524, 0532, 0533, 0534, 0535, 0536, 0700, 0701, 0702, 0704, 0707, 0709, 0710, 0749, 0761, 0780, 0781, 0782, 0795, 0803, 0849 and 0901.
2. All of census voting district 0444 except blocks 301B and 302B.
Sec. 29. NRS 396.0425 is hereby amended to read as follows:
396.0425 Subdistrict B of district 1 consists of [assembly districts 24 and 29 to 32, inclusive.] , in Washoe County:
1. Census voting districts 0401, 0404, 0412, 0419, 0421, 0428, 0429, 0430, 0441, 0442, 0443, 0445, 0453, 0455, 0456, 0457 and 0458, that portion of census voting district 0500 located in the Verdi census county division, census voting districts 0505, 0508, 0610, 0611, 0613, 0614, 0615, 0616, 0617, 0619, 0620, 0621, 0624, 0625, 0626, 0627, 0630, 0631, 0632, 0633, 0634, 0635, 0638, 0639, 0640, 0641, 0642, 0643, 0648, 0649, 0650, 0651, 0652, 0654, 0655, 0658, 0659, 0708, 0713, 0714, 0719, 0725, 0726, 0728, 0734, 0735, 0741, 0747, 0748, 0750, 0752, 0753, 0755, 0760 and 0768, that portion of census voting district 0771 located in the Verdi census county division, census voting districts 0774, 0796, 0801, 0802, 0807, 0808, 0809, 0810, 0811, 0812 and 0813, that portion of census voting district 0815 located in the Reno-Sparks census county division, and census voting districts 0821, 0848, 0850, 0851, 0852, 0853, 0854, 0855, 0856, 0904, 0905 and 0907.
κ1991 Statutes of Nevada, Page 1098 (CHAPTER 411, AB 776)κ
division, census voting districts 0505, 0508, 0610, 0611, 0613, 0614, 0615, 0616, 0617, 0619, 0620, 0621, 0624, 0625, 0626, 0627, 0630, 0631, 0632, 0633, 0634, 0635, 0638, 0639, 0640, 0641, 0642, 0643, 0648, 0649, 0650, 0651, 0652, 0654, 0655, 0658, 0659, 0708, 0713, 0714, 0719, 0725, 0726, 0728, 0734, 0735, 0741, 0747, 0748, 0750, 0752, 0753, 0755, 0760 and 0768, that portion of census voting district 0771 located in the Verdi census county division, census voting districts 0774, 0796, 0801, 0802, 0807, 0808, 0809, 0810, 0811, 0812 and 0813, that portion of census voting district 0815 located in the Reno-Sparks census county division, and census voting districts 0821, 0848, 0850, 0851, 0852, 0853, 0854, 0855, 0856, 0904, 0905 and 0907.
2. In census voting district 0444, blocks 301B and 302B.
Sec. 30. NRS 396.043 is hereby amended to read as follows:
396.043 Subdistrict A of district 2 consists of:
1. [Assembly districts 6, 7, 17 and 19.
2. In Clark County census tract 6:
(a) Block group 2.
(b) Blocks 106 to 108, inclusive, 110 to 115, inclusive, 117 and 118.
3. In Clark County census tract 47.01:
(a) Block groups 1 and 9.
(b) Blocks 401 to 409, inclusive, 501 to 504, inclusive, and 515 to 520, inclusive.
4. In Clark County census tract 48.02:
(a) Block groups 1 and 2.
(b) Blocks 301 to 314, inclusive, 325 to 330, inclusive, 337 and 338.
5. In Clark County census tract 49, blocks 102, 103, 105 to 107, inclusive, 116 to 118, inclusive, 177 to 180, inclusive, 182 to 185, inclusive, 188, 501 to 503, inclusive, and 506.
6.] In Clark County [census tract 56, blocks 905 and 910.] , census voting districts 0025, 0030, 0035, 0065, 0100, 0105, 0130, 0160, 0300, 0310, 0385, 0430, 0470, 0515, 0535, 0540, 0605, 0610, 0785, 0935, 0955, 1105, 1110, 1115, 1120, 1125, 1130, 1135, 1140, 1145, 1155, 1160, 1165, 1170, 1175, 1180, 1190, 1200, 1205, 1210, 1215, 1220, 1225, 1230, 1235, 1240, 1245, 1250, 1255, 1265, 1300, 1330, 1340, 2325, 2395, 2400, 2405, 2410, 2855, 2875, 2945, 2955, 2960, 2970, 2975, 2980, 2985, 2990 and 2995.
2. In Clark County, in census voting district 0145, blocks 101 to 104, inclusive, 116, 131, 204 and 216.
3. In Clark County, all of census voting district 1150 except block 210.
4. In Clark County, in census voting district 1260, blocks 212, 214, 215, 216, 218, 219, 220, 222, 224 and 227.
5. In Clark County, all of census voting district 1275 except blocks 214 and 218.
6. In Clark County, in census voting district 2260, blocks 501, 513 to 517, inclusive, and 522.
7. In Clark County, all of census voting district 2965 except blocks 901 and 902.
Sec. 31. NRS 396.0435 is hereby amended to read as follows:
396.0435 Subdistrict B of district 2 consists of:
1. [Assembly districts 1 to 4, inclusive.
κ1991 Statutes of Nevada, Page 1099 (CHAPTER 411, AB 776)κ
2. In Clark County census tract 10.01:
(a) Block group 2.
(b) Blocks 108 to 122, inclusive, and 124.
3. In Clark County census tract 10.02, blocks 101 to 117, inclusive.
4. In Clark County census tract 22.02:
(a) Block group 2.
(b) Blocks 301, 304 to 306, inclusive, 313 to 323, inclusive, and 330 to 333, inclusive.
5. In Clark County census tract 29.01, blocks 105 to 108, inclusive, and 411 to 438, inclusive.
6. In Clark County census tract 29.02:
(a) Block group 9.
(b) Blocks 401 to 403, inclusive, 413 to 415, inclusive, and 420 to 422, inclusive.
7.] In Clark County [census tract 29.03:
(a) Block group 9.
(b) Blocks 136 to 144, inclusive.] , census voting districts 0015, 0040, 0175, 0185, 0190, 0210, 0235, 0240, 0245, 0260, 0270, 0280, 0285, 0290, 0315, 0325, 0360, 0365, 0370, 0375, 0390, 0400, 0405, 0440, 0490, 0495, 0530, 0550, 0555, 0560, 0565, 0580, 0585, 0600, 0620, 0650, 0680, 0685, 0700, 0705, 0710, 0720, 0725, 0735, 0760, 0770, 0790, 0795, 0830, 0835, 0840, 0850, 0890, 0895, 0940, 1055, 1060, 1075, 1760, 1810, 1825, 1835, 1855, 1880, 1885, 1910, 1915, 1920, 1950, 1985, 2015, 2030, 2070, 2080, 2330, 3005, 3020, 3055, 3065, 3105, 3110, 3125, 3140, 3145, 3150 and 3160.
2. In Clark County, in census voting district 0145, blocks 105, 114, 115, 117 and 118.
Sec. 32. NRS 396.044 is hereby amended to read as follows:
396.044 Subdistrict C of district 2 consists of [:
1. Assembly districts 13, 15, 16 and 41.
2. In Clark County census tract 22.02, blocks 307, 309, 310 and 325 to 329, inclusive.
3. In Clark County census tract 29.01:
(a) Block group 6.
(b) Blocks 101, 103, 118, 120 to 122, inclusive, 124 to 131, inclusive, 133 to 168, inclusive, and 170.
4. In Clark County census tract 29.02:
(a) Block group 5.
(b) Blocks 404 to 412, inclusive, 416 to 419, inclusive, 423, 424, 601 to 606, inclusive, 608, 609, 614, 615, 704 to 733, inclusive, and 735.
5. In Clark County census tract 29.04:
(a) Block group 8.
(b) Blocks 401 to 403, inclusive, 407 to 419, inclusive, 421 to 424, inclusive, 525 to 545, inclusive, 549 to 557, inclusive, 559, 601 and 603.] , in Clark County, census voting districts 1090, 1360, 1590, 1710, 1715, 1720, 1725, 1730, 1735, 1740, 1770, 1775, 1785, 1805, 1840, 1895, 1900, 1905, 1930, 1935, 1940, 1945, 1955, 1960, 1965, 1980, 2000, 2035, 2040, 2045, 2060, 2065, 2075, 2170, 2570, 2575, 2585, 2590, 2600 2605, 2610, 2615, 2620, 2630, 2635, 2645, 2650, 2655, 2660, 2665, 2680, 2685, 2695, 2700, 2710, 2715, 2720, 2725, 2730, 2740, 2885, 2890, 2900, 2905, 2915, 2920, 2925, 2930, 3030, 3070, 3075, 3080, 3095, 3100, 3115, 3120, 3130, 3155 and 3190.
κ1991 Statutes of Nevada, Page 1100 (CHAPTER 411, AB 776)κ
2710, 2715, 2720, 2725, 2730, 2740, 2885, 2890, 2900, 2905, 2915, 2920, 2925, 2930, 3030, 3070, 3075, 3080, 3095, 3100, 3115, 3120, 3130, 3155 and 3190.
Sec. 33. NRS 396.0445 is hereby amended to read as follows:
396.0445 Subdistrict D of district 2 consists of:
1. [Assembly districts 14, 18, 21 and 22.] In Clark County, census voting districts 1345, 1350, 1355, 1365, 1370, 1375, 1380, 1390, 1395, 1400, 1410, 1415, 1425, 1430, 1440, 1445, 1450, 1460, 1465, 1470, 1475, 1480, 1485, 1490, 1495, 1500, 1510, 1525, 1540, 1545, 1550 1570, 1575, 1580, 1585, 1605, 1610, 1615, 1620, 1625, 1630, 1635, 1640, 1645, 1650, 1655, 1660, 1665, 1675, 1680, 1685, 1690, 1790, 1820, 1830, 1845, 1865, 1875, 2005, 2050, 2055, 2100, 2105, 2110, 2115, 2120, 2125, 2130, 2135, 2140, 2280, 2300, 2535, 2540, 2545, 2580, 2595, 2625, 2640, 2670, 2675, 2690, 2705, 2745, 2910, 2935, 3180, 3205, 3270, 3275, 3280, 3285, 3290, 3295 and 3300.
2. In Clark County [census tract 17.01:
(a) Block group 7.
(b) Blocks 804 to 809, inclusive, and 813 to 820, inclusive.
3. In Clark County census tract 17.02:
(a) Block groups 1, 2 and 5.
(b) Blocks 401 and 411 to 418, inclusive.
4. In Clark County census tract 17.03, block groups 4 and 5.
5. In Clark County census tract 47.01, blocks 410 to 418, inclusive.] , in that portion of census voting district 3185 located in the Las Vegas census county division:
(a) Blocks 105B, 201C, 901B and 903C; and
(b) Block 902 located in census tract 005403.
Sec. 34. NRS 396.045 is hereby amended to read as follows:
396.045 Subdistrict E of district 2 consists of [:
1. Assembly districts 10 to 12, inclusive.
2. In Clark County census tract 2.02, blocks 321 to 325, inclusive, and 328.
3. In Clark County census tract 7, blocks 115, 116, 119, 120, 123, 124, 128 to 132, inclusive, and 201 to 219, inclusive.
4. In Clark County census tract 13:
(a) Block group 3.
(b) Blocks 203 to 211, inclusive, 213, 214, 401 to 410, inclusive, 505 to 509, inclusive, and 514.
5. In Clark County census tract 16.01:
(a) Block groups 1 to 8, inclusive.
(b) Block 923.
6. In Clark County census tract 16.02, blocks 129 to 142, inclusive.
7. In Clark County census tract 17.01, block group 1.
8. In Clark County census tract 20, blocks 101 to 106, inclusive.
9. In Clark County census tract 21, blocks 101 and 102.
10. In Clark County census tract 22.01:
(a) Block group 2.
(b) Blocks 106, 108 to 118, inclusive, 130 to 134, inclusive, and 136 to 141, inclusive.] , in Clark County, census voting districts 0010, 0055, 0060, 0070, 0080, 0095, 0150, 0155, 0165, 0200, 0205, 0220, 0225, 0255, 0265, 0295, 0330, 0350, 0425, 0450, 0455, 0460, 0475, 0485, 0505, 0510, 0520, 0525, 0570, 0590, 0675, 0690, 0695, 0750, 0765, 0775, 0960, 0965, 1755, 1765, 1780, 1800, 1815, 1850, 1870, 1890, 1970, 2010, 2020, 2155, 2160, 2165, 2175, 2180, 2185, 2190, 2195, 2200, 2215, 2230, 2240, 2245, 2830, 2880, 3010, 3015, 3025, 3035, 3040, 3045, 3050, 3060, 3090, 3135, 3215 and 3240.
κ1991 Statutes of Nevada, Page 1101 (CHAPTER 411, AB 776)κ
0070, 0080, 0095, 0150, 0155, 0165, 0200, 0205, 0220, 0225, 0255, 0265, 0295, 0330, 0350, 0425, 0450, 0455, 0460, 0475, 0485, 0505, 0510, 0520, 0525, 0570, 0590, 0675, 0690, 0695, 0750, 0765, 0775, 0960, 0965, 1755, 1765, 1780, 1800, 1815, 1850, 1870, 1890, 1970, 2010, 2020, 2155, 2160, 2165, 2175, 2180, 2185, 2190, 2195, 2200, 2215, 2230, 2240, 2245, 2830, 2880, 3010, 3015, 3025, 3035, 3040, 3045, 3050, 3060, 3090, 3135, 3215 and 3240.
Sec. 35. NRS 396.0455 is hereby amended to read as follows:
396.0455 Subdistrict A of district 3 consists of [assembly districts 33 to 36, inclusive.] :
1. Churchill County, Elko County, Esmeralda County, Eureka County, Humboldt County, Lander County, Mineral County, Pershing County and White Pine County.
2. In Lyon County, census voting districts 0060, 0065, 0070, 0075 and 0080.
3. In Nye County, census voting districts 0005, 0010, 0015, 0020, 0025, 0030, 0035, 0040, 0045, 0050 and 0055.
4. In Washoe County, census voting district 0805, that portion of census voting district 0815 located in the Pyramid Lake census county division, and census voting district 0910.
Sec. 36. NRS 396.046 is hereby amended to read as follows:
396.046 Subdistrict B of district 3 consists of [assembly districts 37 to 40, inclusive.] :
1. Carson City, Douglas County and Storey County.
2. In Lyon County, census voting districts 0005, 0010, 0015, 0020, 0025, 0030, 0035, 0040, 0045, 0050 and 0055.
3. In Washoe County, census voting districts 0326, 0334, 0341, 0344, 0349, 0703, 0705, 0712, 0716, 0720, 0721, 0722, 0723, 0724, 0727, 0729, 0730, 0731, 0732, 0733, 0736, 0737, 0739, 0740, 0742, 0744, 0746 and 0769, that portion of census voting district 0771 located in the New Washoe City census county division, and census voting districts 0816, 0817, 0818, 0832, 0833, 0834, 0902, 0903, 0930, 0933, 0935, 0939 and 0945.
Sec. 37. Each member of the state board of education and the board of regents who was elected on or before November 6, 1990, shall serve out the term of office for which he was elected, and if that term extends beyond the general election in 1992, shall represent his subdistrict as amended by this act if he still resides in that district. Any vacancy must be filled for the unexpired term.
Sec. 38. This act becomes effective on January 1, 1992, for the purpose of nominating and electing members to the state board of education and the board of regents, and on January 1, 1993, for all other purposes.
________
κ1991 Statutes of Nevada, Page 1102κ
Senate Bill No. 201Senator Getto
CHAPTER 412
AN ACT relating to plastic containers; requiring the labeling of plastic containers to indicate the specific material used to produce the container; imposing a fine; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 444 of NRS is hereby amended by adding thereto the provisions set forth as sections 2, 3 and 4 of this act.
Sec. 2. As used in sections 2, 3 and 4 of this act, unless the context otherwise requires:
1. Plastic means a material made of polymeric organic compounds and additives that can be shaped by flow.
2. Plastic bottle means a plastic container intended for single use that has a:
(a) Neck smaller than the body of the container;
(b) Screw-top, snap-cap or other closure; and
(c) Capacity of not less than 16 fluid ounces nor more than 5 gallons.
3. Rigid plastic container means a formed or molded container intended for a single use, composed predominantly of plastic resin, that has a relatively inflexible finite shape or form and a capacity of not less than 8 ounces nor more than 5 gallons. The term does not include a plastic bottle.
Sec. 3. 1. A person shall not manufacture or distribute a plastic bottle or rigid plastic container unless the appropriate symbol indicating the plastic resin used to produce the bottle or container, as provided in section 4 of this act, is molded into or imprinted on the bottom or near the bottom of the bottle or container.
2. A person who violates subsection 1 shall be punished by a fine of not more than $500 for each violation.
Sec. 4. 1. The symbol required by section 3 of this act must consist of:
(a) A number placed within a triangle of arrows; and
(b) Letters placed below the triangle of arrows.
The triangle must be equilateral, formed by three arrows with the apex of each point of the triangle at the midpoint of each arrow, rounded with a short radius. The arrowhead of each arrow must be at the midpoint of each side of the triangle with a short gap separating the arrowhead from the base of the adjacent arrow. The triangle formed by the arrows must depict a clockwise path around the number.
2. The following letters and numbers must be used to indicate the following plastic resins:
(a) PETE and 1 to indicate polyethylene terephthalate.
(b) HDPE and 2 to indicate high density polyethylene.
(c) V and 3 to indicate vinyl.
(d) LDPE and 4 to indicate low density polyethylene.
(e) PP and 5 to indicate polypropylene.
(f) PS and 6 to indicate polystyrene.
κ1991 Statutes of Nevada, Page 1103 (CHAPTER 412, SB 201)κ
(g) OTHER and 7 to indicate all other plastic resins.
3. A plastic bottle or rigid plastic container with a base cup or other component of a material different from the basic material used in making the bottle or container may, if the materials are compatible in recycling systems, bear the symbol indicating its basic material even if the symbol is applied to the base cup of the secondary material. If the materials are not compatible, the bottle or container shall bear the symbol 7 or OTHER.
4. The state department of conservation and natural resources shall:
(a) Maintain a list of the symbols; and
(b) Provide a copy of that list to any person upon request.
Sec. 5. 1. This section and sections 1, 2 and 4 of this act become effective on October 1, 1991.
2. Section 3 of this act becomes effective on January 1, 1992.
________
Senate Bill No. 232Senators Raggio, OConnell, Adler, Coffin, Cook, Nevin, Rawson, Shaffer, Smith, Titus, Townsend and Tyler
CHAPTER 413
AN ACT relating to real property; requiring the trustee of a deed of trust, or the lienor of a mechanics lien upon real property, that is discharged or satisfied, to record its discharge or release; providing liability for the failure to record the discharge or release; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 107 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 and 3 of this act.
Sec. 2. 1. Except as otherwise provided in subsection 2, a recorded deed of trust may be discharged by an entry on the margin of the record thereof, signed by the trustee or his personal representative or assignee in the presence of the recorder or his deputy, acknowledging the satisfaction of or value received for the deed of trust and the debt secured thereby. The recorder or his deputy shall subscribe the entry as witness. The entry has the same effect as a discharge or release of the deed of trust acknowledged and recorded as provided by law. The recorder shall property index each marginal discharge.
2. If the deed of trust has been recorded by a microfilm or other photographic process, a marginal release may not be used and an acknowledged discharge or release of the deed of trust must be recorded.
3. If the recorder or his deputy is presented with a certificate executed by the trustee or his personal representative or assignee, specifying that the deed of trust has been paid or otherwise satisfied or discharged, the recorder or his deputy shall discharge the deed of trust upon the record.
Sec. 3. 1. Within 21 calendar days after receiving written notice that a debt secured by a deed of trust made on or after the effective date of this act has been paid or otherwise satisfied or discharged, the beneficiary shall deliver to the trustee or the trustor the original note and deed of trust, if he is in possession of those documents, and a properly executed request to reconvey the estate in real property conveyed to the trustee by the grantor.
κ1991 Statutes of Nevada, Page 1104 (CHAPTER 413, SB 232)κ
deliver to the trustee or the trustor the original note and deed of trust, if he is in possession of those documents, and a properly executed request to reconvey the estate in real property conveyed to the trustee by the grantor. If the beneficiary delivers the original note and deed of trust to the trustee or the trustee has those documents in his possession, the trustee shall deliver those documents to the grantor.
2. Within 45 calendar days after a debt secured by a deed of trust made on or after the effective date of this act is paid or otherwise satisfied or discharged, and a properly executed request to reconvey is received by the trustee, the trustee shall cause to be recorded a discharge or release of the deed of trust pursuant to section 2 of this act.
3. If the beneficiary fails to deliver to the trustee a properly executed request to reconvey pursuant to subsection 1, or if the trustee fails to cause to be recorded a discharge or release of the deed of trust pursuant to subsection 2, the beneficiary or the trustee, as the case may be, is liable in a civil action to the grantor, his heirs or assigns in the sum of $100, plus a reasonable attorneys fee and the costs of bringing the action, and he is liable in a civil action to any party to the deed of trust for any actual damages caused by his failure to comply with the provisions of this section and for a reasonable attorneys fee and the costs of bringing the action.
Sec. 4. Chapter 108 of NRS is hereby amended by adding thereto the provisions set forth as sections 5 and 6 of this act.
Sec. 5. 1. Except as otherwise provided in subsection 2, a lien of record upon real property provided for in NRS 108.221 to 108.246, inclusive, may be discharged by an entry on the margin of the record thereof, signed by the lienor or his personal representative or assignee in the presence of the recorder or his deputy, acknowledging the satisfaction of or value received for the lien and the debt secured thereby. The recorder or his deputy shall subscribe the entry as witness. The entry has the same effect as a discharge or release of the lien acknowledged and recorded as provided by law. The recorder shall properly index each marginal discharge.
2. If the lien has been recorded by a microfilm or other photographic process, a marginal release may not be used and an acknowledged discharge or release of the lien must be recorded.
3. If the recorder or his deputy is presented with a certificate executed by the lienor or his personal representative or assignee, specifying that the lien has been paid or otherwise satisfied or discharged, the recorder or his deputy shall discharge the lien upon the record.
Sec. 6. Within 21 calendar days after a lien of record upon real property provided for in NRS 108.221 to 108.246, inclusive, secured on or after the effective date of this act, is satisfied or discharged, and a written request is received by the lienor for a discharge or release, the lienor shall cause to be recorded a discharge or release of the lien pursuant to section 5 of this act. If the lienor fails to do so, he is liable in a civil action to the owner of the real property, his heirs or assigns in the sum of $100, for any actual damages caused by his failure to comply with the provisions of this section, and for a reasonable attorneys fee and the costs of bringing the action.
________
κ1991 Statutes of Nevada, Page 1105κ
Senate Bill No. 587Committee on Government Affairs
CHAPTER 414
AN ACT relating to state securities; authorizing security for bids on the purchase of state securities to be given by financial surety bond; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 349.268 is hereby amended to read as follows:
349.268 All bids [shall:] must:
1. Be in writing and be sealed; and
2. Except any bid of the state or the Federal Government, if one is received, be accompanied by a deposit of an amount of at least 2 percent of the principal amount of the securities [, either in] :
(a) In cash, or by cashiers check or treasurers check of, or by certified check drawn on, a solvent commercial bank or trust company in the United States, which deposit [shall] must be returned if the bid is not accepted [.] ; or
(b) By financial surety bond provided by an insurer authorized to transact insurance in this state.
________
Senate Bill No. 402Committee on Judiciary
CHAPTER 415
AN ACT relating to parole; revising the provisions governing the minimum time to be served before a prisoner is eligible for parole; and providing other matters properly relating thereto.
[Approved June 20, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 213.120 is hereby amended to read as follows:
213.120 Except as otherwise limited by statute for certain specified offenses, a prisoner may be paroled when he has served [:
1. One-third] one-third of the definite period of time for which he has been sentenced pursuant to NRS 176.033, less good time credits . [; or
2. One year,
whichever is longer.]
Sec. 2. This act becomes effective upon passage and approval.
________
κ1991 Statutes of Nevada, Page 1106κ
Senate Bill No. 540Senator Raggio
CHAPTER 416
AN ACT relating to elections; clarifying the time within which a demand for a recount must be made; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 293.387 is hereby amended to read as follows:
293.387 1. As soon as the returns from all the precincts and districts in any county or city have been received by the board of county commissioners or city council, the board or council shall meet and canvass the returns. The canvass must be completed on or before the fifth working day following the election.
2. In making its canvass, the board or council shall:
(a) Note separately any clerical errors discovered; and
(b) Take account of the changes resulting from the discovery, so that the result declared represents the true vote cast.
3. The county or city clerk shall, as soon as the result is declared, enter upon the records of the board or council an abstract of the result, which must contain the number of votes cast for each candidate. The board [,] or council, after making the abstract, shall cause the county clerk [,] or city clerk to certify the abstract and, by an order made and entered in the minutes of its proceedings, to make:
(a) A copy of the certified abstract; and
(b) A mechanized report of the abstract in compliance with regulations adopted by the secretary of state,
and transmit them to the secretary of state within 5 working days after the day [of] after the election.
4. The secretary of state shall, immediately after any primary election, compile the returns for all candidates voted for in more than one county. He shall make out and file in his office an abstract thereof, and shall certify to the county clerk of each county the name of each person nominated, and the name of the office for which he is nominated.
5. The city clerk shall, immediately after any primary city election, compile the returns for all candidates voted for in the city. He shall make out and file in his office an abstract thereof, and shall certify the name of each person nominated, and the name of the office for which he is nominated.
Sec. 2. NRS 293.395 is hereby amended to read as follows:
293.395 1. The board of county commissioners [,] or city council, after making the abstract of votes as provided in NRS 293.393, shall cause the county clerk [,] or city clerk to certify the abstract and, by an order made and entered in the minutes of its proceedings, to make:
(a) A copy of [that] the certified abstract; and
(b) A mechanized report of that abstract in compliance with regulations adopted by the secretary of state,
and forthwith transmit them to the secretary of state.
κ1991 Statutes of Nevada, Page 1107 (CHAPTER 416, SB 540)κ
2. On the fourth Wednesday of November after each general election, the justices of the supreme court, or a majority thereof, shall meet with the secretary of state, and shall open and canvass the vote for the number of presidential electors to which this state may be entitled, United States Senator, Representative in Congress, members of the legislature, state officers who are elected statewide or by district, district judges, or district officers whose districts include area in more than one county and for and against any question submitted.
3. The governor shall issue certificates of election to and commission the persons having the highest number of votes and shall also issue proclamations declaring the election of those persons.
Sec. 3. NRS 293.403 is hereby amended to read as follows:
293.403 1. [After the canvass of the vote in any election, any] A candidate defeated at [the] any election may demand and receive a recount of the vote for the office for which he is a candidate if within 3 working days after the canvass of the vote and the certification by the county clerk or city clerk of the abstract of votes:
(a) He [makes] files in writing his demand [to] with the officer with whom he filed his declaration of candidacy, affidavit of candidacy or acceptance of candidacy; and
(b) He deposits in advance the estimated costs of the recount with that officer.
2. [After the canvass of the vote in any election, any] Any voter at [the] an election may demand and receive a recount of the vote for a ballot question if within 3 working days after the canvass of the vote and the certification by the county clerk or city clerk of the abstract of votes:
(a) He [makes] files in writing his demand [to:] with:
(1) The secretary of state, if the demand is for a recount of a ballot question affecting more than one county; or
(2) The county or city clerk who will conduct the recount, if the demand is for a recount of a ballot question affecting only one county or city; and
(b) He deposits in advance the estimated costs of the recount with the person to whom he made his demand.
3. The estimated costs of the recount must be determined by the person with whom the advance is deposited based on regulations adopted by the secretary of state defining the term costs.
4. As used in this section, canvass means:
(a) In any primary election, the canvass by the board of county commissioners of the returns for a candidate or ballot question voted for in one county or the canvass by the board of county commissioners last completing its canvass of the returns for a candidate or ballot question voted for in more than one county.
(b) In any primary city election, the canvass by the city council of the returns for a candidate or ballot question voted for in the city.
(c) In any general election:
(1) The canvass by the supreme court of the returns for a candidate for a statewide office or a statewide ballot question; or
(2) The canvass of the board of county commissioners of the returns for any other candidate or ballot question, as provided in paragraph (a).
κ1991 Statutes of Nevada, Page 1108 (CHAPTER 416, SB 540)κ
(d) In any general city election, the canvass by the city council of the returns for a candidate or ballot question voted for in the city.
Sec. 4. NRS 293.670 is hereby amended to read as follows:
293.670 1. The election returns from any special, primary or general city election must be filed with the city clerk, who shall immediately place the returns in a safe or vault, and no person may handle, inspect or in any manner interfere with the returns until canvassed by the mayor and city council.
2. The mayor and city council shall meet within 10 days after any election and canvass the returns , [and] declare the result [.] and cause the city clerk to make an abstract thereof. The election returns must then be sealed and kept by the city clerk for 6 months and no person may have access thereto except on order of a court of competent jurisdiction or by order of the city council.
3. The city clerk, under his hand and official seal, shall issue to each person elected a certificate of election. The officers so elected qualify and enter upon the discharge of their respective duties on the first regular meeting of the city council next succeeding that in which the canvass of returns was made as provided in subsection 2.
________
Senate Bill No. 462Senator Jacobsen
CHAPTER 417
AN ACT relating to hazardous materials; creating the state emergency response commission; authorizing the commission to adopt a schedule of fees for its services and regulatory activities and for persons who store or manufacture for transport extremely hazardous materials; providing a penalty; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 459 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 5, inclusive, of this act.
Sec. 2. 1. The state emergency response commission is hereby created for the purpose of carrying out the provisions of Public Law 99-499 and other matters relating thereto.
2. The commission consists of not more than 25 members appointed by the governor. The governor shall, to the extent practicable, appoint persons to the commission who have technical expertise in responding to emergencies.
3. The term of each member of the commission is 4 years. A member may be reappointed, and there is no limit on the number of terms that a member may serve.
4. The governor shall appoint one or more of the members of the commission to serve as chairman or co-chairmen.
5. The commission may employ, within the limits of legislative appropriations, such staff as is necessary to the performance of its duties.
Sec. 3. The commission, in carrying out its duties and within the limits of legislative appropriations and other available money, may:
κ1991 Statutes of Nevada, Page 1109 (CHAPTER 417, SB 462)κ
1. Enter into contracts, leases or other agreements or transactions;
2. Provide grants of money to local emergency planning committees to improve their ability to respond to emergencies involving hazardous materials;
3. Assist with the development of comprehensive plans for responding to such emergencies in this state;
4. Provide technical assistance and administrative support to the telecommunications division of the department of general services for the development of systems for communication during such emergencies;
5. Provide technical and administrative support and assistance for training programs;
6. Develop a system to provide public access to data relating to hazardous materials; and
7. Support any activity or program eligible to receive money from the contingency fund for hazardous materials.
Sec. 4. The commission shall establish by regulation:
1. A schedule of fees for its services and regulatory activities. The fees must be set at an amount which approximates the cost to the commission of performing those services and activities.
2. A fee, not to exceed $5,000 per year, to be paid by each person who stores an extremely hazardous material in an amount greater than the threshold planning quantity established for such material in Appendix A or B of Part 355 of Title 40 of the Code of Federal Regulations. The fee must include:
(a) A filing fee for each facility in which such material is stored; and
(b) A surcharge for each ton of such material stored in excess of 1 ton, and must be paid on or before March 30 of each year for the preceding calendar year.
3. A fee, not to exceed $2,000 per year, to be paid by each person who manufactures for transport an extremely hazardous material in an amount greater than the threshold planning quantity established for such material in Appendix A or B of Part 355 of Title 40 of the Code of Federal Regulations. The fee must include:
(a) A filing fee for each facility in which such material is manufactured; and
(b) A surcharge for each ton of such material which is manufactured for transport in this state,
and must be paid on or before January 31 of each year for the preceding calendar year.
Sec. 5. A reporting fee of $500 must be paid to the commission by all persons who are required to submit a toxic chemical release form pursuant to Public Law 99-499, except that a person must not be required to pay more than $5,000 in reporting fees in any calendar year. The fee becomes due upon the filing of the form.
Sec. 6. NRS 459.700 is hereby amended to read as follows:
459.700 As used in NRS 459.700 to 459.780, inclusive, and sections 2 to 5, inclusive, of this act, unless the context otherwise requires:
1. Commission means the state emergency response commission.
2. Department means the department of motor vehicles and public safety.
κ1991 Statutes of Nevada, Page 1110 (CHAPTER 417, SB 462)κ
[2.] 3. Director means the director of the department of motor vehicles and public safety.
[3.] 4. Division means the Nevada highway patrol division of the department of motor vehicles and public safety.
[4.] 5. Extremely hazardous material means any material or combination of materials listed in Appendix A or B of Part 355 of Title 40 of the Code of Federal Regulations.
6. Hazardous material means any [material] substance or combination of [materials,] substances, including solids, semisolids, liquids or contained gases, which:
(a) Is identified as hazardous by the regulating agency as a result of studies undertaken to identify hazardous materials or wastes; and
(b) Because of its quantity or concentration or its physical, chemical, radioactive or infectious characteristics may:
(1) Cause or significantly contribute to an increase in mortality or serious irreversible or incapacitating illness; or
(2) Pose a substantial hazard or potential hazard to human health, public safety or the environment when it is given improper treatment, storage, transportation, disposal or other management,
including toxins, corrosives, flammable materials, irritants, strong sensitizers and materials which generate pressure by decomposition, heat or otherwise.
7. Person includes any agency or political subdivision of this state.
Sec. 7. NRS 459.715 is hereby amended to read as follows:
459.715 1. The repository for information concerning hazardous materials in Nevada is hereby created within the division.
2. The commission [established by the governor pursuant to Public Law 99-499] shall coordinate the collection of information for the repository and may adopt regulations for that purpose which are consistent with all applicable laws and with any regulations adopted by the director regarding the management and operation of the repository.
3. Every state and local governmental agency concerned with the generation, transportation, shipment, storage or disposal of hazardous materials shall submit to the division pursuant to the regulations of the department and the commission such information it collects regarding hazardous materials as required by the commission.
4. The division shall collect, maintain and arrange all information submitted to it concerning hazardous materials.
5. The division may, in a manner consistent with applicable laws and regulations:
(a) Disseminate any information which is contained in the repository to any other governmental agency concerned with the storage, packaging, disposal or transportation of hazardous materials; and
(b) Enter into cooperative agreements with federal and state repositories to facilitate exchanges of such information.
Sec. 8. NRS 459.735 is hereby amended to read as follows:
459.735 1. The contingency fund for hazardous materials is hereby created as a trust fund.
κ1991 Statutes of Nevada, Page 1111 (CHAPTER 417, SB 462)κ
2. The commission [established by the governor pursuant to Public Law 99-499] shall administer the contingency fund for hazardous materials, and the money in the fund may be expended only for:
(a) Carrying out the provisions of NRS 459.735 to 459.770, inclusive [;] , and sections 2 to 5, inclusive, of this act;
(b) Carrying out the provisions of Public Law 99-499;
(c) Maintaining and supporting the operations of the commission and local emergency planning committees;
(d) Training and equipping state and local personnel to respond to accidents and incidents involving hazardous materials; and
[(d)] (e) Operation of training programs and a training center for handling emergencies relating to hazardous materials and related fires pursuant to NRS 477.045.
3. All money received by the commission from any source must be deposited with the state treasurer to the credit of the contingency fund for hazardous materials. The state controller shall transfer from the fund to the operating account of the state fire marshal such money collected pursuant to chapter 477 of NRS as is authorized for expenditure in the budget of the state fire marshal for use pursuant to paragraph (e) of subsection 2. The interest and income earned on the money in the contingency fund, after deducting any applicable charges, must be credited to the account.
4. All claims against the contingency fund for hazardous materials must be paid as other claims against the state are paid.
Sec. 9. NRS 459.740 is hereby amended to read as follows:
459.740 The commission [established by the governor pursuant to Public Law 99-499] may:
1. Adopt regulations for the purpose of enforcing its responsibilities pursuant to Public Law 99-499.
2. Accept gifts and grants of money and other revenues for the purpose of enforcing its responsibilities pursuant to Public Law 99-499.
Sec. 10. NRS 459.775 is hereby amended to read as follows:
459.775 Any person who:
1. Transports a hazardous material in a motor vehicle without a valid permit;
2. Transports a hazardous material in a motor vehicle that has not been inspected pursuant to the regulations of the department;
3. Fails to carry the permit or a copy of the permit in the drivers compartment of the motor vehicle;
4. Transports a hazardous material in a motor vehicle under an expired permit; [or]
5. Violates any of the terms or conditions of a permit issued by the division [,] ; or
6. Fails to pay when due any fee established pursuant to section 4 or 5 of this act,
is guilty of a misdemeanor.
________
κ1991 Statutes of Nevada, Page 1112κ
Senate Bill No. 525Committee on Finance
CHAPTER 418
AN ACT relating to racing; establishing the account for racing and pari-mutuel wagering; allowing the Nevada racing commission to award grants to certain licensees for capital improvements to racing facilities, purses for racing or promotion of such facilities; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 466.080 is hereby amended to read as follows:
466.080 1. The racing commission fund is created as a special revenue fund, from which the commission may pay, within the limits of legislative authorization, its expenses for the administration of this chapter.
2. The account for racing and pari-mutuel wagering is hereby created within the state general fund. The commission shall administer the account.
3. The commission shall distribute the proceeds of the taxes collected pursuant to NRS 466.120 and subsection 1 of NRS 466.125 in the following order of priority:
(a) One percent of all pari-mutuel money handled on greyhound races, and on horse races which are not conducted by a state fair association, agricultural society, county fair and recreation board or other association to which state or county aid is given, to the city in which the races are conducted or, if the races are conducted outside any city, to the county in which they are conducted.
(b) The amount authorized by the legislature, less any amount deposited pursuant to subsection [3,] 4, to the racing commission fund.
(c) Not more than 1 percent of all pari-mutuel money handled on greyhound races, and on horse races which are not conducted by a state fair association, agricultural society, county fair and recreation board or other association to which state or county aid is given, to the account for racing and pari-mutuel wagering.
(d) The remainder to the state general fund.
[3.] 4. The commission shall deposit with the state treasurer for credit to the racing commission fund an amount of the proceeds of the tax imposed by subsection 2 of NRS 466.125, not to exceed the amount authorized for the expenditures of the commission by the legislature, which equals its costs apportioned to the race tracks and pay the remainder to each county agricultural association in proportion to the amount of taxes paid to the commission by each association.
5. A licensee who has paid the taxes required by subsection 1 of NRS 466.125 may apply to the commission to receive a grant from the account for racing and pari-mutuel wagering. The commission, in its discretion, may approve a grant to the licensee for the exclusive use of providing capitol improvements to the racing facility of the licensee, a purse for racing or promotion of the facility, in proportion to the amount of taxes paid to the commission by the licensee. The commission may not approve a grant if sufficient money is not available to pay the commissions expenses for the administration of this chapter.
κ1991 Statutes of Nevada, Page 1113 (CHAPTER 418, SB 525)κ
sufficient money is not available to pay the commissions expenses for the administration of this chapter.
________
Senate Bill No. 445Committee on Commerce and Labor
CHAPTER 419
AN ACT relating to insurance; authorizing the establishment of a prepaid limited health service organization which provides a limited health service; requiring the commissioner of insurance to adopt regulations governing such organizations; providing a penalty; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Title 57 of NRS is hereby amended by adding thereto a new chapter to consist of the provisions set forth as sections 2 to 34, inclusive, of this act.
Sec. 2. As used in this chapter, unless the context otherwise requires, the words and terms defined in sections 3 to 8, inclusive, of this act, have the meanings ascribed to them in those sections.
Sec. 3. Enrollee means a person, including his dependents, who is entitled to a limited health service pursuant to a contract with a person authorized to provide or arrange for that service pursuant to this chapter.
Sec. 4. Evidence of coverage means any certificate, agreement or contract issued to an enrollee which sets forth the coverage he is entitled to receive.
Sec. 5. 1. Limited health service means:
(a) Dental, optometric, pharmaceutical or podiatric care;
(b) Treatment relating to mental health or the abuse of drugs or alcohol; or
(c) Such other care or treatment as may be determined by the commissioner to be a limited health service.
2. The terms does not include any hospital, medical, surgical or emergency service except as that service is provided incidentally to a limited health service described in subsection 1.
Sec. 6. 1. Prepaid limited health service organization means any person who, in return for a prepayment, agrees to provide or arrange for the provision of one or more limited health services to enrollees.
2. The term does not include:
(a) A person otherwise authorized pursuant to the laws of this state to provide a limited health service on a prepayment basis or any other basis or to indemnify for any limited health service;
(b) A person who complies with the requirements of section 12 of this act; or
(c) A provider who provides or arranges for the provision of a limited health service pursuant to a contract with a prepaid limited health service organization or person described in paragraph (a) or (b).
κ1991 Statutes of Nevada, Page 1114 (CHAPTER 419, SB 445)κ
Sec. 7. Provider means any physician, dentist or any other person who is licensed or otherwise authorized in this state to provide a limited health service.
Sec. 8. Subscriber means a person whose employment or other status, except for family dependency, is the basis for his entitlement to receive a limited health service pursuant to a contract with a person authorized to provide or arrange for that service pursuant to this chapter.
Sec. 8.3. Except as otherwise provided in this chapter or in specific provisions of this Title, the provisions of this Title are not applicable to any prepaid limited health service organization granted a certificate of authority pursuant to this chapter. This section does not apply to an insurer licensed and regulated pursuant to this Title except with respect to its activities as a prepaid limited health service organization authorized and regulated pursuant to this chapter.
Sec. 9. A person shall not operate a prepaid limited health service organization in this state unless he has been issued a certificate of authority by the commissioner pursuant to this chapter.
Sec. 10. An application for a certificate of authority to operate a prepaid limited health service organization must be filed with the commissioner on a form prescribed by him. The application must be verified by an officer or authorized representative of the applicant and include:
1. A copy of the applicants basic organizational document, including any articles of incorporation, articles of association, partnership agreement, trust agreement or any other applicable document or amendment thereto.
2. A copy of the bylaws, rules and regulations or similar documents, if any, which regulate the conduct of the internal affairs of the applicant.
3. A list of the names, addresses, official positions and biographical information of the persons responsible for conducting the applicants affairs, including, but not limited to:
(a) The members of the board of directors;
(b) The members of the board of trustees;
(c) The members of the executive committee or other governing board or committee;
(d) The principal officers;
(e) Any person owning or having the right to acquire 10 percent or more of the voting securities of the applicant; and
(f) If the applicant is a partnership or association, the partners or members of that partnership or association.
4. A statement generally describing the applicant, its facilities, employees and the limited health service or services to be offered.
5. A copy of any contract made or to be made between the applicant and any provider concerning the provision of a limited health service to enrollees.
6. A copy of any contract made, or to be made between the applicant and any person described in subsection 3 of this section.
7. A copy of any contract made or to be made between the applicant and any person for the performance on the applicants behalf of any functions, including, but not limited to, marketing, administration, enrollment, management of investments and subcontracting for the provision of a limited health service to enrollees.
κ1991 Statutes of Nevada, Page 1115 (CHAPTER 419, SB 445)κ
8. A copy of the form of any group contract which is to be issued to employers, unions, trustees or other organizations.
9. A copy of any form for evidence of coverage to be issued to subscribers.
10. A copy of the applicants most recent financial statements which have been audited by an independent certified public accountant. If the financial affairs of the parent company of the applicant are audited by an independent certified public accountant and the financial affairs of the applicant are not audited, the applicant must submit a copy of the most recently audited financial statement of the parent company which was certified by an independent certified public accountant and the consolidating financial statements of the applicant, unless the commissioner determines that additional or more recent financial information is required.
11. A copy of the applicants financial plan, including a 3-year projection of the anticipated operating results, a statement of the sources of working capital and any other sources of funding and any plan for contingencies.
12. A schedule of the rates and charges for the limited health service.
13. A description of the proposed method of marketing.
14. A statement acknowledging that any process in any legal action or proceeding against the applicant on a cause of action arising in this state is valid if lawfully served.
15. A description of the procedure for the resolution of complaints submitted by enrollees concerning the limited health service provided by the prepaid limited health service organization.
16. A description of the procedures to be established for quality assessment and utilization review.
17. A description of the applicants plan to comply with the provisions of section 25 of this act.
18. The fee for filing an application for a certificate of authority.
19. Such other information as the commissioner may require to make the determination required by this chapter.
Sec. 11. 1. The commissioner shall review each application and notify the applicant of any deficiency contained in the application.
2. The commissioner shall issue a certificate of authority to an applicant if:
(a) The applicant has complied with the requirements set forth in section 10 of this act;
(b) The persons responsible for conducting the applicants affairs are competent, trustworthy and possess good reputations, and have the appropriate experience, training or education;
(c) The applicant is financially responsible and may reasonably be expected to carry out its obligations to enrollees and prospective enrollees; and
(d) The agreements with providers for the limited health service include the provisions required by section 23 of this act.
3. The commissioner may, when determining whether an applicant complies with the requirements of paragraph (c) of subsection 2, consider:
(a) The financial soundness of the applicants arrangements for the provision of a limited health service and the schedule of rates, deductibles, copayments and other charges used in connection therewith;
κ1991 Statutes of Nevada, Page 1116 (CHAPTER 419, SB 445)κ
(b) The adequacy of working capital, any other sources of funding and any provisions for contingencies;
(c) Any agreement for paying the cost of a limited health service or for alternative coverage if the prepaid limited health service organization becomes insolvent; and
(d) The applicants manner of compliance with the requirements of section 25 of this act.
Sec. 12. Any person who is licensed as an insurer pursuant to chapter 680A of NRS or issued a certificate of authority pursuant to chapter 695A, 695B or 695C of NRS may submit an application to the commissioner for a certificate of authority to provide a limited health service in this state. The application must include the information requested by subsections 4, 5, 7, 8, 10, 11, 12 and 15 of section 10 of this act and any subsequent material changes or additions thereto.
Sec. 13. 1. If the commissioner denies an application for a certificate of authority of a person who files an application pursuant to section 11 or 12 of this act, he shall send a written notice to the applicant. The notice must include the reason for the denial of the certificate.
2. The applicant may, within 30 days after it receives the notice, submit to the commissioner a written request for a hearing on the matter. The commissioner shall hold a hearing within 30 days after he receives the request.
3. The hearing must be held in the manner set forth in NRS 679B.310 to 679B.370, inclusive. The decision of the commissioner is a final decision for the purpose of judicial review.
Sec. 14. 1. A prepaid limited health service organization shall file with the commissioner a notice of any change in the rates, charges, benefits or any material change of any matter or document furnished pursuant to section 10. The organization shall submit any proof necessary to justify the change. No such change is effective unless it is approved by the commissioner. If the commissioner does not disapprove of the change within 60 days after the notice is filed, the change shall be deemed approved.
2. If a prepaid limited health service organization wishes to add a limited health service, it shall submit:
(a) An application to the commissioner;
(b) The information required by section 10 of this act, if the information is different from the information filed with the prepaid limited health service organizations application; and
(c) Proof of compliance with sections 23, 25 and 30 of this act.
3. If the commissioner does not deny the application within 60 days after it is filed, the application shall be deemed approved.
4. If the application is denied, the commissioner shall send a written notice to the prepaid limited health service organization. The notice must include the reason for the denial. The prepaid limited health service organization may request a hearing in the manner set forth in section 13 of this act.
Sec. 15. 1. A prepaid limited health service organization shall issue evidence of coverage to each subscriber. Each evidence of coverage must contain a clear and complete statement of:
(a) The limited health service which the enrollee is entitled to receive;
κ1991 Statutes of Nevada, Page 1117 (CHAPTER 419, SB 445)κ
(b) Any limitation of that service, type of service or benefits to be provided, and exclusions, including any deductible, copayment or other charges;
(c) Where and in what manner information is available concerning the location of and manner in which the limited health service may be obtained; and
(d) The method established for the resolution of complaints submitted by enrollees concerning the provision of the limited health service.
2. A prepaid limited health service organization may provide to a subscriber any amendment to the evidence of coverage in a separate document.
Sec. 16. The rates and charges for a limited health service must be reasonable. The commissioner may request information from the prepaid limited health service organization to determine the reasonableness of those rates and charges.
Sec. 17. 1. The provision of limited health services by a prepaid limited health service organization or any other person pursuant to this chapter shall not be deemed to be the practice of medicine or any other healing arts.
2. The solicitation by a prepaid limited health service organization to arrange for or provide a limited health service in accordance with this chapter does not violate any statutory provision relating to solicitation or advertising by a practitioner of a healing art.
Sec. 18. Notwithstanding any other provision of this Title, any person who is licensed as an insurer pursuant to chapter 680A of NRS or issued a certificate of authority pursuant to chapter 695A, 695B or 695C of NRS may exclude, in any contract or policy issued to a group, any coverage which would duplicate the coverage of a limited health service, whether for services, supplies or reimbursement, to the extent that the coverage or service is provided in accordance with this chapter pursuant to a contract or policy issued to the same group or to a part of that group by a prepaid limited health service organization or a person who is licensed as an insurer pursuant to chapter 680A of NRS or issued a certificate of authority pursuant to chapter 695A, 695B or 695C of NRS.
Sec. 19. 1. Each prepaid limited health service organization shall establish a system for the resolution of written complaints submitted by enrollees and providers.
2. The provisions of subsection 1 do not prohibit an enrollee or provider from filing a complaint with the commissioner or limit the commissioners authority to investigate such a complaint.
Sec. 20. 1. The commissioner may examine the affairs of any prepaid limited health service organization as often as is reasonably necessary to protect the interests of the residents of this state, but not less frequently than once every 2 years.
2. A prepaid limited health service organization shall make its books and records available for examination and cooperate with the commissioner to facilitate the examination.
3. In lieu of such an examination, the commissioner may accept the report of an examination conducted by the commissioner of insurance of another state.
κ1991 Statutes of Nevada, Page 1118 (CHAPTER 419, SB 445)κ
4. The reasonable expenses of an examination conducted pursuant to this section must be charged to the organization being examined and remitted to the commissioner.
Sec. 21. The money of the prepaid limited health service organization must be invested in accordance with the guidelines established by the National Association of Insurance Commissioners for investments by health maintenance organizations.
Sec. 22. A person shall not apply, procure, negotiate or place for another person any policy or contract of a prepaid limited health service organization unless he holds a license issued pursuant to chapter 683A of NRS.
Sec. 23. Each contract between a prepaid limited health service organization and a provider or other person subcontracting for the provision of a limited health service to enrollees on a prepayment basis or any other basis must contain the following terms and conditions:
1. If the prepaid limited health service organization fails to pay for a limited health service for any reason, including, but not limited to, insolvency or breach of this contract, the enrollees are not liable to the provider for any money owed to the provider pursuant to this contract.
2. A provider, agent, trustee or assignee thereof may not maintain an action at law or attempt to collect from an enrollee any money which the prepaid limited health service organization owes to the provider.
3. These provisions do not prohibit the collection of any uncovered charges which an enrollee agreed to pay or the collection of any copayment from an enrollee.
4. These provisions survive the termination of this contract, regardless of the reason for the termination.
5. The termination of this contract does not release the provider from its obligation to complete any procedure on an enrollee who is receiving treatment for a specific condition for a period not to exceed 60 days, at the same schedule of copayment or any other applicable charge in effect when this contract is terminated.
6. Any amendment to the provisions of this contract must be submitted to the commissioner for approval before the amendment is effective.
Sec. 24. 1. A prepaid limited health service organization shall set aside a reserve equal to 3 percent of the premiums collected from its enrollees in an amount not to exceed $500,000. The reserve is in addition to the bond or deposit filed with the commissioner.
2. The reserve:
(a) Must be deposited in a trust account in a federally insured financial institution located in this state. The income earned on money in the account must be paid to the organization and used for its operations.
(b) Is in addition to the reserve established by the organization according to good business and accounting practices for incurred but unreported claims and other similar claims.
Sec. 25. Each prepaid limited health service organization which receives a certificate of authority shall maintain a:
1. Capital account with a net worth of not less than $200,000 unless a lesser amount is permitted in writing by the commissioner. The account must not be obligated for any accrued liabilities and must consist of cash, securities or a combination thereof which is acceptable to the commissioner; and
κ1991 Statutes of Nevada, Page 1119 (CHAPTER 419, SB 445)κ
not be obligated for any accrued liabilities and must consist of cash, securities or a combination thereof which is acceptable to the commissioner; and
2. Surety bond or deposit of cash or securities for the protection of enrollees of not less than $250,000.
Sec. 26. 1. A prepaid limited health service organization shall maintain in force a fidelity bond in its own name on its officers and employees in an amount not less than $1,000,000 or in any other amount prescribed by the commissioner.
2. Except as otherwise provided in subsection 3, the bond must be issued by an insurer licensed to do business in this state.
3. If the fidelity bond is not available from an insurer licensed to do business in this state, a prepaid limited health service organization may procure a fidelity bond from a surplus lines broker licensed pursuant to chapter 685A of NRS.
4. In lieu of the bond required pursuant to subsection 1, a prepaid limited health service organization may deposit with the commissioner cash, securities or other investments described in section 21 of this act. The deposit must be maintained in joint custody with the commissioner in the amount and subject to the same conditions required for a bond pursuant to this subsection.
Sec. 27. 1. Each prepaid limited health service organization shall file with the commissioner annually, on or before March 1, a report concerning the preceding calendar year. The report must be verified by at least two principal officers of the organization.
2. The report must be on a form prescribed by the commissioner and include:
(a) A financial statement of the organization, including its balance sheet, income statement and statement of changes in its financial position for the preceding year and certified by an independent public accountant or a consolidated audited financial statement of its parent company certified by an independent public accountant, and the consolidating financial statements of the prepaid limited health service organization;
(b) The number of subscribers at the beginning and the end of the year and the number of enrollments terminated during the year; and
(c) Such other information as the commissioner may prescribe.
3. The commissioner may require more frequent reports containing such information as is necessary to enable him to carry out his duties pursuant to this chapter.
4. The commissioner may:
(a) Assess a fine of not more than $100 per day for each day a report required pursuant to this section is not filed after the report is due, but the fine must not exceed $3,000; and
(b) Suspend the organizations certificate of authority until the organization files the report.
Sec. 28. 1. The commissioner may suspend or revoke the certificate of authority of a prepaid limited health service organization issued pursuant to this chapter if he determines that:
(a) The prepaid limited health service organization is operating substantially in violation of its basic organizational document or in a manner contrary to the manner described in and reasonably inferred from any other information submitted pursuant to section 10 of this act unless any amendment to its basic organization document or other information has been filed with and approved by the commissioner;
κ1991 Statutes of Nevada, Page 1120 (CHAPTER 419, SB 445)κ
to the manner described in and reasonably inferred from any other information submitted pursuant to section 10 of this act unless any amendment to its basic organization document or other information has been filed with and approved by the commissioner;
(b) The prepaid limited health service organization issued an evidence of coverage or used rates or charges which do not comply with the requirements of sections 15 and 16 of this act;
(c) The prepaid limited health service organization is not able to carry out its obligations to provide its limited health service;
(d) The prepaid limited health service organization is not financially responsible and may reasonably be expected to be unable to carry out its obligations to enrollees or prospective enrollees;
(e) The capital of the prepaid limited health service organization is less than the amount required by section 25 of this act or the organization has failed to correct any deficiency concerning its capital as required by the commissioner;
(f) The prepaid limited health service organization has failed to establish and maintain in a reasonable manner the complaint system required by section 19 of this act;
(g) The continued operation of the prepaid limited health service organization would be hazardous to its enrollees; or
(h) The prepaid limited health service organization has failed to comply with any other provision of this chapter.
2. If the commissioner has cause to believe that grounds for the suspension or revocation of a certificate of authority of a prepaid limited health service organization exist, he shall send written notice to the organization. The notice must include the reason for the suspension or revocation and a time not more than 30 days thereafter for a hearing on the matter. The hearing must be held in the manner set forth in section 13 of this act.
3. If the certificate of authority of a prepaid limited health service organization is revoked, the organization shall proceed, immediately following the effective date of the order of revocation, to wind up its affairs. The organization shall not:
(a) Conduct any further business unless it is essential for the orderly conclusion of its affairs; and
(b) Engage in any further advertising or solicitation.
4. The commissioner may, by written order, permit such further operation of the organization as he considers necessary to enable the enrollees to obtain limited health services from another organization or provider.
Sec. 29. If the commissioner, after a hearing held pursuant to section 13 of this act, finds that a prepaid limited health service organization or other person subject to this chapter has violated a provision of this chapter, he may:
1. Issue and cause to be served upon the organization or any other person charged with a violation of this chapter, a copy of his findings and an order directing the organization or person to cease and desist from engaging in the act or practice which constitutes the violation; and
2. Impose a fine of not more than $1,000 for each violation, not to exceed a total amount of $10,000.
κ1991 Statutes of Nevada, Page 1121 (CHAPTER 419, SB 445)κ
Sec. 30. Each prepaid limited health service organization shall pay to the commissioner the following fees:
For filing an application for a certificate of authority................ $500
For issuance of a certificate of authority...................................... 250
For the renewal of a certificate of authority................................. 250
For filing a material change or addition of a limited health service 100
For filing an annual report............................................................... 25
For filing periodic reports required by the commissioner............ 25
Sec. 31. 1. Any information relating to the diagnosis, treatment or health of any enrollee obtained from the enrollee or from any provider by a prepaid limited health service organization and any contract with a provider submitted pursuant to the requirements of this chapter must not be disclosed to any person except:
(a) To the extent that it is necessary to carry out the provisions of this chapter;
(b) Upon the written consent of the enrollee or applicant, provider or prepaid limited health service organization, as appropriate;
(c) Pursuant to a specific statute or court order for the production of evidence or the discovery thereof; or
(d) For a claim or legal action if that data or information is relevant.
2. A prepaid limited health service organization may claim any privilege against disclosure which the provider who furnished the information relating to the diagnosis, treatment or health of an enrollee or applicant to the organization is entitled to claim.
Sec. 32. At the time of filing the annual report pursuant to section 27 of this act the prepaid limited health service organization shall forward to the commissioner the tax and any penalty for nonpayment or delinquent payment of the tax in accordance with the provisions of chapter 680B of NRS.
Sec. 33. The commissioner shall adopt regulations to carry out the provisions of this chapter.
Sec. 34. Prepaid limited health service organizations are subject to the provisions of this chapter and to the following provisions of this Title, to the extent reasonably applicable:
1. NRS 687B.310 to 687B.390, inclusive, concerning cancellation and nonrenewal of policies.
2. NRS 687B.122 to 687B.128, inclusive, concerning readability of policies.
3. The requirements of NRS 679B.152.
4. The fees imposed pursuant to NRS 449.465.
5. NRS 686A.010 to 686A.310, inclusive, concerning trade practices and frauds.
6. The assessment imposed pursuant to subsection 3 of NRS 679B.158.
Sec. 35. This act becomes effective on July 1, 1991, for the purposes of adopting regulations to carry out the provisions of this act and on January 1, 1992, for all other purposes.
________
κ1991 Statutes of Nevada, Page 1122κ
Senate Bill No. 355Senator Townsend
CHAPTER 420
AN ACT relating to taxation; extending the exemption from the real property transfer tax to any transfer of title to or from any trust if the transfer is made without consideration; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 375.090 is hereby amended to read as follows:
375.090 The tax imposed by NRS 375.020 does not apply to:
1. Any transaction wherein an interest in real property is encumbered for the purposes of securing a debt.
2. A transfer of title to or from the United States, any territory or state or any agency, department, instrumentality or political subdivision thereof.
3. A transfer of title recognizing the true status of ownership of the real property.
4. A transfer of title without consideration from one joint tenant or tenant in common to one or more remaining joint tenants or tenants in common.
5. A transfer of title to community property without consideration when held in the name of one spouse to both spouses as joint tenants or tenants in common, or as community property.
6. A transfer of title between spouses, including gifts.
7. A transfer of title between spouses to effect a property settlement agreement or between former spouses in compliance with a decree of divorce.
8. A transfer of title [by spouses without consideration to an inter vivos trust.] to or from a trust, if the transfer is made without consideration.
9. Transfers, assignments or conveyances of unpatented mines or mining claims.
10. A transfer, assignment or other conveyance of real property to a corporation or other business organization if the person conveying the property owns 100 percent of the corporation or organization to which the conveyance is made.
11. A transfer, assignment or other conveyance of real property if the owner of the property is related to the person to whom it is conveyed within the first degree of consanguinity.
12. The making, delivery or filing of conveyances of real property to make effective any plan of reorganization or adjustment:
(a) Confirmed under the Bankruptcy Act, as amended, Title 11 of U.S.C.;
(b) Approved in an equity receivership proceeding involving a railroad as defined in the Bankruptcy Act;
(c) Approved in an equity receivership proceeding involving a corporation, as defined in the Bankruptcy Act; or
(d) Whereby a mere change in identity, form or place of organization is effected, such as a transfer between a corporation and its parent corporation, a subsidiary or an affiliated corporation, if the making, delivery or filing of instruments of transfer or conveyance occurs within 5 years after the date of the confirmation, approval or change.
κ1991 Statutes of Nevada, Page 1123 (CHAPTER 420, SB 355)κ
if the making, delivery or filing of instruments of transfer or conveyance occurs within 5 years after the date of the confirmation, approval or change.
13. The making or delivery of conveyances of real property to make effective any order of the Securities and Exchange Commission if:
(a) The order of the Securities and Exchange Commission in obedience to which the transfer or conveyance is made recites that the transfer or conveyance is necessary or appropriate to effectuate the provisions of section 11 of the Public Utility Holding Company Act of 1935, 15 U.S.C. § 79k;
(b) The order specifies and itemizes the property which is ordered to be transferred or conveyed; and
(c) The transfer or conveyance is made in obedience to the order.
________
Senate Bill No. 267Committee on Commerce and Labor
CHAPTER 421
AN ACT relating to automated tellers; providing requirements for the location and lighting of automated tellers and for warnings to customers who use them at night; providing that compliance with these requirements is evidence that operator has provided adequate measures for the safety of his customer; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 660 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 14, inclusive, of this act.
Sec. 2. As used in sections 2 to 14, inclusive, of this act, unless the context otherwise requires, the words and terms defined in sections 3 to 9, inclusive, of this act have the meanings ascribed to them in those sections.
Sec. 3. Area of access means a paved walkway or sidewalk which is within 50 feet of an automated teller, except a publicly maintained road or a sidewalk as defined in NRS 484.171.
Sec. 4. Automated teller means any electronic device which accepts or dispenses cash in connection with an account maintained in a financial institution or with another business. The term does not include a device used solely to guarantee the payment of a check or to authorize or verify the issuance of a check, or used in connection with the acceptance or dispensing of cash by one natural person to another.
Sec. 5. A person has control of an area of access or a defined parking area if he has the present authority to determine how, when, and by whom it is to be used and how it is to be maintained, lit and landscaped.
Sec. 6. Customer means a natural person to whom a device for access has been issued for personal, family or household use.
Sec. 7. 1. Defined parking area means that portion of any parking area open for customer parking which is:
(a) Contiguous to an area of access to an automated teller;
κ1991 Statutes of Nevada, Page 1124 (CHAPTER 421, SB 267)κ
(b) Regularly, principally and lawfully used for parking by users of the automated teller while using it between a half hour after sunset and a half hour before sunrise; and
(c) Owned or leased by the operator of the automated teller or owned or controlled by the party leasing the site of the automated teller to the operator.
2. The term does not include any parking area while it is not open or regularly used for parking by users of the automated teller who are using it between a half hour after sunset and a half hour before sunrise.
3. A parking area is not open if it is physically closed to access or if conspicuous signs indicate that it is closed.
4. If a parking area that has more than one level would otherwise be a defined parking area, only the single level deemed by the operator of the automated teller to be the most directly accessible to the users of the automated teller is a defined parking area pursuant to the provisions of sections 2 to 14, inclusive, of this act.
Sec. 8. Device for access means a card, code or other means of access to a customers account, or any combination of these, which may be used to accomplish the deposit or withdrawal of cash.
Sec. 9. Operator means a financial institution or other person who operates an automated teller.
Sec. 10. 1. The operator of an automated teller shall adopt a procedure for evaluating the safety of its location before it is installed. The procedure must include the consideration of:
(a) The extent to which the lighting for the automated teller complies with the standards required by section 11 of this act;
(b) The presence of landscaping, vegetation or other obstructions in the area of the automated teller, the area of access and the defined parking area; and
(c) The incidence of crimes of violence in the immediate neighborhood of the automated teller, both those included in the records of the local law enforcement agency and any others of which the operator has knowledge.
2. Sections 2 to 14, inclusive, of this act do not impose a duty to relocate or modify an automated teller installed before October 1, 1991.
Sec. 11. 1. The operator of an automated teller shall provide illumination from a half hour after sunset until a half hour before sunrise of at least 10 foot-candles, measured 3 feet above ground level, at the face of the automated teller and extending outward at least 5 feet in each unobstructed direction.
2. The operator of an automated teller, if he controls the area of access or the defined parking area, or the lessor or other person who controls each of these areas, shall provide illumination from a half hour after sunset until a half hour before sunrise of at least 2 foot-candles, measured 3 feet above ground level, within 50 feet in all unobstructed directions from the face of the automated teller and in that portion of the defined parking area which is within 60 feet from the automated teller.
3. If an automated teller is located within 10 feet of the corner of a building and the automated teller is generally accessible from the adjacent side of the building, the illumination must be at least 2 foot-candles, measured 3 feet above ground level, along the first 40 unobstructed feet of the adjacent side of the building.
κ1991 Statutes of Nevada, Page 1125 (CHAPTER 421, SB 267)κ
Sec. 12. 1. Each issuer of a device for access to an automated teller shall deliver personally or by mail to each customer, except as otherwise provided in this section, whose mailing address for the account to which the device relates is in this state, a notice of basic precautions to be taken by the customer. Only one notice need be furnished per household, and if devices for access are furnished to more than one customer for a single account or set of accounts or on the basis of a single application or other request for the devices, a single notice may be furnished in satisfaction of the requirements of this section as to all those customers. The information may be included with other disclosures related to the device furnished to the customer, such as an initial or periodic disclosure furnished pursuant to federal law.
2. The notice required by this section is sufficient if the customer is advised to:
(a) Be aware of his surroundings, particularly later than a half hour after sunset;
(b) Consider having someone accompany him when the automated teller is used later than a half hour after sunset;
(c) Refrain from displaying his cash, pocket the cash as soon as the transaction is completed and count the cash later in the safety of his car or home;
(d) Consider using another automated teller, or coming back later, if he notices anything suspicious;
(e) Consider canceling the transaction, pocketing the device for access and leaving if he notices anything suspicious while transacting business at the automated teller; and
(f) Report all crimes to the operator of the automated teller and to local law enforcement officials immediately.
Sec. 13. The provisions of sections 2 to 14, inclusive, of this act do not apply with respect to any automated teller:
1. Located inside of a building:
(a) Unless the building exists for the sole purpose of providing an enclosure for the automated teller; or
(b) Except to the extent a transaction can be conducted from outside the building.
2. Located in any area, including a building, which is not controlled by the operator.
Sec. 14. 1. Sections 2 to 14, inclusive, of this act supersede and preempt all codes, ordinances or regulations of counties, cities, towns and local agencies regarding the safety of customers at automated tellers located in this state.
2. Substantial compliance with those sections is conclusive evidence that the operator of an automated teller has provided adequate measures for the safety of his customers.
Sec. 15. 1. If an automated teller was installed before October 1, 1991:
(a) The operator shall comply with section 10 of this act on October 1, 1991.
(b) The operator, and any other person who controls any part of the area for access or the defined and parking area, shall comply with section 11 of this act on or before July 1, 1993.
κ1991 Statutes of Nevada, Page 1126 (CHAPTER 421, SB 267)κ
2. If a device for access was issued before October 1, 1991, and the customer to whom it was issued:
(a) Requested and received, or signed, or used, or authorized another to use, the device to transfer money between accounts or obtain money, property, labor or services;
(b) Requested validation of a device issued without request; or
(c) Received a device issued in renewal of, or in substitution for, a device previously accepted, whether that device was issued by the most recent issuer or a predecessor,
the most recent issuer shall comply with section 12 of this act on or before December 31, 1991.
________
Senate Bill No. 251Committee on Commerce and Labor
CHAPTER 422
AN ACT relating to traditional Oriental medicine; removing the references to traditional Oriental medicine; abolishing the licensing category of doctor of herbal medicine; requiring the reimbursement of an insured for acupuncture performed by a person licensed to practice acupuncture or Oriental medicine under certain circumstances; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 629.031 is hereby amended to read as follows:
629.031 Provider of health care means a physician licensed under chapter 630, 630A or 633 of NRS, dentist, licensed nurse, dispensing optician, optometrist, registered physical therapist, podiatrist, licensed psychologist, licensed marriage and family therapist, chiropractor, doctor of [traditional] Oriental medicine in any form, medical laboratory director or technician, pharmacist or a licensed hospital as the employer of any such person.
Sec. 2. NRS 630A.090 is hereby amended to read as follows:
630A.090 1. This chapter does not apply to:
(a) The practice of dentistry, chiropractic, [traditional] Oriental medicine, podiatry, optometry, faith or Christian Science healing, nursing, veterinary medicine or [hearing aid fitting.] fitting hearing aids.
(b) A medical officer of the armed services or a medical officer of any division or department of the United States in the discharge of his official duties.
(c) Licensed nurses in the discharge of their duties as nurses.
(d) Homeopathic physicians who are called into this state, other than on a regular basis, for consultation or assistance to any physician licensed in this state, and who are legally qualified to practice in the state or country where they reside.
κ1991 Statutes of Nevada, Page 1127 (CHAPTER 422, SB 251)κ
2. This chapter does not repeal or affect any statute of Nevada regulating or affecting any other healing art.
3. This chapter does not prohibit:
(a) Gratuitous services of a person in case of emergency.
(b) The domestic administration of family remedies.
4. [Nothing in this chapter shall be construed as authorizing] This chapter does not authorize a homeopathic physician to practice medicine, including allopathic medicine, except as provided in NRS 630A.040.
Sec. 3. NRS 634A.010 is hereby amended to read as follows:
634A.010 The practice of [traditional] Oriental medicine and any branch thereof is hereby declared to be a learned profession, affecting public safety and welfare and charged with the public interest, and therefore subject to protection and regulation by the state.
Sec. 4. NRS 634A.020 is hereby amended to read as follows:
634A.020 As used in this chapter, unless the context otherwise requires:
1. Acupuncture means the insertion of needles into the human body by piercing the skin of the body to control and regulate the flow and balance of energy in the body and to cure, relieve or palliate:
(a) Any ailment or disease of the mind or body; or
(b) Any wound, bodily injury or deformity.
2. Board means the state board of Oriental medicine.
3. Doctor of acupuncture means a person [who is] licensed under the provisions of this chapter to practice [the art of healing known as acupuncture.
4. Doctor of herbal medicine means a person who is licensed under the provisions of this chapter to practice the art of healing known as herbal medicine.
5.] acupuncture.
4. Doctor of [traditional] Oriental medicine means a person who is licensed under the provisions of this chapter to practice [the art of healing through traditional] Oriental medicine.
[6.] 5. Herbal medicine and practice of herbal medicine mean suggesting, recommending, prescribing or directing the use of herbs for the cure, relief or palliation of any ailment or disease of the mind or body, or for the cure or relief of any wound, bodily injury or deformity.
[7.] 6. Herbs means plants or parts of plants valued for medicinal qualities.
[8.] 7. Licensed assistant in acupuncture means a person who assists in the practice of acupuncture under the direct supervision of a person licensed under the provisions of this chapter to practice [traditional] Oriental medicine or acupuncture.
[9. Traditional]
8. Oriental medicine means that system of the healing art which places the chief emphasis on the flow and balance of energy in the body mechanism as being the most important single factor in maintaining the well-being of the organism in health and disease. The term includes the practice of acupuncture and herbal medicine [.] and other services approved by the board.
Sec. 5. NRS 634A.070 is hereby amended to read as follows:
634A.070 The board may:
κ1991 Statutes of Nevada, Page 1128 (CHAPTER 422, SB 251)κ
1. Employ attorneys, investigators and other professional consultants and clerical personnel necessary to discharge its duties. [For the purpose of conducting] To conduct its examinations, the board may call to its aid persons of established reputation and known ability in [traditional] Oriental medicine.
2. Maintain offices in as many localities in the state as it finds necessary to carry out the provisions of this chapter.
3. Adopt regulations not inconsistent with the provisions of this chapter. The regulations may include a code of ethics regulating the professional conduct of licensees.
4. Compel the attendance of witnesses and the production of evidence by subpena.
Sec. 6. NRS 634A.090 is hereby amended to read as follows:
634A.090 1. A school or college of [traditional] Oriental medicine may be established and maintained in this state only if:
(a) Its establishment is approved by the board [.] ; and
(b) Its curriculum is approved annually by the board for content and quality of instruction in accordance with the requirements of this chapter.
2. The board may prescribe the courses of study required for the respective degrees of doctor of acupuncture [, doctor of herbal medicine] and doctor of [traditional] Oriental medicine.
Sec. 7. NRS 634A.110 is hereby amended to read as follows:
634A.110 An applicant for examination for a license to practice [traditional] Oriental medicine or any branch thereof, shall:
1. Submit an application to the board on forms provided by the board;
2. Submit satisfactory evidence that he is 21 years or older and meets the appropriate educational requirements;
3. Pay a fee [of $100;] established by the board of not more than $1,000; and
4. Pay any fees required by the board for an investigation of the applicant or for the services of a translator, if [such] the translator is required to enable the applicant to take the examination.
Sec. 8. NRS 634A.120 is hereby amended to read as follows:
634A.120 1. Examinations must be given at least [twice] once a year at a time and place fixed by the board.
2. Applicants for licenses to practice acupuncture [, herbal medicine and traditional] or Oriental medicine [and] or to practice as an assistant in acupuncture must be examined in the [respectively] appropriate subjects as determined by the board.
Sec. 9. NRS 634A.140 is hereby amended to read as follows:
634A.140 The board shall issue separate licenses to practice respectively [traditional] Oriental medicine [, acupuncture or herbal medicine,] or acupuncture, as appropriate, where the applicant:
1. Has successfully completed a course of study of:
(a) Four years in [traditional] Oriental medicine; or
(b) Three years in acupuncture , [; or
(c) Three years in herbal medicine,]
at any college or school approved by the board which is located in any country, territory, province or state or has qualifications considered equivalent by the board;
κ1991 Statutes of Nevada, Page 1129 (CHAPTER 422, SB 251)κ
2. Has practiced [traditional] Oriental medicine, including acupuncture [or] and herbal medicine for 6 years; and
3. Passes the examination of the board.
Sec. 10. NRS 634A.160 is hereby amended to read as follows:
634A.160 1. Every license must be displayed in the office, place of business or place of employment of the holder thereof.
2. Every person holding a license shall pay to the board on or before February 1 of each year, the annual registration fee required pursuant to subsection 4. If the holder of a license fails to pay the registration fee his license must be suspended. The license may be reinstated by payment of the required fee within 90 days after February 1.
3. A license which is suspended for more than 3 months under the provisions of subsection 2 may be canceled by the board after 30 days notice to the holder of the license.
4. The annual registration fees must be prescribed annually by the board and must not exceed [the following amounts:
(a) Doctor of traditional Oriental medicine........................................ $500
(b) Doctor of acupuncture.................................................................... 500
(c) Doctor of herbal medicine............................................................... 300
(d) Licensed assistant in acupuncture......................................... 250] $1,000
Sec. 11. NRS 634A.165 is hereby amended to read as follows:
634A.165 1. The board may [prescribe] adopt regulations for the issuance of temporary certificates to persons not licensed pursuant to this chapter. A temporary certificate may be issued:
(a) In connection with a bona fide educational seminar concerning [traditional] Oriental medicine [;] or acupuncture; or
(b) For the purpose of authorizing a person to engage in lecturing on or teaching [traditional] Oriental medicine or acupuncture in this state on a short-term basis.
2. The board may charge a fee for the issuance of a temporary certificate. The fee [shall] must not exceed an amount which adequately reimburses the board for costs incurred in:
(a) Investigating an applicant under this section; and
(b) Monitoring a seminar, if the board deems that action necessary.
Sec. 12. NRS 634A.170 is hereby amended to read as follows:
634A.170 The board may refuse to issue or may suspend or revoke any license for any one or any combination of the following causes:
1. Conviction of a felony, conviction of any offense involving moral turpitude or conviction of a violation of any state or federal law regulating the possession, distribution or use of any controlled substance, as shown by a certified copy of the record of the court;
2. The obtaining of or any attempt to obtain a license or practice in the profession for money or any other thing of value, by fraudulent misrepresentations;
3. Gross or repeated malpractice, which may be evidenced by claims of malpractice settled against a practitioner;
4. Advertising by means of a knowingly false or deceptive statement;
5. Advertising, practicing or attempting to practice under a name other than ones own;
κ1991 Statutes of Nevada, Page 1130 (CHAPTER 422, SB 251)κ
6. Habitual drunkenness or habitual addiction to the use of a controlled substance;
7. Using any false, fraudulent or forged statement or document, or engaging in any fraudulent, deceitful, dishonest or immoral practice in connection with the licensing requirements of this chapter;
8. Sustaining a physical or mental disability which renders further practice dangerous;
9. Engaging in any dishonorable, unethical or unprofessional conduct which may deceive, defraud or harm the public, or which is unbecoming a person licensed to practice under this chapter;
10. Using any false or fraudulent statement in connection with the practice of [traditional] Oriental medicine or any branch thereof;
11. Violating or attempting to violate, or assisting or abetting the violation of, or conspiring to violate any provision of this chapter;
12. Being adjudicated incompetent or insane;
13. Advertising in an unethical or unprofessional manner;
14. Obtaining a fee or financial benefit for any person by the use of fraudulent diagnosis, therapy or treatment;
15. Willful disclosure of a privileged communication;
16. Failure of a licensee to designate [his school] the nature of his practice in the professional use of his name by the term [traditional Oriental doctor,] doctor of Oriental medicine, doctor of acupuncture [, doctor of herbal medicine] or acupuncture assistant, as the case may be;
17. Willful violation of the law relating to the health, safety or welfare of the public or of the regulations adopted by the state board of health;
18. Administering, dispensing or prescribing any controlled substance, except for the prevention, alleviation or cure of disease or for relief from suffering; and
19. Performing, assisting or advising in the injection of any liquid silicone substance into the human body.
Sec. 13. NRS 634A.190 is hereby amended to read as follows:
634A.190 1. Persons licensed pursuant to this chapter are not subject to the provisions of chapter 630 of NRS.
2. A person who is licensed pursuant to this chapter to practice [traditional] Oriental medicine may refer to himself as a physician of [traditional] Oriental medicine.
Sec. 14. NRS 634A.210 is hereby amended to read as follows:
634A.210 Doctors of [traditional] Oriental medicine and doctors of acupuncture shall observe and [be] are subject to all state and municipal regulations relative to reporting all births and deaths in all matters pertaining to the public health.
Sec. 15. NRS 634A.225 is hereby amended to read as follows:
634A.225 1. No seminar concerning [traditional] Oriental medicine or acupuncture may be conducted in this state except in accordance with regulations prescribed by the board for bona fide educational seminars.
2. Any person who violates subsection 1 is guilty of a misdemeanor.
Sec. 16. NRS 634A.230 is hereby amended to read as follows:
634A.230 [A] Any person who represents himself as a practitioner of [traditional] Oriental medicine, or any branch thereof, or who engages in the practice of [traditional] Oriental medicine, or any branch thereof, in this state without holding a valid license issued by the board is guilty of a gross misdemeanor.
κ1991 Statutes of Nevada, Page 1131 (CHAPTER 422, SB 251)κ
practice of [traditional] Oriental medicine, or any branch thereof, in this state without holding a valid license issued by the board is guilty of a gross misdemeanor.
Sec. 17. (Deleted by amendment.)
Sec. 18. NRS 41A.097 is hereby amended to read as follows:
41A.097 1. Except as otherwise provided in subsection 2, an action for injury or death against a provider of health care may not be commenced more than 4 years after the date of injury or 2 years after the plaintiff discovers or through the use of reasonable diligence should have discovered the injury, whichever occurs first, for:
(a) Injury to or the wrongful death of a person, based upon alleged professional negligence of the provider of health care;
(b) Injury to or the wrongful death of a person from professional services rendered without consent; or
(c) Injury to or the wrongful death of a person from error or omission in practice by the provider of health care.
2. This time limitation is tolled:
(a) For any period during which the provider of health care has concealed any act, error or omission upon which the action is based and which is known or through the use of reasonable diligence should have been known to him.
(b) In any action governed by the provisions of NRS 41A.003 to 41A.069, inclusive, from the date a claimant files a complaint for review by a screening panel until 30 days after the date the panel notifies the claimant, in writing, of its findings. The provisions of this paragraph apply to an action against the provider of health care and to an action against any person, government or political subdivision of a government who is alleged by the claimant to be liable vicariously for the medical malpractice of the provider of health care, if the provider, person, government or political subdivision has received notice of the filing of a complaint for review by a screening panel within the limitation of time provided in subsection 1.
3. For the purposes of this section, the parent, guardian or legal custodian of any minor child is responsible for exercising reasonable judgment in determining whether to prosecute any cause of action limited by subsection 1. If the parent, guardian or custodian fails to commence an action on behalf of that child within the prescribed period of limitations, the child may not bring an action based on the same alleged injury against any provider of health care upon the removal of his disability, except that in the case of:
(a) Brain damage or birth defect, the period of limitation is extended until the child attains 10 years of age.
(b) Sterility, the period of limitation is extended until 2 years after the child discovers the injury.
4. As used in this section, provider of health care means a physician licensed under chapter 630 or 633 of NRS, dentist, registered nurse, dispensing optician, optometrist, registered physical therapist, podiatrist, licensed psychologist, chiropractor, doctor of [traditional] Oriental medicine [in any form,] , doctor of acupuncture, medical laboratory director or technician, or a licensed hospital as the employer of any such person.
κ1991 Statutes of Nevada, Page 1132 (CHAPTER 422, SB 251)κ
Sec. 19. NRS 42.020 is hereby amended to read as follows:
42.020 1. In any action for damages for personal injury against any provider of health care, the amount of damages, if any, awarded in [such action shall] the action must be reduced by the amount of any prior payment made by or on behalf of the provider of health care to the injured person or to the claimant to meet reasonable expenses of medical care, other essential goods or services or reasonable living expenses.
2. As used in this section, provider of health care means a physician, dentist, registered nurse, dispensing optician, optometrist, registered physical therapist, podiatrist, licensed psychologist, chiropractor, doctor of [traditional] Oriental medicine [in any form,] , doctor of acupuncture, medical laboratory director or technician, or a licensed hospital as the employer of any such person.
Sec. 20. NRS 202.2491 is hereby amended to read as follows:
202.2491 1. Except as otherwise provided in subsections 5 and 6, the smoking of tobacco in any form is prohibited if done in any:
(a) Public elevator.
(b) Public building.
(c) Public waiting room, lobby or hallway of any:
(1) Medical facility or facility for the dependent as defined in chapter 449 of NRS; or
(2) Office of any chiropractor, dentist, physical therapist, physician, podiatrist, psychologist, optician, optometrist , [or] doctor of [traditional] Oriental medicine [.] or doctor of acupuncture.
(d) Hotel or motel when so designated by the operator thereof.
(e) Public area of a store principally devoted to the sale of food for human consumption off the premises, except in those areas leased to or operated by a person licensed pursuant to NRS 463.160.
(f) Child care facility.
(g) Bus used by the general public, other than a chartered bus, or in any maintenance facility or office associated with a bus system operated by any regional transportation commission.
(h) School bus.
2. The person in control of an area listed in paragraph (c), (d), (e), (f) or (g) of subsection 1:
(a) Shall post in the area signs prohibiting smoking in any place not designated for that purpose as provided in paragraph (b).
(b) May designate separate rooms or portions of the area which may be used for smoking.
3. The person in control of a public building:
(a) Shall post in the area signs prohibiting smoking in any place not designated for that purpose as provided in paragraph (b).
(b) Shall, except as otherwise provided in this subsection, designate a separate area which may be used for smoking.
A school district which prohibits the use of tobacco by pupils need not designate an area which may be used by the pupils to smoke.
4. The operator of a restaurant with a seating capacity of 50 or more shall maintain a flexible nonsmoking area within the restaurant and offer each patrol the opportunity to be seated in a smoking or nonsmoking area.
κ1991 Statutes of Nevada, Page 1133 (CHAPTER 422, SB 251)κ
5. A business which derives more than 50 percent of its gross receipts from the sale of alcoholic beverages or 50 percent of its gross receipts from gaming operations may be designated as a smoking area in its entirety by the operator of the business.
6. The smoking of tobacco is not prohibited in:
(a) Any room or area designated for smoking pursuant to paragraph (b) of subsection 2 or paragraph (b) of subsection 3.
(b) A licensed gaming establishment. A licensed gaming establishment may designate separate rooms or areas within the establishment which may or may not be used for smoking.
7. The person in control of a child care facility shall not allow children in any room or area he designates for smoking pursuant to paragraph (b) of subsection 2. Any such room or area must be sufficiently separate or ventilated so that there are no irritating or toxic effects of smoke in the other areas of the facility.
8. As used in this section:
(a) Child care facility means an establishment licensed pursuant to chapter 432A of NRS to provide care for 13 or more children.
(b) Licensed gaming establishment has the meaning ascribed to it in NRS 463.0169.
(c) Public building means any building or office space owned or occupied by:
(1) Any component of the University of Nevada System and used for any university purpose.
(2) The State of Nevada or any county, city, school district or other political subdivision of the state and used for any public purpose.
If only part of a building is owned or occupied by an entity described in this paragraph, the term means only that portion of the building which is so owned or occupied.
(d) School bus has the meaning ascribed to it in NRS 483.160.
Sec. 21. NRS 439A.0195 is hereby amended to read as follows:
439A.0195 Practitioner means a physician licensed under chapter 630, 630A or 633 of NRS, dentist, licensed nurse, dispensing optician, optometrist, registered physical therapist, podiatrist, licensed psychologist, chiropractor, doctor of [traditional] Oriental medicine in any form, medical laboratory director or technician, pharmacist or other person whose principal occupation is the provision of services for health.
Sec. 22. NRS 450.005 is hereby amended to read as follows:
450.005 As used in this chapter, unless the context otherwise requires, allied health profession means:
1. Psychology as defined in chapter 641 of NRS;
2. Podiatry as defined in chapter 635 of NRS; or
3. [Traditional] Oriental medicine or acupuncture as defined in chapter 634A of NRS.
Sec. 23. Chapter 689A of NRS is hereby amended by adding thereto a new section to read as follows:
If any policy of health insurance provides coverage for acupuncture performed by a physician, the insured is entitled to reimbursement for acupuncture performed by a person who is licensed pursuant to chapter 634A of NRS.
κ1991 Statutes of Nevada, Page 1134 (CHAPTER 422, SB 251)κ
Sec. 24. Chapter 689B of NRS is hereby amended by adding thereto a new section to read as follows:
If any policy of group health insurance provides coverage for acupuncture performed by a physician, the insured is entitled to reimbursement for acupuncture performed by a person who is licensed pursuant to chapter 634A of NRS.
Sec. 25. Chapter 695B of NRS is hereby amended by adding thereto a new section to read as follows:
If any contract for hospital or medical services provides coverage for acupuncture performed by a physician, the insured is entitled to reimbursement for acupuncture performed by a person who is licensed pursuant to chapter 634A of NRS.
Sec. 26. Chapter 695C of NRS is hereby amended by adding thereto a new section to read as follows:
If any evidence of coverage provides coverage for acupuncture performed by a physician, the insured is entitled to reimbursement for acupuncture performed by a person who is licensed pursuant to chapter 634A of NRS.
Sec. 27. NRS 634A.100 and 634A.130 are hereby repealed.
Sec. 28. The provisions of sections 23 to 26, inclusive, of this act apply to any policy of insurance issued or renewed on or after October 1, 1991.
Sec. 29. Section 20 of this act becomes effective at 12:02 a.m. on October 1, 1991.
________
Senate Bill No. 149Committee on Finance
CHAPTER 423
AN ACT making an appropriation to the legislative counsel bureau for the reproduction of older Nevada Reports and the production of the Nevada Constitutional Debates & Proceedings 1864; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. There is hereby appropriated from the state general fund to the legislative counsel bureau the sum of $40,000 for the cost of reproducing volumes of Nevada Reports which are out of print or of limited supply, pursuant to NRS 345.025, and for producing the Nevada Constitutional Debates & Proceedings 1864.
Sec. 2. Any remaining balance of the appropriation made by section 1 of this act must not be committed for expenditure after June 30, 1993, and reverts to the state general fund as soon as all payments of money committed have been made.
Sec. 3. This act becomes effective upon passage and approval.
________
κ1991 Statutes of Nevada, Page 1135κ
Assembly Bill No. 797Committee on Ways and Means
CHAPTER 424
AN ACT relating to prison industries; imposing interest on certain late payments designated for the fund for prison industries; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 209.189 is hereby amended to read as follows:
209.189 1. The fund for prison industries is hereby created as an enterprise fund to receive all revenues derived from programs for vocational training and employment of offenders and the operation of the prison farm and to receive all revenues raised by the department from private employers for the leasing of space, facilities or equipment within the institutions or facilities of the department of prisons.
2. Money in the fund must be maintained in separate budgetary accounts, including at least one account for industrial programs and one for the prison farm.
3. Subject to the approval of the state board of examiners, the director may expend money deposited in this fund for the promotion and development of these programs and the prison farm. The director shall expend money deposited in this fund to pay to the state industrial insurance system the premiums required for coverage of offenders under the modified program of industrial insurance adopted pursuant to NRS 616.252.
4. The interest and income earned on the money in the fund, after deducting any applicable charges, must be credited to the fund.
5. If money owed to the department for the leasing of space, facilities or equipment within the institutions or facilities of the department or for the purchase of goods or services, which must be deposited into the fund for prison industries pursuant to subsection 1, is not paid on or before the date due, the department shall charge and collect, in addition to the money due, interest on the money due at the rate of 1.5 percent per month or fraction thereof from the date on which the money became due until the date of payment.
Sec. 2. This act becomes effective on July 1, 1991.
________
κ1991 Statutes of Nevada, Page 1136κ
Assembly Bill No. 784Committee on Judiciary
CHAPTER 425
AN ACT relating to short-barreled rifles; clarifying the provisions concerning possession of a short-barreled rifle or shotgun; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 202.275 is hereby amended to read as follows:
202.275 1. Any person who [unlawfully] knowingly or willfully possesses, manufactures or disposes of any short-barreled rifle or short-barreled shotgun shall be punished by imprisonment in the state prison for not less than 1 year nor more than 6 years, and may be further punished by a fine of not more than $5,000.
2. For purposes of this section:
(a) Short-barreled rifle means:
(1) A rifle having one or more barrels less than 16 inches in length; or
(2) Any weapon made from a rifle, whether by alteration, modification or other means, with an overall length of less than 26 inches.
(b) Short-barreled shotgun means:
(1) A shotgun having one or more barrels less than 18 inches in length; or
(2) Any weapon made from a shotgun, whether by alteration, modification or other means, with an overall length of less than 26 inches.
3. This section does not prohibit:
(a) The possession or use of any short-barreled rifle or short-barreled shotgun by any peace officer when authorized to do so in the performance of official duties; or
(b) The possession of any short-barreled rifle or short-barreled shotgun by any person who is licensed as a firearms importer, manufacturer , collector or dealer by the United States Department of the Treasury [.] , or by any person to whom such a rifle or shotgun is registered with the United States Department of the Treasury.
Sec. 2. This act becomes effective upon passage and approval.
________
κ1991 Statutes of Nevada, Page 1137κ
Assembly Bill No. 745Committee on Government Affairs
CHAPTER 426
AN ACT relating to county commissioners; clarifying that the members of a board of county commissioners may attend conventions, conferences and seminars under certain circumstances; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 244.050 is hereby amended to read as follows:
244.050 1. Whenever a number of registered voters equal to 25 percent or more of the number of persons registered to vote at the last preceding general election in any county whose population is less than 100,000 petitions the board of county commissioners of their county to divide the county into three commissioner districts, or if the board has five members, into five commissioner districts, the question must be submitted to the qualified electors of the county for approval or disapproval at the next succeeding general election. The board of county commissioners may, on its own motion, submit the question to the voters. The question must be submitted in such a manner that the voters are also given a choice as to whether to elect the commissioners from districts or at large, if the division is approved. If a majority of the voters voting on the question approve the division, the board of county commissioners shall divide the county into three commissioner districts, or five commissioner districts, as the case may be, on or before the 1st Monday in July preceding each general election. The division must be made to conform to the established boundaries of election precincts or wards, and each election precinct or ward must be wholly within one of the commissioner districts provided for in this section. Each commissioner district must embrace, as near as may be, one-third or one-fifth, as the case may be, of the population of the county, and must consist of adjoining precincts.
2. The board of county commissioners shall provide by resolution for the dates of election of commissioners from newly created districts, in such manner as to secure the earliest representation of each district as the terms of incumbent commissioners expire.
3. The board of county commissioners shall cause to be published in some newspaper in the county, if there is one, and if not, then by posting at the door of the courthouse and one or more conspicuous places in each of the commissioner districts, a notice specifying the election precincts or wards embraced in each of the commissioner districts so established. The notice must be posted or published for a period of not less than 20 days before each general election.
4. Except as otherwise provided in subsection 1, county commissioners must be elected at large by the qualified electors of the county.
5. The commissioner districts, regardless of when created, may be abolished [by petition and election] in the same manner as provided for their creation in subsection 1.
6. Upon the abolition of commissioner districts the incumbent county commissioners are entitled to serve the remainder of the terms for which they were elected or appointed, and thereafter county commissioners must be elected at large from within the county.
κ1991 Statutes of Nevada, Page 1138 (CHAPTER 426, AB 745)κ
were elected or appointed, and thereafter county commissioners must be elected at large from within the county.
Sec. 2. NRS 244.085 is hereby amended to read as follows:
244.085 1. Except as otherwise provided in this section, the meetings of the boards of county commissioners must be held at the county seats of their respective counties, or at a place not more than 10 miles from the county seat within the boundaries of the county, at least once in each calendar month, on a day or days to be fixed by ordinance.
2. If the day fixed by ordinance falls on a Saturday or on a nonjudicial day, the meeting must be held on the next judicial day.
3. The first meeting of the board in odd-numbered years must be held on the first Monday in January, but if the first Monday in January is a nonjudicial day, the meeting must be held on the next judicial day.
4. The meeting day and place as fixed by ordinance must remain unchanged, unless notice of a proposed change is published once a week for 3 consecutive weeks in a newspaper of general circulation in the county.
5. Additional meetings of the board of county commissioners may be held at any place within the boundaries of the county. If the board meets outside the county seat, notice of the meeting must be given by publication once a week for 3 consecutive weeks in a newspaper of general circulation published in the county or by publication for 1 week in two or more newspapers of general circulation published in the county.
6. At a meeting held outside the county seat, the board of county commissioners shall not take any final action on zoning or planning matters which relate to a different geographical area than the geographical area in which the meeting is held.
7. The board may meet with the governing body of another governmental unit at any location, including a location outside the county, but the meeting may not be held at a place which is more than 10 miles from the county seat unless the board, in addition to complying with all other requirements for notice of a meeting of the board, provides notice by publication in a newspaper of general circulation within the county, for at least 3 working days before the meeting, of the date, time and place of the meeting. In no case may the board take any official action at such a meeting.
8. Members of the board may attend conventions, conferences, seminars, congressional hearings or other federal hearings to gather specific information or conduct the official business of the association or sponsoring organization at any location if no action is taken by the board in the course of such activity.
________
κ1991 Statutes of Nevada, Page 1139κ
Assembly Bill No. 697Committee on Judiciary
CHAPTER 427
AN ACT relating to eminent domain; prescribing the manner of its exercise on behalf of certain systems of public transportation; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 37.035 is hereby amended to read as follows:
37.035 1. Only a public agency may exercise the power of eminent domain on behalf of a monorail or any other overhead or underground system used for public transportation, whether the monorail or other system is owned by a private person or a public agency.
2. In addition to property subject to condemnation pursuant to NRS 37.030, [monorails and] a public agency on behalf of a monorail or any other overhead or underground system used for public transportation may acquire, by condemnation, rights and easements across, over, under and along public streets and roadways, but such rights may not be exercised in such a manner as will permanently interfere with the existing use of such streets or roadways.
3. To exercise the power of eminent domain on behalf of a monorail or any other overhead or underground system used for public transportation, a public agency must issue an order approving the exercise of that power. A public agency may issue such an order if:
(a) The use to which the private property is to be applied is a public use;
(b) The property is necessary for that public use;
(c) The intended public use of the property will be of greater public benefit than the current private use of the property; and
(d) The proposed exercise of the power of eminent domain is not unreasonable and will not result in a taking of private property that is not fully compensable at law.
4. As used in this section, public agency means:
(a) Any agency of this state or the United States.
(b) Any political subdivision of this state, including a regional transportation district or other district.
Sec. 2. Chapter 709 of NRS is hereby amended by adding thereto a new section to read as follows:
Real property reasonably necessary for the proposed line of a grantee of a franchise for a street railway may be condemned in the manner prescribed by law for the condemnation of land for public use in a proceeding brought for that purpose by the grantor of the franchise.
Sec. 3. NRS 709.050 is hereby amended to read as follows:
709.050 1. The board of county commissioners may grant to any person, company, corporation or association the franchise, right and privilege to construct, install, operate and maintain street railways, electric light, heat and power lines, gas and water mains, telephone and telegraph lines, and all necessary or proper appliances used in connection therewith or appurtenant thereto, in the streets, alleys, avenues and other places in any unincorporated town in the county, and along the public roads and highways of the county, when the applicant complies with the terms and provisions of NRS 709.050 to 709.170, inclusive.
κ1991 Statutes of Nevada, Page 1140 (CHAPTER 427, AB 697)κ
thereto, in the streets, alleys, avenues and other places in any unincorporated town in the county, and along the public roads and highways of the county, when the applicant complies with the terms and provisions of NRS 709.050 to 709.170, inclusive.
2. As used in NRS 709.050 to 709.170, inclusive, street railway means:
(a) A system of public transportation operating over fixed rails on the surface of the ground;
(b) A monorail; or
(c) Any other overhead or underground system used for public transportation.
The term does not included a super speed ground transportation system as defined in NRS 705.4292.
Sec. 4. NRS 709.140 is hereby amended to read as follows:
709.140 1. [If] Except as otherwise provided in subsection 2, if the owner of any real property upon or over which the proposed line of the grantee of the franchise is to run [shall object] objects to the use of his property for [such] that purpose, the land reasonably necessary therefor may be condemned in the manner prescribed by law for the condemnation of land for public use, [such condemnation to be] in a proceeding brought for the purpose by the grantee of the franchise.
2. Real property reasonably necessary for the proposed line of a grantee of a franchise for a street railway may be condemned in the manner prescribed by law for the condemnation of land for public use in a proceeding brought for that purpose by the grantor of the franchise.
3. If any property, real or personal, abutting or adjacent to the line of the right of way of the franchise [shall be] is injured or damaged by the running or operation of the line under the franchise, the grantee of the franchise [shall be] is liable in an action at law for all such injuries and damages [due to] caused by the negligence of the grantee.
Sec. 5. NRS 709.290 is hereby amended to read as follows:
709.290 1. The county commissioners, town trustees, aldermen, supervisors or other [authorities] governing body directly entrusted with the management of affairs of any town or city in this state are authorized to sell to the highest responsible bidder any [street railway] franchise for a street railway through and over any street or streets of such town, according to the provisions of NRS 709.310.
2. As used in NRS 709.290 to 709.360, inclusive, and section 2 of this act, street railway means:
(a) A system of public transportation operating over fixed rails on the surface of the ground;
(b) A monorail; or
(c) Any other overhead or underground system used for public transportation.
The term does not include a super speed ground transportation system as defined in NRS 705.4292.
Sec. 6. This act becomes effective upon passage and approval.
________
κ1991 Statutes of Nevada, Page 1141κ
Assembly Bill No. 690Committee on Ways and Means
CHAPTER 428
AN ACT relating to the Nevada athletic commission; authorizing the Nevada athletic commission to prescribe additional penalties for certain violations of a law or regulation concerning a contest or an exhibition of unarmed combat; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 467.158 is hereby amended to read as follows:
467.158 1. [Upon] Except as otherwise provided in subsection 3, upon receipt of an application and the payment of a penalty prescribed by the commission, not to exceed [$25,000,] $100,000, the commission may reinstate a revoked license.
2. [In] Except as otherwise provided in subsection 3, in lieu of revoking a license, as provided for in this chapter, the commission may [charge] prescribe a penalty not to exceed [$25,000.] $100,000.
3. If the revocation or proposed revocation relates to:
(a) The preparation for a contest or an exhibition of unarmed combat;
(b) The occurrence of a contest or an exhibition of unarmed combat; or
(c) Any other action taken in conjunction with a contest or an exhibition of unarmed combat,
the commission may prescribe a penalty not to exceed $100,000 or 10 percent of the purse for that contest or exhibition, whichever amount is greater.
Sec. 2. This act becomes effective on July 1, 1991.
________
Assembly Bill No. 686Committee on Government Affairs
CHAPTER 429
AN ACT relating to excavations; requiring operators to mark subsurface installations with specific colors; requiring a person to determine the location of a subsurface installation before conducting an excavation or demolition; authorizing injunctive relief if a proposed excavation or demolition may cause serious physical harm or property damage; requiring the public service commission of Nevada to conduct hearings concerning certain violations; providing a civil penalty for certain violations; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 455 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 20, inclusive, of this act.
Sec. 2. As used in NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act, unless the context otherwise requires, the words and terms defined in sections 3 to 14, inclusive, of this act have the meanings ascribed to them in those sections.
κ1991 Statutes of Nevada, Page 1142 (CHAPTER 429, AB 686)κ
terms defined in sections 3 to 14, inclusive, of this act have the meanings ascribed to them in those sections.
Sec. 3. Approximate location of a subsurface installation means a strip of land not more than 30 inches on either side of the exterior surface of a subsurface installation. The term does not include the depth of the subsurface installation.
Sec. 4. Association for operators means an organization that receives notifications pursuant to subsection 1 of NRS 455.110 and transmits such notifications to its members.
Sec. 5. Damage means:
1. The substantial weakening of the structural or lateral support of a subsurface installation;
2. The penetration or destruction of any protective coating, housing or other protective device of a subsurface installation; or
3. The partial or complete severance of a subsurface installation.
Sec. 6. Demolition means the wrecking, razing, rendering, movement or removal of a structure or mass of material by means of tools, equipment or the placement and discharge of explosives.
Sec. 7. Emergency means a sudden, unexpected occurrence that involves clear and imminent danger and requires immediate action to prevent or mitigate loss of life or damage to health, property or essential public services.
Sec. 8. Excavation means the movement or removal of earth, rock or other material in or on the ground by use of mechanical equipment or by the placement and discharge of explosives. The term includes augering, backfilling, digging, ditching, drilling, grading, plowing-in, ripping, scraping, trenching and tunneling.
Sec. 9. Mechanical equipment means equipment operated by mechanical power, including a trencher, bulldozer, power shovel, auger, backhoe, scraper, drill, cable or pipe plow or any other equipment used for plowing-in cable or pipe.
Sec. 10. Operator means any person who owns, operates or maintains a subsurface installation. The term does not include the department of transportation.
Sec. 11. Person includes a government, governmental agency or political subdivision of a government.
Sec. 12. Subsurface installation means a pipeline, conduit, cable, duct, wire, sewerline, storm drain, other drain line or other structure that is located underground.
Sec. 13. Unexpected occurrence includes, but is not limited to, fire, flood, earthquake or other cause of the movement of the soil, or a riot, an accident or an act of sabotage that causes damage to a subsurface installation which requires immediate repair.
Sec. 14. Working day means every day from 7 a.m. to 5 p.m., except Saturday, Sunday and any federal or state holiday.
Sec. 15. 1. Except as otherwise provided in subsection 2, possession of a permit to conduct an excavation or demolition does not exempt a person from complying with the provisions of NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act.
κ1991 Statutes of Nevada, Page 1143 (CHAPTER 429, AB 686)κ
2. A person is exempt from complying with the provisions of NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act if he obtains the written consent of all operators involved in the proposed excavation or demolition before he receives a permit to conduct the excavation or demolition.
Sec. 16. An operator who marks the approximate location of a subsurface installation shall make a reasonable effort to make the markings in a manner that is consistent with the practice in the industry. The operator shall use the following colors for the markings:
1. Safety red must be used for electrical power, distribution and transmission installations, conduit for traffic signals and street lights and municipal electric installations.
2. High visibility safety yellow must be used for gas distribution and transmission installations, oil distribution and transmission installations and installations containing or transporting dangerous materials, products or steam.
3. Safety alert orange must be used for telephone and telegraph installations, police and fire communication installations and cable television installations. The letter F in safety alert orange must be used for fiber optic communication lines.
4. Safety precaution blue must be used for water installations and slurry pipelines.
5. Safety green must be used for sewer installations.
Sec. 17. 1. Except as otherwise provided in subsection 2, the person responsible for an excavation or demolition shall, before using any mechanical equipment, determine the exact location of a subsurface installation that is affected by the excavation or demolition by excavating with hand tools or by any other method agreed upon by the person responsible for the excavation or demolition and the operator within the approximate location of the subsurface installation as designated by markings made in accordance with section 16 of this act.
2. A person may use mechanical equipment for the removal of pavement if there are no subsurface installations contained in the pavement.
3. If the exact location of a subsurface installation cannot be determined by using hand tools, the person responsible for an excavation or demolition shall request the operator to provide additional information to locate the installation. The operator shall, within 1 working day, provide any information that is available to him to enable the person responsible for the excavation or demotion to determine the exact location of the installation.
Sec. 18. 1. A commissioner of the public service commission of Nevada or the district attorney of a county or the city attorney of a city in which there is an excavation or demolition or a proposed excavation or demolition which he believes may cause death, serious physical harm or serious property damage may file a complaint in the district court for the county seeking to enjoin the activity or practice of an operator or a person who is responsible for the excavation or demolition.
2. Upon the filing of a complaint pursuant to subsection 1, the court may issue a temporary restraining order before holding an evidentiary hearing. A temporary restraining order may be issued for no longer than 5 days.
κ1991 Statutes of Nevada, Page 1144 (CHAPTER 429, AB 686)κ
Sec. 19. 1. An action for the enforcement of a civil penalty pursuant to this section may be brought before the public service commission of Nevada by the attorney general, a district attorney, a city attorney, legal counsel for the public service commission of Nevada, the governmental agency that issued the permit to conduct an excavation or demolition, an operator or a person conducting an excavation or demolition.
2. Any person who willfully or repeatedly violates a provision of NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act is liable for a civil penalty:
(a) Not to exceed $1,000 per day for each violation; and
(b) Not to exceed $100,000 for any related series of violations within a calendar year.
3. Any person who negligently violates any such provision is liable for a civil penalty:
(a) Not to exceed $200 per day for each violation; and
(b) Not to exceed $1,000 for any related series of violations within a calendar year.
4. The amount of any civil penalty imposed pursuant to this section and the propriety of any settlement or compromise concerning a penalty must be determined by the public service commission of Nevada upon receipt of a complaint by the attorney general, an employee of the public service commission of Nevada who is engaged in regulatory operations, a district attorney, a city attorney, the agency that issued the permit to excavate or the operator or the person responsible for the excavation or demolition.
5. In determining the amount of the penalty or the amount agreed upon in a settlement or compromise, the public service commission of Nevada shall consider:
(a) The gravity of the violation;
(b) The good faith of the person charged with the violation in attempting to comply with the provisions of NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act before and after notification of a violation; and
(c) Any history of previous violations of those provisions by the person charged with the violation.
6. A civil penalty recovered pursuant to this section must first be paid to reimburse the person who initiated the action for any cost incurred in prosecuting the matter.
7. Any person aggrieved by a determination of the public service commission of Nevada pursuant to this section may seek judicial review of the determination in the manner provided by NRS 233B.130 to 233B.150, inclusive.
Sec. 19.5. 1. An association for operators who receives notification pursuant to NRS 455.110 by telephone and an operator who receives notification of a proposed excavation or demolition by telephone shall keep a written record of the notification for 6 years. The record must include, but is not limited to, the following information:
(a) The name of the person initiating the telephone call;
(b) The name, address and telephone number of the person who is responsible for the excavation or demolition;
κ1991 Statutes of Nevada, Page 1145 (CHAPTER 429, AB 686)κ
(c) The starting date and anticipated duration of the excavation or demolition;
(d) The type of excavation or demolition to be conducted;
(e) The specific area of the excavation or demolition; and
(f) Whether explosives are to be used.
2. If a person makes a notification to an association for operators pursuant to NRS 455.110, the association for operators shall provide to the person the names of the operators to whom the notice is transmitted by the association.
Sec. 20. The provisions of NRS 455.110 to 455.140, inclusive, and sections 2 to 20, inclusive, of this act do not affect any civil remedies provided by law for personal injury or property damage and do not create a new civil remedy for any personal injury or property damage.
Sec. 21. NRS 455.110 is hereby amended to read as follows:
455.110 1. Except as otherwise provided in subsection [3,] 2, a person shall not [excavate in a street, highway, public space or private easement of a utility or near the location of an underground line installed on the premises of a customer served by a utility, or demolish a building, without having first:
(a) Notified the utility by telephoning its representative designated] begin an excavation or demolition if the excavation or demolition is to be conducted in an area that is known or reasonably should be known to contain a subsurface installation, except a subsurface installation owned or operated by the person conducting the excavation or demolition, unless he:
(a) Notifies the appropriate association for operators pursuant to NRS 455.120, at least 2 working days but not more than 14 [working] calendar days before excavation or demolition is scheduled to commence. The notification may be written or provided by telephone and must state the name, address and telephone number of the person who is responsible for the excavation or demolition, the starting date of the excavation or demolition, anticipated duration and type of excavation or demolition to be conducted, the specific area of the excavation or demolition and whether explosives are to be used.
(b) [Cooperated] Cooperates with the [utility] operator in locating and identifying its [underground line] subsurface installation by:
(1) Meeting with its representative as requested; and
(2) [Observing and being guided by its physical marking of the area containing the underground line.
2. A person intending to excavate or demolish shall give the utility a reasonable amount of time to replace, remove or relocate its underground line if the utility so requests.
3.] Making a reasonable effort that is consistent with the practice in the industry to mark with white paint, or another method that is agreed to by the operator and the person who is responsible for the excavation or demolition, the proposed area of the excavation or demolition.
2. A person responsible for emergency excavation or demolition is not required to comply with the provisions of subsection 1 if there is a substantial likelihood that loss of life, health or property will result before the provisions of subsection 1 can be fully complied with. The person shall notify the [utility] operator of the action he has [been required to take] taken as soon as practicable.
κ1991 Statutes of Nevada, Page 1146 (CHAPTER 429, AB 686)κ
Sec. 22. NRS 455.120 is hereby amended to read as follows:
455.120 [Utilities may join in a common] An operator shall:
1. Join an association for operators to receive the notification required pursuant to paragraph (a) of subsection 1 of NRS 455.110 for its members.
2. File a statement with the clerk of the county in which the business of the operator is located:
(a) Containing the name, telephone number and address of the association; and
(b) Describing the geographical area served by the association for operators.
3. Make a written record of each notification of a proposed excavation or demolition that he receives by telephone.
Sec. 23. NRS 455.130 is hereby amended to read as follows:
455.130 [When a utility has received]
1. Except in an emergency or as otherwise provided in subsection 2, if an operator receives notice through [its authorized representative] an association for operators pursuant to paragraph (a) of subsection 1 of NRS 455.110, [it shall:
1.] the operator shall:
(a) Locate and identify [its underground line] the subsurface installations and, if known, the number of subsurface installations that are affected by the proposed excavation or demolition to the extent and to the degree of accuracy that the information is available in the records of the operator or can be determined by using techniques of location that are commonly used in the industry, except excavating, within 2 working days [; and
2.] or within a time mutually agreed upon by the operator and the person who is responsible for the excavation or demolition;
(b) Remove or protect [its underground line] a subsurface installation as soon as practicable if the [utility] operator decides it should be removed or protected [.] ; and
(c) Advise the person who contacted the association for operators of the location of the subsurface installations of the operator that are affected by the proposed excavation or demolition.
2. The operator shall notify the person who contacted the association for operators if the operator has no subsurface installations that are affected by the proposed excavation or demolition.
Sec. 24. NRS 455.140 is hereby amended to read as follows:
455.140 1. [Except as otherwise provided by subsection 3 of NRS 455.110, each] Each person responsible for any excavation or demolition that results in contact with, exposure of or damage to [an underground utility] a subsurface installation shall:
(a) Notify [immediately the utility; and
(b) Wait until the utility has completed any necessary repairs before continuing the excavation or demolition.] the operator of the location and nature of the damage; and
(b) Allow the operator reasonable time, consistent with the practice in the industry, to arrange for and to make any necessary repairs to the subsurface installation before completing the excavation or demolition in the immediate area of the subsurface installation.
κ1991 Statutes of Nevada, Page 1147 (CHAPTER 429, AB 686)κ
2. Each person responsible for any excavation or demolition that results in any damage to [an underground line which causes] a subsurface installation which permits the escape of water, of any flammable, toxic or corrosive gas or liquid, or of electricity, shall:
(a) Notify [immediately the utility; and
(b) Take any other action which is reasonably necessary, to minimize] the operator; and
(b) Minimize the hazard until the arrival of the personnel of the [utility.] operator.
Sec. 25. NRS 455.150 is hereby amended to read as follows:
455.150 Any person who substantially complies with the provisions of NRS 455.110 to 455.150, inclusive, and sections 2 to 20, inclusive, of this act is not liable for the cost of repairing any damage to [an underground utility] a subsurface installation which results from his excavation or demolition.
Sec. 26. NRS 455.100 is hereby repealed.
________
Assembly Bill No. 584Assemblymen Gibbons, Petrak, Freeman, Stout, Price, Little, Giunchigliani, Anderson, Johnson, Wong, Norton, Bergevin, Haller, Wendell Williams, Porter, Spriggs, McGinness, McGaughey, Bache, Pettyjohn, Callister, Evans, Arberry, Myrna Williams, Marvel, Sader, Goetting, Heller, Humke and Carpenter
CHAPTER 430
AN ACT relating to fences; imposing a duty on developers and certain other persons to repair damage to a legal fence under certain circumstances; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 569 of NRS is hereby amended by adding thereto the provisions set forth as sections 2, 3 and 4 of this act.
Sec. 2. As used in NRS 569.440 and 569.450 and sections 3 and 4 of this act, legal fence means a fence with not less than four horizontal barriers, consisting of wires, boards, poles or other fence material in common use in the neighborhood, with posts set not more than 20 feet apart. The lower barrier must be not more than 12 inches from the ground and the space between any two barriers must be not more than 12 inches and the height of top barrier must be at least 48 inches above the ground. Every post must be so set as to withstand a horizontal strain of 250 pounds at a point 4 feet from the ground, and each barrier must be capable of withstanding a horizontal strain of 250 pounds at any point midway between the posts.
Sec. 3. 1. When a residential, commercial or industrial structure is erected, or any other commercial or industrial activity is undertaken, on land adjoining a pasture and separated from the pasture by a legal fence, the developer of the structure or the person undertaking the activity, unless he makes the election permitted by section 4 of this act, shall repair any damage to the fence caused by or related to the erection of the structure, the associated development of the land or the activity undertaken.
κ1991 Statutes of Nevada, Page 1148 (CHAPTER 430, AB 584)κ
adjoining a pasture and separated from the pasture by a legal fence, the developer of the structure or the person undertaking the activity, unless he makes the election permitted by section 4 of this act, shall repair any damage to the fence caused by or related to the erection of the structure, the associated development of the land or the activity undertaken. The developer or person undertaking the activity is liable for any damage done by any livestock which stray from the pasture through the damaged portion of the fence for which he is responsible, and to the owner of the livestock for any loss suffered as a result of their straying and for the loss accruing from a suit for any such damages when necessarily resorted to for their recovery.
2. For the purposes of this section, a structure is erected on land adjoining a pasture if the land on which it is erected and land adjoining the pasture are owned by the same person directly or through an affiliate, even though the area may be divided into lots, and if the site of the construction is within one-fourth of a mile of the pasture.
Sec. 4. A developer or a person undertaking an activity described in section 3 of this act, at his own expense, may replace a legal fence with a fence certified by the executive director of the state department of agriculture to be equally impervious to livestock, but if he does so, the duty and liability imposed by section 3 of this act exist and devolve in the same manner.
Sec. 5. NRS 569.440 is hereby amended to read as follows:
569.440 1. Except as otherwise provided in sections 3 and 4 of this act:
(a) If any livestock [shall] break into any grounds enclosed by a [lawful] legal fence, the owner or manager of [such livestock shall be] the livestock is liable to the owner of [such] the enclosed premises for all damages sustained by [such] the trespass. If the trespass is repeated by neglect of the owner or manager of [such] the livestock, he [shall,] is for the second and every subsequent offense or trespass, [be subject to] liable for double the damages of [such] the trespass to the owner of the premises.
[2.] (b) If any owner or occupier of any grounds or crops trespassed upon by livestock entering upon or breaking into his grounds, whether enclosed by a [lawful] legal fence or not, [shall kill, maim or materially injure] kills, maims or materially injures the livestock so trespassing, he [shall be] is liable to the owner of [such] the livestock for all damages, and for the costs accruing from a suit for such damages, when necessarily resorted to for their recovery.
[3.] (c) The owner or occupier of [such] grounds or crops so damaged and trespassed upon may take up and safely keep, at the expense of the owner or owners thereof, after due notice to the owners, if known, [such] the livestock, or so many of them as may be necessary to cover the damages he may have sustained, for 10 days, and if not applied for by the proper owner or owners before the expiration of 10 days, the [same] livestock may be posted under the estray laws of the state, and before restitution [shall] may be had by the owner or owners of [such] the livestock, all damages done by them, as well also as the expense of posting and keeping them, [shall] must be paid. Any justice of the peace in the township [shall have] has jurisdiction of all such reclamation of livestock, together with the damages, and expense of keeping and posting the same, when the amount claimed does not exceed [$100.
κ1991 Statutes of Nevada, Page 1149 (CHAPTER 430, AB 584)κ
4.] $2,500.
2. When two or more persons [shall] cultivate lands under one enclosure, neither of them [shall] may place or cause to be placed any livestock on his ground, to the injury or damage of the other or others, but [shall be] is liable for all damages thus sustained by the other or others. If repeated, after due notice is given, and for every subsequent repetition, double damages [shall be] are recoverable in any court having jurisdiction.
Sec. 6. NRS 569.450 is hereby amended to read as follows:
569.450 [1.] No person [, firm or corporation shall be] is entitled to collect damages, and no court in this state [shall] may award damages, for any trespass of livestock on cultivated land in this state if [such] the land, at the time of [such trespass, shall not have been] the trespass was not enclosed by a legal fence . [as defined in subsection 2.
2. A legal fence is defined for the purposes of this section as a fence with not less than four horizontal barriers, consisting of wires, boards, poles or other fence material in common use in the neighborhood, with posts set not more than 20 feet apart. The lower barrier shall be not more than 12 inches from the ground and the space between any two barriers shall be not more than 12 inches and the height of top barrier must be at least 48 inches above the ground. Every post shall be so set as to withstand a horizontal strain of 250 pounds at a point 4 feet from the ground, and each barrier shall be capable of withstanding a horizontal strain of 250 pounds at any point midway between the posts.]
________
Assembly Bill No. 576Committee on Ways and Means
CHAPTER 431
AN ACT relating to public employees; providing for the granting of administrative leave with pay for certain executive, professional and administrative public employees; requiring retroactive application of the provision to ensure compliance with federal law; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. The legislature hereby declares:
1. The State of Nevada and its political subdivisions have attempted to comply with the requirements of the Fair Labor Standards Act of 1938, 29 U.S.C. §§ 201 et seq., concerning the payment of overtime to public employees.
2. The state and its political subdivisions have therefore paid their employees for overtime on a time-and-one-half basis as required by the Act, unless the employees qualify for the exemption for executive, professional and administrative employees, or are otherwise exempt from the requirement.
3. In establishing the budgets for employers of public employees, the state and its political subdivisions have established salaries and other benefits for executive, professional and administrative employees that adequately compensate them notwithstanding the fact that any payment they receive for overtime is at the same rate that they are paid for their regular working hours.
κ1991 Statutes of Nevada, Page 1150 (CHAPTER 431, AB 576)κ
executive, professional and administrative employees that adequately compensate them notwithstanding the fact that any payment they receive for overtime is at the same rate that they are paid for their regular working hours.
4. In light of the United States Supreme Courts recent refusal to review the case of Abshire v. County of Kern, 908 F.2d 483 (1990), there is some question as to the applicability of the exemption for executive, professional and administrative employees of the state and its political subdivisions, because such employees are subject to having their pay reduced for absences of less than a day.
5. Paying executive, professional and administrative employees for overtime on a time-and-one-half basis would create a gross disparity in the level of compensation of public employees that was never intended by the legislature, and would circumvent the established budgetary processes of this state for determining the appropriate level of compensation for public employees.
6. Rather than adjusting the level of compensation of executive, professional and administrative employees, it is the intention of the legislature to ensure that the state and its political subdivisions are in compliance with the Act by providing that executive, professional and administrative employees are not subject to having their pay reduced for absences of less than a day, and requiring that any employee whose pay was reduced for such an absence be reimbursed for the amount of the reduction.
7. By making the reimbursements retroactive to the date of the relevant change in the federal law, it is the intention of the legislature to ensure total compliance with the Act while maintaining the integrity of the budgetary process and meeting the expectations of the state, its political subdivisions and the public employees with regard to compensation of public employees for services.
Sec. 2. Chapter 281 of NRS is hereby amended by adding thereto a new section to read as follows:
1. The salary of a public officer or employee of the state or any agency thereof, or of a political subdivision or any agency thereof, who is not entitled pursuant to state law, local ordinance, or policy or contract of employment to earn overtime at the rate of time and one-half, must not be reduced for an absence from work for part of a day.
2. A part-day absence of an officer or employee who is not entitled to earn overtime at the rate of time and one-half must be accounted for by use of accrued leave appropriate to the absence or compensatory time or, where no such leave or compensatory time is available, by administrative leave with pay.
3. The provisions of this section do not apply to an officer or employee of the legislative branch of government, except an officer or employee of the legislative library.
Sec. 3. A public officer or employee whose pay was reduced between April 15, 1986, and the effective date of this act under circumstances that would entitle the officer or employee to administrative leave with pay pursuant to section 2 of this act is entitled to be reimbursed for the amount by which the officers or employees pay was reduced. The department of personnel, the director of the legislative counsel bureau and the appropriate local governmental agencies shall determine which persons are entitled to reimbursement pursuant to this section and the amount of the required reimbursement, and shall make the required reimbursements.
κ1991 Statutes of Nevada, Page 1151 (CHAPTER 431, AB 576)κ
governmental agencies shall determine which persons are entitled to reimbursement pursuant to this section and the amount of the required reimbursement, and shall make the required reimbursements.
Sec. 4. If any provision of this act, or its application to any person, thing or circumstance is held invalid, such invalidity shall not affect the provisions or applications which can be given effect without the invalid provision or application, and to this end the provisions of this act are declared to be severable.
Sec. 5. This act becomes effective upon passage and approval and applies retroactively to April 15, 1986.
________
Assembly Bill No. 563Committee on Government Affairs
CHAPTER 432
AN ACT relating to the division of land; allowing the planning commission, if authorized by ordinance, to approve reversionary maps and corrections of errors and omissions in maps; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 278.473 is hereby amended to read as follows:
278.473 1. If an error or omission is found in any subdivision plat, record of survey, parcel map, map of division into large parcels, or reversionary map and the correction does not change or purport to change the physical location of any survey monument, property line or boundary line, the county surveyor [or] , the governing body or, if authorized by ordinance, the planning commission, may cause a certificate of amendment to be filed and recorded. The surveyor who made the survey shall prepare and record the certificate within 90 days after notification by the county surveyor [or] , the governing body [.] or the planning commission. If the surveyor is no longer professionally active in the county, the county surveyor or a professional land surveyor appointed by the board of county commissioners or, if authorized by ordinance, the planning commission, shall prepare the certificate.
2. The certificate of amendment must:
(a) Be in the form of a letter addressed to the county surveyor , [or] the governing body [;] or, if authorized by ordinance, the planning commission;
(b) Specify the title and recording date of the document being amended;
(c) Concisely state the data being amended and the correction or omission;
(d) Be dated, signed and sealed by the surveyor preparing the certificate; and
(e) Contain the following statement, dated and signed by the county surveyor or a professional land surveyor appointed by the county governing body [:] or, if authorized by ordinance, the planning commission:
κ1991 Statutes of Nevada, Page 1152 (CHAPTER 432, AB 563)κ
I hereby certify that I have examined the certificate of amendment and that the changes to the original document specified therein are provided for in applicable sections of NRS 278.010 to 278.630, inclusive, 625.340 to 625.380, inclusive, and local ordinances adopted pursuant thereto, and I am satisfied that this certificate of amendment so amends the document as to make it technically correct.
3. If land affected by the certificate of amendment is located within the boundaries of an incorporated city, a copy of the certificate of amendment must be delivered to the city surveyor.
4. Upon the recording of a certificate of amendment, the county recorder shall cause a proper notation to be entered upon all recorded sheets of the original document being amended, if the county recorder does not maintain a cumulative index for such maps and amendments. If such an index is maintained, the county recorder shall direct an appropriate entry for the amendment.
Sec. 2. NRS 278.475 is hereby amended to read as follows:
278.475 If an error or omission is found in any recorded subdivision plat, record of survey, parcel map, map of division into large parcels, or reversionary map, and the correction changes or purports to change the physical location of any survey monument, property line or boundary line, the county surveyor [or] , the governing body or, if authorized by ordinance, the planning commission, may cause an amended plat, survey or map to be filed and recorded.
Sec. 3. NRS 278.490 is hereby amended to read as follows:
278.490 1. Any owner or governing body desiring to revert or abandon any subdivision map, parcel map, map of division into large parcels, or part thereof to acreage or to abandon the map or portion thereof shall submit a written application accompanied by a map of the proposed abandonment or reversion to the governing body or, if authorized by ordinance, to the planning commission, for approval. The application must describe the requested changes.
2. The map need only contain the appropriate certificates required by NRS 278.374 to 278.378, inclusive, for the original division of the land, and must be presented to the governing body or, if authorized by ordinance, to the planning commission, for approval. If the map includes the abandonment of any public street or easement, the provisions of NRS 278.480 must be followed before the approval of the map.
3. The final map must be clearly and legibly drawn in black waterproof india ink upon good tracing cloth or produced by the use of other materials of a permanent nature generally used for such a purpose in the engineering profession, but affidavits, certificates and acknowledgments must be legibly stamped or printed upon the map with opaque ink.
4. The size of each sheet of the map must be 24 by 32 inches. A marginal line must be drawn completely around each sheet, leaving an entirely blank margin of 1 inch at the top, bottom and right edges, and of 2 inches at the left edge along the 24-inch dimension.
5. The scale of the map must be large enough to show all details clearly and enough sheets must be used to accomplish this end.
κ1991 Statutes of Nevada, Page 1153 (CHAPTER 432, AB 563)κ
6. The particular number of the sheet and the total number of sheets comprising the map must be stated on each of the sheets and its relation to each adjoining sheet must be clearly shown.
7. Except for the provisions of this section and any provision or ordinance relating to the payment of fees in conjunction with filing or recordation or checking of a map of the kind offered, no other provision of NRS 278.010 to 278.630, inclusive, applies to a map made solely for the purpose of abandonment of a former map or for reversion of any land division to acreage.
8. Upon approval of the map of reversion or abandonment, it must be recorded by the governing body or, if authorized by ordinance, by the planning commission, in the office of the county recorder and the county recorder shall make a written notation of the fact on each sheet of the previously recorded map affected by the later recording, if the county recorder does not maintain a cumulative index for such maps and amendments. If such an index is maintained, the county recorder shall direct an appropriate entry for the amendment.
________
Assembly Bill No. 512Committee on Ways and Means
CHAPTER 433
AN ACT relating to administrative assessments; increasing the administrative assessment for conviction of a felony or gross misdemeanor; providing for the disposition of the increased amount; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 176.062 is hereby amended to read as follows:
176.062 1. When a defendant pleads or is found guilty of a felony or gross misdemeanor, the judge shall include in the sentence the sum of [$20] $25 as an administrative assessment and render a judgment against the defendant for the assessment.
2. The money collected for an administrative assessment:
(a) Must not be deducted from any fine imposed by the judge;
(b) Must be taxed against the defendant in addition to the fine; and
(c) Must be stated separately on the courts docket.
3. The money collected for administrative assessments in district courts must be paid by the clerk of the court to the [state] county treasurer on or before the 5th day of each month for the preceding month. The county treasurer shall distribute, on or before the 15th day of that month, the money received in the following amounts for each assessment received:
(a) Five dollars for credit to a special account in the county general fund for the use of the district court.
(b) The remainder of each assessment to the state treasurer.
κ1991 Statutes of Nevada, Page 1154 (CHAPTER 433, AB 512)κ
4. The state treasurer shall credit the money received pursuant to subsection 3 to a special account for the assistance of criminal justice in the state general fund, and distribute the money from the account to the attorney general as authorized by the legislature. Any amount received in excess of the amount authorized by the legislature for distribution must remain in the account.
Sec. 2. This act becomes effective on July 1, 1991.
________
Assembly Bill No. 504Assemblymen Wendell Williams, Gregory, Hardy, Krenzer, Bache, Humke, Arberry, Giunchigliani, Wong, Gibbons, Bennett, Johnson, Evans, Haller, Porter, Callister, Petrak, Price, Anderson, McGaughey, Scherer, Goetting, Lambert, Spitler, McGinness, Garner, Bayley, Carpenter and Norton
CHAPTER 434
AN ACT relating to firearms; requiring a court to consider a certain aggravating factor in determining the penalty for a person who aided or knowingly permitted a minor illegally to possess a firearm; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 202.300 is hereby amended to read as follows:
202.300 1. [No] A minor under the age of 14 years shall not handle or have in his possession or under his control, except while accompanied by or under the immediate charge of an adult person, any firearm of any kind for hunting or target practice or for other purposes.
2. Every person violating any of the provisions of subsection 1, or aiding or knowingly permitting any such minor to violate [the same, shall be] the subsection is guilty of a misdemeanor.
3. In determining the appropriate penalty for a violation of subsection 2, the court shall consider as an aggravating factor, if applicable, whether the defendant left a loaded firearm within reach of or easily accessible to a minor who used the firearm to inflict injury or death upon himself or another person, unless:
(a) The firearm was stored in a securely locked container or at a location which a reasonable person would have believed to be secure;
(b) The minor obtained the firearm as a result of an unlawful entry by any person in or upon the premises where the firearm was stored;
(c) The injury or death resulted from an accident which was incident to target shooting, sport shooting or hunting; or
(d) The minor gained possession of the firearm from a member of the military or a law enforcement officer, while the member or officer was performing his official duties.
________
κ1991 Statutes of Nevada, Page 1155κ
Assembly Bill No. 501Committee on Commerce
CHAPTER 435
AN ACT relating to pharmacies; providing for the licensing of certain pharmacies located outside Nevada and wholesale distributors of drugs; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 639 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 8, inclusive, of this act.
Sec. 2. Drug sample means a unit of a drug that is not to be sold and is used to promote the sale of the drug.
Sec. 3. Wholesale distribution means the distribution of drugs to persons other than consumers or patients, but does not include:
1. Sales within a company.
2. The purchase or other acquisition of a drug by a health care facility or a pharmacy that is a member of a purchasing organization.
3. The sale, purchase or trade of a drug or an offer to sell, purchase or trade a drug:
(a) By a charitable organization, as defined by section 501(c)(3) of the Internal Revenue Code of 1954 (26 U.S.C. § 501(c)(3)), to a nonprofit affiliate of the organization.
(b) Between health care facilities or pharmacies that are under common control.
(c) For emergency medical reasons.
(d) Pursuant to a prescription.
4. A transfer of drugs, in an amount not to exceed 5 percent of the total annual sales, by a retail pharmacy to another retail pharmacy to alleviate a temporary shortage.
5. The distribution of drug samples by a representative of the manufacturer or distributor.
6. The sale, purchase or exchange of blood or blood components for transfusions.
As used in this section, health care facility has the meaning ascribed to it in NRS 449.800.
Sec. 4. 1. The board shall issue a license as a manufacturer or wholesaler of drugs to an applicant if it determines that the issuance of the license is in the best interest of the public.
2. Before issuing a license, the board shall consider:
(a) The record of the applicant for compliance with the requirements of any license previously granted to him.
(b) The plan of the applicant for security and control of drugs.
(c) The facility in which drugs are to be stored by the applicant.
(d) The accuracy of the recordkeeping by the applicant.
κ1991 Statutes of Nevada, Page 1156 (CHAPTER 435, AB 501)κ
3. In addition to the provisions of subsection 2, in reviewing the application of a person to be licensed as a manufacturer or wholesaler of drugs, the board shall consider:
(a) The qualifications and credentials of the applicant in manufacturing or distributing drugs; and
(b) The suspension or revocation of or a restriction on any license held by the applicant for the manufacture or distribution of drugs.
Sec. 5. 1. Every pharmacy located outside Nevada that provides mail order service to or solicits or advertises for orders for drugs available with a prescription from a resident of Nevada must be licensed by the board.
2. To be licensed or to renew a license, a pharmacy located outside Nevada must:
(a) Be licensed by the state in which its dispensing facilities are located.
(b) Comply with all applicable federal laws, regulations and standards.
(c) Submit an application in the form furnished by the board.
(d) Provide the following information to the board:
(1) The name and address of the owner;
(2) The location of the pharmacy;
(3) The name of the pharmacist who is the managing pharmacist; and
(4) Any other information the board deems necessary.
(e) Pay the fee required by regulation of the board.
(f) Submit evidence satisfactory to the board that the facility, records and operation of the pharmacy comply with the laws and regulations of the state in which the pharmacy is located.
(g) Submit certification satisfactory to the board that the pharmacy complies with all lawful requests and directions from the regulatory board or licensing authority of the state in which the pharmacy is located relating to the shipment, mailing or delivery of drugs.
3. In addition to the requirements of subsection 2, the board may require that the pharmacy located outside of Nevada be inspected by the board.
Sec. 6. Before issuing a license to a pharmacy located outside of Nevada to provide mail order service to residents of Nevada, the board shall consider:
1. The qualifications and credentials of the applicant; and
2. Any suspension or revocation of a license or restriction on a license held by the applicant.
Sec. 7. Every pharmacy that is located outside Nevada and provides mail order service to a resident of Nevada:
1. Shall report to the board any change of information that appears on its license and pay the fee required by regulation of the board.
2. Shall make available for inspection all pertinent records, reports, documents or other material or information required by the board.
3. As required by the board, must be inspected by the board or:
(a) The regulatory board or licensing authority of the state in which the pharmacy is located; or
(b) The Drug Enforcement Administration.
4. As required by the board, shall provide the following information concerning each prescription for a drug that is shipped, mailed or delivered to a resident of Nevada:
κ1991 Statutes of Nevada, Page 1157 (CHAPTER 435, AB 501)κ
(a) The name of the patient;
(b) The name of the prescriber;
(c) The number of the prescription;
(d) The date of the prescription;
(e) The name of the drug; and
(f) The strength and quantity of the dose.
Sec. 8. A pharmacy that is located outside Nevada and provides mail order service to a resident of Nevada:
1. May substitute a drug if the substitution is made in accordance with the provisions of the laws and regulations of the state in which the pharmacy is located.
2. Shall provide a toll-free telephone service for its customers to a pharmacist who has access to the records of the customers from Nevada. The telephone service must be available for not less than 6 days per week and for at least 40 hours per week. The telephone number must be disclosed on the label attached to each container of drugs dispensed to a resident of Nevada.
Sec. 9. NRS 639.001 is hereby amended to read as follows:
639.001 As used in this chapter, the words and terms defined in NRS 639.002 to 639.016, inclusive, section 1 of chapter 197, Statutes of Nevada 1991, [and] section 3 of [this act,] chapter 302, Statutes of Nevada 1991, and sections 2 and 3 of this act, have the meanings ascribed to them in those sections unless a different meaning clearly appears in the context.
Sec. 10. NRS 639.0105 is hereby amended to read as follows:
639.0105 Parenteral solutions or parenterals means those [prescription] drugs which are administered into the human body by injection under or through one or more layers of skin or mucous membrane.
Sec. 11. NRS 639.016 is hereby amended to read as follows:
639.016 Wholesaler means a [person] wholesale distributor as defined by 21 C.F.R. § 205.3(g) who supplies or distributes drugs, medicines, chemicals or a hypodermic or prophylactic device [that he himself has not derived, produced, prepared or repackaged] to a person other than the consumer or patient. The term includes a person who derives, produces, prepares or repackages drugs, medicines, chemicals or devices on sales orders for resale. Wholesaler does not include a nonprofit cooperative agricultural organization which supplies or distributes veterinary drugs and medicines only to its own members.
Sec. 12. NRS 639.070 is hereby amended to read as follows:
639.070 1. The board may:
(a) Adopt such regulations, not inconsistent with the laws of this state, as [may be] are necessary for the protection of the public, appertaining to the practice of pharmacy and the lawful performance of its duties.
(b) Adopt regulations requiring that prices charged by retail pharmacies for [prescription] drugs and medicines which are obtained by prescription be posted in the pharmacies and be given on the telephone to persons requesting such information.
(c) Adopt regulations, not inconsistent with the laws of this state, authorizing the secretary to issue certificates, licenses and permits required by chapters 453 and 454 of NRS and this chapter.
κ1991 Statutes of Nevada, Page 1158 (CHAPTER 435, AB 501)κ
(d) Adopt regulations governing the dispensing of poisons, drugs, chemicals and medicines.
(e) Regulate the practice of pharmacy.
(f) Regulate the sale and dispensing of poisons, drugs, chemicals and medicines.
(g) Regulate the means of recordkeeping and storage , handling, sanitation and security of drugs, poisons, medicines, chemicals and devices, including but not limited to, requirements relating to [the inventories and records of individual classes of institutional pharmacies and pharmacies in correctional institutions and drugs stored in hospitals.] :
(1) Pharmacies, institutional pharmacies and pharmacies in correctional institutions;
(2) Drugs stored in hospitals; and
(3) Drugs stored for the purpose of wholesale distribution.
(h) Examine and register [as pharmacists applicants] , upon application, pharmacists and other persons who dispense or distribute medications whom it deems qualified . [to be pharmacists.]
(i) Charge and collect necessary and reasonable fees for its services, other than those specifically set forth in this chapter.
(j) Maintain offices in as many localities in the state as it finds necessary to carry out the provisions of this chapter.
(k) Employ an attorney, inspectors, investigators and other professional consultants and clerical personnel necessary to the discharge of its duties.
(l) Enforce the provisions of NRS 453.011 to 453.552, inclusive, and enforce the provisions of chapter 454 of NRS and this chapter.
(m) Adopt regulations concerning the information required to be submitted in connection with an application for any license, certificate or permit required by this chapter or chapter 453 or 454 of NRS.
(n) Adopt regulations concerning the education, experience and background of a person who is employed by the holder of a license or permit issued pursuant to this chapter and who has access to drugs and devices.
2. This section does not authorize the board to prohibit open-market competition in the advertising and sale of prescription drugs and pharmaceutical services.
Sec. 13. NRS 639.100 is hereby amended to read as follows:
639.100 1. Except as otherwise provided in this chapter, it is unlawful for any person to manufacture, engage in wholesale distribution, compound, sell, dispense or permit to be manufactured, distributed at wholesale, compounded, sold or dispensed any drug, poison, medicine or chemical, or to dispense or compound, or permit to be dispensed or compounded, any prescription of a practitioner, unless he:
(a) Is a prescribing practitioner, a person licensed to engage in wholesale distribution, a technologist in radiology or nuclear medicine under the supervision of the prescribing practitioner, or a registered pharmacist ; [under the provisions of this chapter;] and
(b) Complies with the regulations adopted by the board.
2. Sales representatives , [or] manufacturers or wholesalers selling only in wholesale lots and not to the general public and compounders or sellers of medical gases need not be registered pharmacists . [under the provisions of this chapter, but no person may] A person shall not act as a manufacturer or wholesaler unless he has obtained a [permit] license from the board.
κ1991 Statutes of Nevada, Page 1159 (CHAPTER 435, AB 501)κ
this chapter, but no person may] A person shall not act as a manufacturer or wholesaler unless he has obtained a [permit] license from the board.
3. Any nonprofit cooperative organization or any manufacturer or wholesaler who furnishes, sells, offers to sell or delivers a controlled substance which is intended, designed and labeled For Veterinary Use Only is subject to the provisions of this chapter, and shall not furnish, sell or offer to sell such a substance until he has obtained a [permit] license from the board.
4. Each application for such a [permit] license must be made on a form furnished by the board and [no application may] an application must not be considered by the board until all the information required thereon has been completed. Upon approval [thereof] of the application by the board and the payment of the required fee, the board shall issue a [permit] license to the applicant. Each [permit] license must be issued to a specific person for a specific location, and renewed biennially.
Sec. 14. NRS 639.210 is hereby amended to read as follows:
639.210 The board may suspend or revoke any certificate, license, registration or permit issued pursuant to this chapter, and deny the application of any person for a certificate, license, registration or permit, if the holder or applicant:
1. Is not of good moral character;
2. Is guilty of habitual intemperance;
3. Becomes or is intoxicated or under the influence of liquor, any depressant drug or a controlled substance, unless taken pursuant to a physicians prescription, while on duty in any establishment licensed by the board;
4. Is guilty of unprofessional conduct or conduct contrary to the public interest;
5. Is addicted to the use of any controlled substance;
6. Has been convicted of a violation of any law [related to controlled substances] or regulation of the Federal Government or of this or any other state [;] related to controlled substances, dangerous drugs, drug samples, or the wholesale or retail distribution of drugs;
7. Has been convicted of a felony or other crime involving moral turpitude, dishonesty or corruption;
8. Has willfully made to the board or its authorized representative any false statement which is material to the administration or enforcement of any of the provisions of this chapter;
9. Has obtained any certificate, certification, license or permit by the filing of an application, or any record, affidavit or other information in support thereof, which is false or fraudulent;
10. Has violated any provision of the Federal Food, Drug and Cosmetic Act or any other federal law or regulation relating to prescription drugs;
11. Has violated, attempted to violate, assisted or abetted in the violation of or conspired to violate any of the provisions of this chapter or any law or regulation relating to drugs, the manufacture or distribution of drugs or the practice of pharmacy, or has knowingly permitted, allowed, condoned or failed to report a violation of any of the provisions of this chapter or any law or regulation relating to drugs, the manufacture or distribution of drugs or the practice of pharmacy committed by [a registered pharmacist in his employ;] the holder of a certificate, license, registration or permit;
κ1991 Statutes of Nevada, Page 1160 (CHAPTER 435, AB 501)κ
12. Has failed to renew his certificate, license or permit by failing to submit the application for renewal or pay the renewal fee therefor;
13. Has had his certificate, license or permit suspended or revoked in another state on grounds which would cause suspension or revocation of a certificate, license or permit in this state;
14. Has, as a managing pharmacist, violated any provision of law or regulation concerning recordkeeping or inventory in a store over which he presides, or has knowingly allowed a violation of any provision of this chapter or other state or federal laws or regulations relating to the practice of pharmacy by personnel of the pharmacy under his supervision; [or]
15. Has repeatedly been negligent, which may be evidenced by claims of malpractice settled against him [.] ; or
16. Has failed to maintain and make available to a state or federal officer any records in accordance with the provisions of this chapter or chapter 453 or 454 of NRS.
Sec. 15. NRS 639.233 is hereby amended to read as follows:
639.233 1. Any person, including a wholesaler or manufacturer, who engages in the business of wholesale distribution or furnishing controlled substances, poisons, hypodermic devices or drugs, devices or appliances to any person located within this state shall obtain a license pursuant to the provisions of this chapter.
2. The provisions of subsection 1 do not apply to a wholesaler or manufacturer whose principal place of business is located in another state and who ships controlled substances, drugs, poisons, hypodermic devices or other restricted devices or appliances to a wholesaler or manufacturer located within this state and licensed by the board.
3. For the purpose of this section, a person is engaged in the business of furnishing if he:
(a) Solicits or accepts orders [from within this state by means of direct mail or other advertising devices;
(b) Accepts orders] for drugs or devices whose sale in this state is restricted by this chapter or [chapters 453 and] chapter 453 or 454 of NRS; or
[(c) Ships]
(b) Receives, stores or ships such drugs or devices . [to any person located within this state.]
Sec. 16. NRS 453.066 is hereby amended to read as follows:
453.066 Distribute means to deliver other than by administering or dispensing a controlled substance. The term includes wholesale distribution as defined in section 3 of this act.
Sec. 17. NRS 453.071 is hereby amended to read as follows:
453.071 Distributor means a person who distributes. The term includes a wholesaler as defined in NRS 639.016.
Sec. 18. NRS 453.221 is hereby amended to read as follows:
453.221 The board may adopt regulations and charge reasonable fees relating to the registration and control of the [manufacture, distribution,] possession, administering, prescribing and dispensing of controlled substances within this state.
κ1991 Statutes of Nevada, Page 1161 (CHAPTER 435, AB 501)κ
Sec. 19. NRS 453.226 is hereby amended to read as follows:
453.226 1. Every practitioner or other person who [manufactures, distributes,] possesses, administers, prescribes or dispenses any controlled substance within this state or who proposes to engage in the [manufacture, distribution,] possession, administering, prescribing or dispensing of any controlled substance within this state [must] shall obtain biennially a registration issued by the board in accordance with its regulations.
2. Persons registered by the board [under] in accordance with the provisions of NRS 453.011 to 453.552, inclusive, to [manufacture, distribute,] possess, administer, dispense, prescribe or conduct research with controlled substances may possess, [manufacture, distribute,] administer, dispense, prescribe or conduct research with those substances to the extent authorized by their registration and in conformity with the other provisions of [such] those sections.
3. The following persons need not register and may lawfully possess and distribute controlled substances [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive:
(a) An agent or employee of any registered [manufacturer, distributor or] dispenser of any controlled substance if he is acting in the usual course of his business or employment; or
(b) A common or contract carrier or [warehouseman, or] an employee thereof, whose possession of any controlled substance is in the usual course of business or employment.
4. A person in possession of any controlled substances pursuant to a lawful order of a physician, dentist, podiatrist or veterinarian or in lawful possession of a schedule V substance need not register [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive.
5. The persons specified in subsection 2 of NRS 453.375 need not register and may lawfully possess and administer controlled substances [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive.
6. The board may waive the requirement for registration of certain [manufacturers, distributors or] dispensers if it finds it consistent with the public health and safety.
7. A separate registration is required at each principal place of business or professional practice where the applicant [manufactures, distributes,] possesses, administers, prescribes or dispenses controlled substances.
8. The board may inspect the establishment of a registrant or applicant for registration in accordance with the boards [regulation.] regulations.
Sec. 20. NRS 453.231 is hereby amended to read as follows:
453.231 1. The board shall register an applicant to [manufacture, distribute,] possess, administer, dispense or prescribe controlled substances included in schedules I to V, inclusive, unless it determines that the issuance of that registration would be inconsistent with the public interest.
2. In determining the public interest, the board shall consider the following factors:
(a) Maintenance of effective controls against diversion of controlled substances into other than legitimate medical, scientific or industrial channels;
(b) Compliance with applicable federal, state and local law;
κ1991 Statutes of Nevada, Page 1162 (CHAPTER 435, AB 501)κ
(c) Any convictions of the applicant [under] pursuant to any federal and state laws relating to any controlled substance;
(d) Past experience in the [manufacture, distribution,] possession, administering, dispensing and prescribing of controlled substances, and the existence in the applicants establishment of effective controls against diversion;
(e) Furnishing by the applicant of false or fraudulent material in any application filed [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive;
(f) Suspension or revocation of the applicants federal registration to [manufacture, distribute,] possess, administer or dispense controlled substances as authorized by federal law; and
(g) Any other factors relevant to and consistent with the public health and safety.
3. Registration [under] pursuant to subsections 1 and 2 does not entitle a registrant to [manufacture, distribute,] possess, administer, dispense or prescribe controlled substances in schedules I or II other than those specified in the registration.
4. Prescribing practitioners must be registered to dispense any controlled substances or to conduct research with controlled substances in schedules II to V, inclusive, if they are authorized to dispense or conduct research [under] pursuant to the laws of this state.
5. The board need not require separate registration [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive, for practitioners engaging in research with nonnarcotic controlled substances in schedules II to V, inclusive, [where] if the registrant is already registered [under] in accordance with the provisions of NRS 453.011 to 453.552, inclusive, in another capacity.
6. Prescribing practitioners registered [under] in accordance with federal law to conduct research with schedule I substances may conduct research with schedule I substances within this state upon furnishing the board evidence of that federal registration.
7. Compliance by [manufacturers, distributors,] dispensers and prescribing practitioners with the provisions of the federal law respecting registration, excluding fees, entitles them to be registered [under] in accordance with the provisions of NRS 453.011 to 453.552, inclusive.
Sec. 21. NRS 453.232 is hereby amended to read as follows:
453.232 Any person who [manufactures, distributes,] possesses, administers, prescribes or dispenses a controlled substance without being registered by the board if required by NRS 453.231 shall be punished by imprisonment in the state prison for not less than 1 year nor more than 6 years, and may be further punished by a fine of not more than $2,000.
Sec. 22. NRS 453.236 is hereby amended to read as follows:
453.236 1. If a person who is registered [pursuant to] in accordance with the provisions of NRS 453.231 is convicted of a felony for a violation of any federal or state law concerning drugs or chemicals, that conviction operates as an immediate suspension of the registration. The person so convicted may apply to the board for reinstatement at any time.
κ1991 Statutes of Nevada, Page 1163 (CHAPTER 435, AB 501)κ
2. A registration pursuant to NRS 453.231 to [manufacture, distribute,] possess, administer, dispense or prescribe a controlled substance may be suspended or revoked by the board upon a finding that the registrant has:
(a) Furnished false or fraudulent material information in any application filed pursuant to NRS 453.011 to 453.552, inclusive;
(b) Had his registration or license to [manufacture, distribute,] possess, administer, dispense or prescribe controlled substances revoked in any state;
(c) Had his federal registration to [manufacture, distribute,] possess, administer, dispense or prescribe controlled substances suspended or revoked;
(d) Surrendered or failed to renew his federal registration;
(e) Ceased to be entitled by state law to [manufacture, distribute,] possess, administer, dispense or prescribe a controlled substance;
(f) Failed to maintain effective controls against diversion of controlled substances into other than legitimate medical, scientific or individual channels;
(g) Failed to keep complete and accurate records of controlled substances purchased, administered or dispensed independent of the individual patients chart or medical record; or
(h) Failed to comply with any provision of this chapter or any of the statutes of the United States, federal regulations, other statutes of this state or regulations of the board relating to controlled substances or dangerous drugs.
3. A registrant whose default has been entered or who has been heard by the board and found guilty of the [violations] violation alleged in the accusation may be disciplined by the board by one or more of the following methods:
(a) Suspending judgment;
(b) Placing the registrant on probation, subject to such terms and conditions as the board deems appropriate;
(c) Suspending the right of a registrant to use a registration or any schedule thereof;
(d) Revoking the registration or any schedule thereof;
(e) [Public] Imposition of a public or private reprimand; or
(f) Imposition of a fine not to exceed $1,000 for each count of the accusation.
Such an action by the board is final, except that the property of the action is subject to review upon questions of law by a court of competent jurisdiction.
4. If a registration is suspended or revoked, all controlled substances owned or possessed by the registrant at the time of suspension or the effective date of the revocation order may be placed under seal. No disposition may be made of substances under seal until the time for taking an appeal has elapsed or until all appeals have been concluded unless a court, upon application therefor, orders the sale of perishable substances and the deposit of the proceeds of the sale with the court. Upon [a revocation orders] an order for the revocation of a license becoming final, all controlled substances may be forfeited to the state.
5. The board shall promptly notify the Drug Enforcement Administration and division of all orders suspending or revoking registration and the division shall promptly notify the Drug Enforcement Administration and the board of all forfeitures of controlled substances.
κ1991 Statutes of Nevada, Page 1164 (CHAPTER 435, AB 501)κ
shall promptly notify the Drug Enforcement Administration and the board of all forfeitures of controlled substances.
6. A registrant shall not employ as his agent or employee in any premises where controlled substances are sold, dispensed, stored or held for sale any person whose pharmacists certificate has been suspended or revoked.
Sec. 23. NRS 453.246 is hereby amended to read as follows:
453.246 Persons registered to [manufacture, distribute or] dispense controlled substances [under] pursuant to the provisions of NRS 453.011 to 453.552, inclusive, shall keep records and maintain inventories in conformance with the recordkeeping and inventory requirements of state and federal law and with any additional regulations the board issues.
Sec. 24. NRS 453.381 is hereby amended to read as follows:
453.381 1. A physician, dentist or podiatrist may prescribe, administer or dispense controlled substances only for a legitimate medical purpose and in the usual course of his professional practice, and he [is prohibited from prescribing, administering or dispensing controlled substances] shall not prescribe, administer or dispense a controlled substance listed in schedule II for himself, his spouse or his children except in cases of emergency.
2. A veterinarian, in the course of his professional practice only, and not for use by a human being, may prescribe, possess, administer and dispense controlled substances, and he may cause them to be administered by an animal technician under his direction and supervision.
3. A euthanasia technician, within the scope of his license, and not for use by a human being, may possess and administer sodium pentobarbital.
4. A pharmacist shall not fill an order which purports to be a prescription if he has reason to believe that it was not issued in the course of the professional practice of a physician, dentist, podiatrist or veterinarian.
5. Any person who has obtained from a physician, dentist, podiatrist or veterinarian any controlled substance for administration to a patient during the absence of the physician, dentist, podiatrist or veterinarian shall return to him any unused portion of the substance when it is no longer required by the patient.
6. A manufacturer, wholesale [supplier] distributor or other person legally able to furnish or sell any controlled substance listed in schedule II shall not provide [samples of such a controlled substance to registrants.] a drug sample of any such controlled substance to a registrant. As used in this subsection, drug sample has the meaning ascribed to it in section 2 of this act.
7. A salesman of any manufacturer or wholesaler of pharmaceuticals shall not possess, transport or furnish any controlled substance listed in schedule II.
8. [No person may] A person shall not dispense a controlled substance in violation of a regulation adopted by the board.
Sec. 25. NRS 454.0098 is hereby amended to read as follows:
454.0098 Wholesaler means a [person] wholesale distributor as defined by 21 C.F.R. § 205.3(g) who supplies dangerous drugs, chemicals or hypodermic or prophylactic devices [that he himself has not derived, produced, repackaged or prepared,] to a person other than the consumer or patient. The term does not include:
κ1991 Statutes of Nevada, Page 1165 (CHAPTER 435, AB 501)κ
1. A person who derives, produces or prepares medicines, chemicals or devices on sales orders for resale . [but not on prescriptions, except a]
2. A nonprofit cooperative agricultural organization which supplies or distributes veterinary drugs and medicines only to its own members.
Sec. 26. NRS 454.281 is hereby amended to read as follows:
454.281 1. Every laboratory, manufacturer and wholesaler doing business in [the State of Nevada shall be registered with] this state must be licensed by the board.
2. Each laboratory shall keep purchase records.
3. Each manufacturer shall keep purchase and use records and sales records.
4. Each wholesaler shall keep purchase and sales records.
5. A separate [registration] license is required at each place of business of each laboratory, manufacturer or wholesaler.
Sec. 27. NRS 454.286 is hereby amended to read as follows:
454.286 1. Every retail pharmacy, hospital, laboratory, wholesaler, manufacturer, or any practitioner who engages in the practice of dispensing or furnishing drugs to patients shall maintain a complete and accurate record of all dangerous drugs purchased and those sold on prescription, dispensed, furnished or disposed of otherwise.
2. The records must be retained for a period of 2 years and [are] must be open to inspection by members, inspectors or investigators of the board or inspectors of the Food and Drug Administration.
3. Invoices showing all purchases of dangerous drugs constitute a complete record of all dangerous drugs received.
4. For the purpose of this section, the:
(a) Prescription files of a pharmacy; and
(b) Federally required forms completed by a distributor or manufacturer who distributes samples of dangerous drugs,
constitute a record of the disposition of all dangerous drugs.
5. A person who violates any provision of this section is guilty of a misdemeanor.
6. As used in this section, sample means a unit of a drug that is not to be sold and is used to promote the sale of the drug.
Sec. 28. NRS 639.2105 is hereby repealed.
Sec. 29. Section 9 of this act becomes effective at 12:02 a.m. on October 1, 1991.
________
κ1991 Statutes of Nevada, Page 1166κ
Assembly Bill No. 400Committee on Ways and Means
CHAPTER 436
AN ACT making an appropriation to the health division of the department of human resources for the purchase of new and replacement equipment; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. There is hereby appropriated from the state general fund to the health division of the department of human resources the sum of $74,589 for the purchase of new and replacement equipment to be allocated as follows:
1. For the state health laboratory the sum of $42,000.
2. For the radiological health section the sum of $32,589.
Sec. 2. Any remaining balance of the appropriation made by section 1 of this act must not be committed for expenditure after June 30, 1993, and reverts to the state general fund as soon as all payments of money committed have been made.
Sec. 3. This act becomes effective upon passage and approval.
________
Assembly Bill No. 359Committee on Government Affairs
CHAPTER 437
AN ACT relating to water; imposing certain minimum standards for plumbing fixtures in new construction and expansions in residential, industrial, commercial and public buildings; imposing similar requirements for mobile homes and manufactured homes and buildings; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 278 of NRS is hereby amended by adding thereto a new section to read as follows:
1. Each county and city shall include in its respective building code the requirements of this section. If a county or city has no building code, it shall adopt those requirements by ordinance and provide for their enforcement by its own officers or employees or through interlocal agreement by the officers or employees of another local government. Additionally, each county and city shall prohibit by ordinance the sale and installation of any plumbing fixture which does not meet the standards made applicable for the respective county or city pursuant to this section.
2. Except as otherwise provided in subsections 3 and 4, each residential, commercial or industrial structure on which construction begins on or after March 1, 1992, and each existing residential, commercial or industrial structure which is expanded or renovated on or after March 1, 1992, must incorporate the following minimal standards for plumbing fixtures:
κ1991 Statutes of Nevada, Page 1167 (CHAPTER 437, AB 359)κ
March 1, 1992, and each existing residential, commercial or industrial structure which is expanded or renovated on or after March 1, 1992, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 3.5 gallons of water per flush.
(b) A shower apparatus which uses more than 3 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 3 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 3 gallons per minute.
(d) A urinal which continually flows or flushes water must not be installed.
3. Except as otherwise provided in subsection 4, each residential, commercial or industrial structure on which construction begins on or after March 1, 1993, and each existing residential, commercial or industrial structure which is expanded or renovated on or after March 1, 1993, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 1.6 gallons of water per flush.
(b) A shower apparatus which used more than 2.5 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 2.5 gallons of water or less per minute.
(c) A urinal which uses water must not be installed unless its consumption of water does not exceed 1 gallon of water per flush.
(d) A toilet or urinal which employs a timing device or other mechanism to flush periodically, irrespective of demand, must not be installed.
(e) A urinal which continually flows or flushes water must not be installed.
(f) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 2.5 gallons per minute.
(g) Each faucet installed in a public restroom must contain a mechanism which closes the faucet automatically after a predetermined amount of water has flowed through the faucet. Multiple faucets that are activated from a single point must not be installed.
4. The requirements of this section for the installation of certain plumbing fixtures do not apply to any portion of an existing residential, commercial or industrial structure which is not being expanded or renovated.
Sec. 2. NRS 244.3675 is hereby amended to read as follows:
244.3675 Subject to the limitations contained in NRS 278.580 and 444.340 to 444.430, inclusive, and section 1 of this act, the boards of county commissioners [shall have power and jurisdiction] within their respective counties [to:] may:
1. Regulate all matters relating to the construction, maintenance and safety of buildings, structures and property within the county.
2. Adopt any building, electrical, plumbing or safety code necessary to carry out the provisions of this section and establish such fees as may be necessary. [Such established fees shall] These fees do not apply to the State of Nevada and its political subdivisions.
κ1991 Statutes of Nevada, Page 1168 (CHAPTER 437, AB 359)κ
Sec. 3. NRS 268.413 is hereby amended to read as follows:
268.413 Subject to the limitations contained in NRS 278.580 and 444.340 to 444.430, inclusive, and section 1 of this act, the city council or other governing body of an incorporated city [shall have the power to:] may:
1. Regulate all matters relating to the construction, maintenance and safety of buildings, structures and property within the city.
2. Adopt any building, electrical, plumbing or safety code necessary to carry out the provisions of this section and establish such fees as may be necessary. [Such established fees shall] These fees do not apply to the State of Nevada and its political subdivisions.
Sec. 4. Chapter 338 of NRS is hereby amended by adding thereto a new section to read as follows:
1. Each public building sponsored or financed by a public body must meet the standards made applicable for the building pursuant to this section.
2. Except as otherwise provided in subsections 3 and 4, each public building, other than a prison or jail, on which construction begins on or after March 1, 1992, and each existing public building which is expanded or renovated on or after March 1, 1992, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 3.5 gallons of water per flush.
(b) A shower apparatus which uses more than 3 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 3 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 3 gallons per minute.
(d) A toilet or urinal which employs a timing device or other mechanism to flush periodically irrespective of demand must not be installed.
3. Except as otherwise provided in subsection 4, each public building, other than a prison or jail, on which construction begins on or after March 1, 1993, and each existing public building which is expanded or renovated on or after March 1, 1993, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 1.6 gallons of water per flush.
(b) A shower apparatus which uses more than 2.5 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 2.5 gallons of water or less per minute.
(c) A urinal which uses water must not be installed unless its consumption of water does not exceed 1 gallon of water per flush.
(d) A toilet or urinal which employs a timing device or other mechanism to flush periodically, irrespective of demand, must not be installed.
(e) A urinal which continually flows or flushes water must not be installed.
(f) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 2.5 gallons per minute.
(g) Each faucet installed in a public restroom must contain a mechanism which closes the faucet automatically after a predetermined amount of water has flowed through the faucet. Multiple faucets that are activated from a single point must not be installed.
κ1991 Statutes of Nevada, Page 1169 (CHAPTER 437, AB 359)κ
4. The requirements of this section for the installation of certain plumbing fixtures do not apply to any portion of an existing public building which is not being expanded or renovated.
Sec. 5. Chapter 461 of NRS is hereby amended by adding thereto a new section to read as follows:
1. Except as otherwise provided in subsection 2, each manufactured building on which construction begins on or after March 1, 1992, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 3.5 gallons of water per flush.
(b) A shower apparatus which uses more than 3 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 3 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 3 gallons per minute.
2. Each manufactured building on which construction begins on or after March 1, 1993, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 1.6 gallons of water per flush.
(b) A shower apparatus which uses more than 2.5 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 2.5 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 2.5 gallons per minute.
Sec. 6. NRS 461.020 is hereby amended to read as follows:
461.020 [The] Except as otherwise provided in section 5 of this act, the provisions of this chapter [shall be applicable] apply to all factory-built housing manufactured after July 1, 1971, and to all other manufactured buildings and modular components manufactured after July 1, 1973.
Sec. 7. Chapter 489 of NRS is hereby amended by adding thereto a new section to read as follows:
1. Except as otherwise provided in subsection 2, each manufactured home or mobile home on which construction begins on or after March 1, 1992, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 3.5 gallons of water per flush.
(b) A shower apparatus which uses more than 3 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 3 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 3 gallons per minute.
2. Each manufactured home or mobile home on which construction begins on or after March 1, 1993, must incorporate the following minimal standards for plumbing fixtures:
(a) A toilet which uses water must not be installed unless its consumption of water does not exceed 1.6 gallons of water per flush.
κ1991 Statutes of Nevada, Page 1170 (CHAPTER 437, AB 359)κ
(b) A shower apparatus which uses more than 2.5 gallons of water per minute must not be installed unless it is equipped with a device to reduce water consumption to 2.5 gallons of water or less per minute.
(c) Each faucet installed in a lavatory or kitchen must not allow water to flow at a rate greater than 2.5 gallons per minute.
Sec. 8. NRS 244.3667, 268.4115 and 445.017 are hereby repealed.
________
Assembly Bill No. 195Committee on Government Affairs
CHAPTER 438
AN ACT relating to state employees; revising the period of work considered as overtime; requiring the provision of meals or the payment of a per diem allowance for meals to certain employees; requiring the director of the department of personnel to establish a schedule for the accrual of annual and sick leave for certain employees; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 284.180 is hereby amended to read as follows:
284.180 1. The legislature declares that since uniform salary and wage rates and classifications are necessary for an effective and efficient personnel system, the pay plan must set the official rates applicable to all positions in the classified service, but the establishment of the pay plan in no way limits the authority of the legislature relative to budgeted appropriations for salary and wage expenditures.
2. Credit for overtime work directed or approved by the head of an agency [head] or his representative must be earned at the rate of time and one-half, except for those employees determined by the department to be executive, administrative, professional or supervisory. Executive, administrative, professional and supervisory employees earn credit for overtime at their regular straight time rate. [Overtime is considered time worked in excess of an 8-hour day or a 40-hour week, except for:
(a) Those]
3. Except as otherwise provided in subsections 4, 6 and 8, overtime is considered time worked in excess of:
(a) Eight hours in 1 calendar day;
(b) Eight hours in any 16-hour period; or
(c) A 40-hour week.
4. Firemen who choose and are approved for a 24-hour shift shall be deemed to work an average of 56 hours per week and 2,912 hours per year, regardless of the actual number of hours worked or on paid leave during any biweekly pay period. A firemen so assigned is entitled to receive 1/26 of his annual salary for each biweekly pay period. In addition, overtime must be considered time worked in excess of:
(a) Twenty-four hours in one scheduled shift; or
κ1991 Statutes of Nevada, Page 1171 (CHAPTER 438, AB 195)κ
(b) Fifty-three hours average per week during one work period for those hours worked or on paid leave.
The appointing authority shall designate annually the length of the work period to be used in determining the work schedules for such firemen. In addition to the regular amount paid such a fireman for the deemed average of 56 hours per week, he is entitled to payment for the hours which comprise the difference between the 56-hour average and the overtime threshold of 53 hours average at a rate which will result in the equivalent of overtime payment for those hours.
5. The director, with the approval of the commission, shall adopt regulations to carry out the provisions of subsection 4.
6. For employees who choose and are approved for a variable workday, [in which case] overtime will be considered only after working 40 hours in 1 week . [; and
(b) Those] For employees who choose and are approved for a variable 80-hour work schedule within a biweekly pay period, [in which case] overtime will be considered only after working 80 hours biweekly.
[3.] 7. An agency may experiment with innovative work weeks upon the approval of the head of the agency and after majority consent of the affected employees.
[4.] 8. This section does not supersede or conflict with existing contracts of employment for employees hired to work 24 hours a day in a home setting. Any future classification in which an employee will be required to work 24 hours a day in a home setting must be approved in advance by the commission.
Sec. 2. NRS 284.350 is hereby amended to read as follows:
284.350 1. Except as otherwise provided in subsections 2 [and 3,] , 3 and 4, an employee in the public service, whether in the classified or unclassified service, is entitled to annual leave with pay of 1 1/4 working days for each month of continuous public service. The annual leave may be cumulative from year to year not to exceed 30 working days. The department may by regulation provide for additional annual leave for long-term employees, and for prorated annual leave for part-time employees.
2. Any annual leave in excess of 30 working days must be used before January 1 of the year following the year in which the annual leave in excess of 30 working days is accumulated or the amount of annual leave in excess of 30 working days is forfeited on that date except that if an employee:
(a) On or before October 15, requests permission to take annual leave; and
(b) His request for leave is denied in writing for any reason,
he is entitled to payment for any annual leave in excess of 30 working days which he requested to take and which he would otherwise forfeit as the result of the denial of his request. The payment for the employees unused annual leave must be made to him not later than January 31.
3. Officers and members of the faculty of the University of Nevada System are entitled to annual leave as provided by the regulations prescribed pursuant to subsection 2 of NRS 284.345.
4. The director shall establish by regulation a schedule for the accrual of annual leave for employees who regularly work more than 40 hours per week or 80 hours biweekly. The schedule must provide for the accrual of annual leave at the same rate proportionately as employees who work a 40-hour week accrue annual leave.
κ1991 Statutes of Nevada, Page 1172 (CHAPTER 438, AB 195)κ
leave at the same rate proportionately as employees who work a 40-hour week accrue annual leave.
5. No elected state officer may be paid for accumulated annual leave upon termination of his service.
[5.] 6. During the first 6 months of employment of any employee in the public service, annual leave accrues as provided in subsection 1, but no annual leave may be taken during that period.
[6.] 7. No employee in the public service may be paid for accumulated annual leave upon termination of employment unless he has been employed for 6 months or more.
Sec. 3. NRS 284.355 is hereby amended to read as follows:
284.355 1. Except as otherwise provided in subsections 2 [and 3,] , 3 and 4, all employees in the public service, whether in the classified or unclassified service, are entitled to sick and disability leave with pay of 1 1/4 working days for each month of service, which may be cumulative from year to year. After an employee has accumulated 90 working days of sick leave, the amount of additional unused sick leave which he is entitled to carry forward from one year to the next is limited to one-half of the unused sick leave accrued during that year, but the department may by regulation provide for subsequent use of unused sick leave accrued but not carried forward by reason of this limitation in cases where the employee is suffering from a long term or chronic illness and has used all sick leave otherwise available to him. Upon the retirement of an employee, his termination through no fault of his own or his death while in public employment, the employee or his beneficiaries are entitled to payment for his unused sick leave in excess of 30 days, exclusive of any unused sick leave accrued but not carried forward, according to his number of years of public service, except service with a political subdivision of the state, as follows:
(a) For 10 years of service or more but less than 15 years, not more than $1,500.
(b) For 15 years of service or more but less than 20 years, not more than $2,500.
(c) For 20 years of service or more, not more than $3,500.
The department may by regulation provide for additional sick and disability leave for long-term employees, and for prorated sick and disability leave for part-time employees.
2. Officers and members of the faculty of the University of Nevada System are entitled to sick and disability leave as provided by the regulations adopted pursuant to subsection 2 of NRS 284.345.
3. The department may by regulation provide policies concerning employees with mental or emotional disorders which will:
(a) Utilize a liberal approach to the granting of sick leave or leave without pay when it is necessary for them to be absent for treatment or temporary hospitalization.
(b) Retain their jobs for reasonable periods of absence, and where extended absence necessitates separation or retirement, reemploy them if at all possible after recovery.
(c) Protect employee benefits such as retirement, life insurance and health benefits.
κ1991 Statutes of Nevada, Page 1173 (CHAPTER 438, AB 195)κ
4. The director shall establish by regulation a schedule for the accrual of sick leave for employees who regularly work more than 40 hours per week or 80 hours biweekly. The schedule must provide for the accrual of sick leave at the same rate proportionately as employees who work a 40-hour week accrue sick leave.
5. The department may investigate any instance in which it believes that an employee has taken sick or disability leave to which he was not entitled. If, after notice to the employee and a hearing, the commission determines that he has in fact taken sick or disability leave to which he was not entitled, the commission may order the forfeiture of all or part of his accrued sick leave.
________
Assembly Bill No. 87Committee on Transportation
CHAPTER 439
AN ACT relating to state highways; limiting the reversion of certain property to the department of transportation; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 408.527 is hereby amended to read as follows:
408.527 1. Whenever the department and the county or city concerned have entered into an agreement providing therefor, and the legislative body of the county or city has adopted a resolution consenting thereto, the board may relinquish to the county or city any portion of any state highway which has been deleted from the state highway system by legislative enactment. The department may likewise relinquish any portion of any state highway which has been superseded by relocation or which the department determines exceeds its needs.
2. By resolution of the board, the department may upon request relinquish to the division of state lands of the state department of conservation and natural resources for the public use of another state agency any portion of any state highway which has been superseded by relocation or which the department determines exceeds its needs.
3. Relinquishment must be made by a resolution. A certified copy of the resolution must be filed with the legislative body of the county or city concerned. The resolution must be recorded in the office of the county recorder of the county where the land is located and, upon recordation, all right, title and interest of the state in and to that portion of any state highway vests in the county, city or division, as the case may be.
4. Nothing in NRS 408.523 limits the power of the board to relinquish abandoned or vacated portions of a state highway to a county, city or the division.
κ1991 Statutes of Nevada, Page 1174 (CHAPTER 439, AB 87)κ
5. If the board relinquishes property pursuant to subsection 4, and the purpose for which [it is] the property was relinquished is abandoned or ceases to exist, then :
(a) If the interest of the department in the property before it was relinquished was held in fee simple, all right, title and interest of the county, city or division reverts [back] to the department.
[5.] (b) If the interest of the department in the property before it was relinquished was an easement or other lesser interest, the county, city or division may abandon or vacate the property without reversion to the department.
6. The vesting of all right, title and interest of the department in and to portions of any state highways relinquished previously by the department in the city, county or state agency to which it was relinquished is hereby confirmed.
________
Assembly Bill No. 32Committee on Health and Welfare
CHAPTER 440
AN ACT relating to financial administration; authorizing the temporary advance of money from the state general fund to the bureau of alcohol and drug abuse of the rehabilitation division of the department of human resources; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 458 of NRS is hereby amended by adding thereto a new section to read as follows:
1. If the administrator of the rehabilitation division of the department determines that current claims exceed the amount of money available to the bureau because of a delay in the receipt of money from federal grants, he may request from the director of the department of administration a temporary advance from the state general fund for the payment of authorized expenses.
2. The director of the department of administration shall notify the state controller and the fiscal analysis division of the legislative counsel bureau of his approval of a request made pursuant to subsection 1. The state controller shall draw his warrant upon receipt of the approval by the director of the department of administration.
3. An advance from the state general fund:
(a) Must be approved by the director of the department of administration for use pursuant to NRS 458.080; and
(b) Is limited to 25 percent of the revenues expected to be received in the current fiscal year from any source other than legislative appropriation.
κ1991 Statutes of Nevada, Page 1175 (CHAPTER 440, AB 32)κ
4. Any money which is temporarily advanced from the state general fund to the bureau pursuant to this section must be repaid by August 31 following the end of the fiscal year during which the money was advanced.
________
Senate Bill No. 609Senator Getto
CHAPTER 441
AN ACT relating to children; providing that a court or other person in determining the custody or placement of a minor child must give preference to certain relatives of the child in making the determination; expanding rights of grandparents and great-grandparents with regard to visitation with a minor child; and providing other matters properly relating thereto.
[Approved June 24, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. NRS 125.480 is hereby amended to read as follows:
125.480 1. In determining custody of a minor child in an action brought under this chapter, the sole consideration of the court is the best interest of the child. If it appears to the court that joint custody would be in the best interest of the child, the court may grant custody to the parties jointly.
2. No preference may be given to either parent for the sole reason that the parent is the mother or the father of the child.
3. The court shall award custody in the following order of preference unless in a particular case the best interest of the child requires otherwise:
(a) To both parents jointly pursuant to NRS 125.490 or to either parent. If the court does not enter an order awarding joint custody of a child after either parent has applied for joint custody, the court shall state in its decision the reason for its denial of the parents application. When awarding custody to either parent, the court shall consider, among other factors, which parent is more likely to allow the child to have frequent associations and a continuing relationship with the noncustodial parent.
(b) To a person or persons in whose home the child has been living and where the child has had a wholesome and stable environment.
(c) To any person related within the third degree of consanguinity to the child whom the court finds suitable and able to provide proper care and guidance for the child, regardless of whether the relative resides within this state.
(d) To any other person or persons whom the court finds suitable and able to provide proper care and guidance for the child.
4. In determining the best interest of the child, the court shall consider, among other things:
(a) The wishes of the child if the child is of sufficient age and capacity to form an intelligent preference as to his custody;
(b) Any nomination by a parent of a guardian for the child; and
κ1991 Statutes of Nevada, Page 1176 (CHAPTER 441, SB 609)κ
(c) Whether either parent or any other person seeking custody has engaged in an act of domestic violence against the child, a parent of the child or any other person residing with the child. As used in this paragraph, domestic violence means the commission of any act described in NRS 33.018.
Sec. 2. NRS 125A.330 is hereby amended to read as follows:
125A.330 1. Except as otherwise provided in subsection 2, if a parent of an unmarried minor child is deceased or divorced or separated from the parent who has custody of the child, or his parental rights have been relinquished or terminated, the district court in the county in which the child resides may grant to the grandparents, parents and other children of either parent of the child a reasonable right to visit the child during his minority, if the court finds that the visits would be in the best interests of the child. In determining whether to grant this right to a petitioner, the court shall consider:
(a) The love, affection and other emotional ties existing between the party seeking visitation and the child.
(b) The capacity and disposition of the party seeking visitation to:
(1) Give the child love, affection and guidance;
(2) Cooperate in providing the child with food, clothing and other material needs during visitation; and
(3) Cooperate in providing the child with health care or alternative care recognized and permitted under the laws of this state in lieu of health care.
(c) The prior relationship between the child and the party seeking visitation.
(d) The moral fitness of the party seeking visitation.
(e) The mental and physical health of the party seeking visitation.
(f) The reasonable preference of the child, if the child has a preference, and if the child is determined to be of sufficient maturity to express a preference.
(g) The willingness and ability of the party seeking visitation to facilitate and encourage a close and continuing relationship between the child and the parent or parents.
(h) The medical and other needs of the child related to health as affected by the visitation.
(i) Any other factor considered relevant by the court to a particular dispute.
2. If the parental rights of either or both natural parents of a child are relinquished or terminated, and the child is placed in the custody of a public agency or a private agency licensed to place children in homes, the district court in the county in which the child resides may grant to the grandparents, parents and other children of either parent a reasonable right to visit the child during his minority if a petition therefor is filed with the court before the date on which the parental rights are relinquished or terminated. In determining whether to grant this right to a petitioner, the court must find that the visits would be in the best interests of the child in light of the considerations set forth in subsection 1.
3. Rights to visit a child may be granted:
(a) In a divorce decree;
(b) In an order of separate maintenance; or
κ1991 Statutes of Nevada, Page 1177 (CHAPTER 441, SB 609)κ
(c) Upon a petition filed by an eligible person after a divorce or separation or after the death of the parent to whom the person was related, or upon the relinquishment or termination of a parental right.
4. Termination of the parental rights of a parent who is divorced or separated also terminates any rights previously granted pursuant to subsection 1, unless the court finds that visits by those persons would be in the best interests of the child.
5. For the purposes of this section, separation means a legal separation or any other separation of a married couple if the couple has lived separate and apart for 30 days or more and has no present intention of resuming a marital relationship.
Sec. 3. NRS 128.110 is hereby amended to read as follows:
128.110 1. Whenever the procedure described in this chapter has been followed, and upon finding grounds for termination of parental rights pursuant to NRS 128.105 at a hearing upon the petition, the court shall make a written order, signed by the judge presiding in the court, judicially depriving the parent or parents of the custody and control of, and terminating the parental rights of the parent or parents with respect to the child, and declaring the child to be free from such custody or control, and placing custody and control in some person or agency qualified by the laws of this state to provide services and care to children, or to receive any children for placement.
2. If the child is placed in the custody and control of a person or agency qualified by the laws of this state to receive children for placement, the person or agency may, in seeking to place the child, give preference to any person related within the third degree of consanguinity to the child whom the person or agency finds suitable and able to provide proper care and guidance for the child, regardless of whether the relative resides within this state.
Sec. 4. NRS 62.170 is hereby amended to read as follows:
62.170 1. Except as otherwise provided in NRS 62.175, any peace officer or probation officer may take into custody any child who is found violating any law or ordinance or whose conduct indicates that he is a child in need of supervision. When a child is taken into custody, the officer shall immediately notify the parent, guardian or custodian of the child, if known, and the probation officer. Unless it is impracticable or inadvisable or has been otherwise ordered by the court, or is otherwise provided in this section, the child must be released to the custody of his parent or other responsible adult who has signed a written agreement to bring the child to the court at a stated time or at such time as the court may direct. The written agreement must be submitted to the court as soon as possible. If this person fails to produce the child as agreed or upon notice from the court, a writ may be issued for the attachment of the person or of the child requiring that the person or child, or both of them, be brought into the court at a time stated in the writ.
2. If the child is not released, as provided in subsection 1, the child must be taken without unnecessary delay to the court or to the place of detention designated by the court, and, as soon as possible thereafter, the fact of detention must be reported to the court. Pending further disposition of the case the child may be released to the custody of the parent or other person appointed by the court, or may be detained in such place as is designated by the court, subject to further order. The court may authorize supervised detention at the childs home in lieu of detention at a facility for the detention of juveniles.
κ1991 Statutes of Nevada, Page 1178 (CHAPTER 441, SB 609)κ
detention at the childs home in lieu of detention at a facility for the detention of juveniles.
3. A child alleged to be delinquent or in need of supervision must not, before disposition of the case, be detained in a facility for the secure detention of juveniles unless there is probable cause to believe that:
(a) If the child is not detained, he is likely to commit an offense dangerous to himself or to the community, or likely to commit damage to property;
(b) The child will run away or be taken away so as to be unavailable for proceedings of the court or to its officers;
(c) The child was brought to the probation officer pursuant to a court order or warrant; or
(d) The child is a fugitive from another jurisdiction.
4. A child not alleged to be delinquent or in need of supervision must not at any time be confined or detained in a facility for the secure detention of juveniles or any police station, lockup, jail, prison or other facility in which adults are detained or confined.
5. A child under 18 years of age must not at any time be confined or detained in any police station, lockup, jail, prison or other facility where the child has regular contact with any adult convicted of crime or under arrest and charged with crime, unless:
(a) The child is alleged to be delinquent;
(b) No alternative facility is available; and
(c) The child is separated by sight and sound from any adults who are confined or detained therein.
6. A child alleged to be delinquent who is taken into custody and detained must be given a detention hearing, conducted by the judge or master:
(a) Within 24 hours after the child submits a written application;
(b) In a county whose population is less than 100,000, within 24 hours after the commencement of detention at a police station, lockup, jail, prison or other facility in which adults are detained or confined;
(c) In a county whose population is 100,000 or more within 6 hours after the commencement of detention at a police station, lockup, jail, prison or other facility in which adults are detained or confined; or
(d) Within 72 hours after the commencement of detention at a facility in which no adults are detained or confined,
whichever occurs first, excluding Saturdays, Sundays and holidays. A child must not be released after a detention hearing without the written consent of the judge or master.
7. If the parent, guardian or custodian of the child appears with or on behalf of the child at a detention hearing, the judge or master shall provide to him a certificate of attendance which he may provide to his employer. The certificate of attendance must set forth the date and time of appearance and the provisions of NRS 62.410. The certificate of attendance must not set forth the name of the child or the offense alleged.
8. A child who is taken into custody and detained must, if alleged to be a child in need of supervision, be released within 24 hours, excluding Saturdays, Sundays and holidays, after his initial contact with a peace officer to his parent, guardian or custodian, to any other person who is able to provide adequate care and supervision, or to shelter care, except as otherwise provided in subsection 9 or unless the court holds a detention hearing and determines the child:
κ1991 Statutes of Nevada, Page 1179 (CHAPTER 441, SB 609)κ
adequate care and supervision, or to shelter care, except as otherwise provided in subsection 9 or unless the court holds a detention hearing and determines the child:
(a) Has threatened to run away from home or from the shelter;
(b) Is accused of violent behavior at home; or
(c) Is accused of violating the terms of his supervision and consent decree. If the court makes such a determination, the child may be detained for an additional 24 hours after the hearing, excluding Saturdays, Sundays and holidays, if needed by the court to make an alternative placement. Such an alternative placement must be in a facility in which there are no physically restraining devices or barriers. A child must not be detained pursuant to this subsection for a total period in excess of 48 hours, excluding Saturdays, Sundays and holidays.
9. A child alleged to be in need of supervision who is taken into custody and detained need not be released within 24 hours, excluding Saturdays, Sundays and holidays, after his initial contact with a peace officer to his parent, guardian or custodian, to any other person who is able to provide adequate care and supervision, or to a shelter for care, if the court holds a detention hearing and determines the child:
(a) Is a ward of a federal court or held pursuant to federal statute;
(b) Has run away from another state and a jurisdiction within the state has issued a want, warrant or request for the child; or
(c) Is accused of violating a valid court order.
If the court makes such a determination, the child may be detained for such an additional period as necessary for the court to return the child to the jurisdiction from which he originated or to make an alternative placement. Such an alternative placement must be in a facility in which there are no physically restraining devices or barriers.
10. During the pendency of a criminal or quasi-criminal charge of murder or attempted murder or any related crime arising out of the same facts as the murder or attempted murder, a child may petition the juvenile division for temporary placement in a facility for the detention of juveniles.
11. In determining whether to release a child pursuant to this section to a person other than his parent, guardian or custodian, preference must be given to any person related within the third degree of consanguinity to the child who is suitable and able to provide proper care and guidance for the child.
Sec. 5. NRS 62.211 is hereby amended to read as follows:
62.211 1. If the court finds that the child is within the purview of this chapter, except as otherwise provided in subsection 3, it shall so decree and may:
(a) Place the child under supervision in his own home or in the custody of a suitable person elsewhere, upon such conditions as the court may determine. A program of supervision in the home may include electronic surveillance of the child. The legislature declares that a program of supervision that includes electronic surveillance is intended as an alternative to commitment and not as an alternative to probation, informal supervision or a supervision and consent decree.
κ1991 Statutes of Nevada, Page 1180 (CHAPTER 441, SB 609)κ
(b) Commit the child to the custody or to the guardianship of a public or private institution or agency authorized to care for children, or place him in a home with a family. In committing a child to a private institution or agency the court shall select one that is required to be licensed by the department of human resources to care for such children, or, if the institution or agency is in another state, by the analogous department of that state. The court must not commit a female child to a private institution without prior approval of the superintendent of the Caliente youth center, and must not commit a male child to a private institution without prior approval of the superintendent of the Nevada youth training center.
(c) If the child is 12 years of age or older, commit the child to the custody of the youth services division of the department of human resources for suitable placement in a correctional or institutional facility. The division must notify the parents of the child and the court before transferring a child from one such facility to another.
(d) If the child is between the ages of 8 and 12 and, but for the age of the child, the court would have committed the child to the Caliente youth center or the Nevada youth training center, commit the child to the custody of the youth services division of the department of human resources for suitable placement in a public or private institution or agency authorized to care for children.
(e) Order such medical, psychiatric, psychological or other care and treatment as the court deems to be for the best interests of the child, except as otherwise provided in this section.
(f) Order the parent, guardian, custodian or any other person to refrain from continuing the conduct which, in the opinion of the court, has caused or tended to cause the child to come within or remain under the provisions of this chapter.
(g) Place the child, when he is not in school, under the supervision of a public organization to work on public projects or a private nonprofit organization to perform public service. The person under whose supervision the child is placed shall keep the child busy and well supervised and shall make such reports to the court as it may require.
(h) Permit the child to reside in a residence without the immediate supervision of an adult, or exempt the child from mandatory attendance at school so that the child may be employed full time, or both, if the child is at least 16 years of age, has demonstrated the capacity to benefit from this placement or exemption and is under the strict supervision of the juvenile division.
(i) Require the child to provide restitution to the victim of the crime which the child has committed.
(j) Impose a fine on the child. If a fine is imposed, the court shall impose an administrative assessment pursuant to NRS 62.223.
2. If the court finds that the child is a serious or chronic offender, it may, in addition to the options set forth in subsection 1:
(a) Commit the child for confinement in a secure facility, including a facility which is secured by its staff.
(b) Impose any other punitive measures the court determines to be in the best interests of the public.
κ1991 Statutes of Nevada, Page 1181 (CHAPTER 441, SB 609)κ
3. If the court finds that the child is within the purview of paragraph (a) of subsection 1 of NRS 62.040 and has not previously been the subject of a complaint under NRS 62.128 before committing the acts for which the petition was filed, the court shall:
(a) Admonish the child to obey the law and to refrain from repeating the acts for which the petition was filed, and maintain a record of the admonition; and
(b) Refer the child, without adjudication, to services available in the community for counseling, behavioral modification and social adjustment.
A child must not be adjudicated to be a child in need of supervision unless a subsequent petition based upon additional facts is filed with the court after admonition and referral pursuant to this subsection.
4. At any time, either on its own volition or for good cause shown, the court may terminate its jurisdiction concerning the child.
5. Whenever the court commits a child to any institution or agency pursuant to this section, it shall transmit a summary of its information concerning the child and order the administrator of the school that the child last attended to transmit a copy of the childs educational records to the institution or agency. The institution or agency shall give to the court any information concerning the child that the court may require.
6. In determining whether to place a child pursuant to this section in the custody of a person other than his parent, guardian or custodian, preference must be given to any person related within the third degree of consanguinity to the child whom the court finds suitable and able to provide proper care and guidance for the child.
Sec. 6. NRS 62.261 is hereby amended to read as follows:
62.261 1. Except as provided in subsection 5, the placement by the court of a child in a foster home or other similar institution must be reviewed by a judge or an appointed master semiannually for the purpose of determining whether:
(a) Continued placement or supervision is in the best interest of the child and the public; and
(b) The child is being treated fairly.
2. In conducting the review, the court may:
(a) Require a written report from the childs protective service officer, welfare worker or other guardian or custodian of the child which includes but is not limited to an evaluation of the childs progress and recommendations for further supervision, treatment or rehabilitation.
(b) Request any information or statements it deems necessary for the review.
3. The court shall hold dispositional hearings no later than 18 months after the hearing required by subsection 1, and at least annually thereafter.
4. Each dispositional hearing must be held by the court to determine whether:
(a) The child should be returned to his parents or other relatives;
(b) The childs placement in the foster home or other similar institution should be continued;
(c) The child should be placed for adoption or under a legal guardianship; or
κ1991 Statutes of Nevada, Page 1182 (CHAPTER 441, SB 609)κ
(d) The child should remain in the foster home or other similar institution on a long-term basis.
5. The provisions of this section do not apply to the placement of:
(a) A delinquent child.
(b) A child in the home of the childs parent or parents.
6. This section does not limit the power of the court to order a review or similar proceeding under subsection 1 other than semiannually.
7. In determining the placement of a child pursuant to this section, preference must be given to any person related within the third degree of consanguinity to the child who is suitable and able to provide proper care and guidance for the child.
Sec. 7. NRS 432B.390 is hereby amended to read as follows:
432B.390 1. An agent or officer of a law enforcement agency, an officer of the juvenile probation department or a designee of an agency which provides protective services may place a child in protective custody without the consent of the person responsible for the childs welfare if he has reasonable cause to believe that immediate action is necessary to protect the child from injury, abuse or neglect. An agency which provides protective services shall request the assistance of a law enforcement agency in the removal of the child if it has reasonable cause to believe that the child or the person placing the child in protective custody may be threatened with harm.
2. Before taking a child for placement in protective custody, the person taking the child shall show his identification to any person who is responsible for the child and is present at the time the child is taken. If a person who is responsible for the child is not present at the time the child is taken, the person taking the child shall show his identification to any other person upon request. The identification required by this subsection must be a single card that contains a photograph of the person taking the child and identifies him as a person authorized pursuant to subsection 1 to place a child in protective custody.
3. A child placed in protective custody pending an investigation and a hearing held pursuant to NRS 432B.470 must be placed in a hospital, if the child needs hospitalization, or in a shelter, which may include a foster home or other home or facility which provides care for those children, but the child must not be placed in a jail or other place for detention, incarceration or residential care of persons convicted of a crime or children charged with delinquent acts.
4. A person placing a child in protective custody shall:
(a) Immediately take steps to protect all other children remaining in the home or facility, if necessary;
(b) Immediately make a reasonable effort to inform the person responsible for the childs welfare that the child has been placed in protective custody; [and]
(c) Give preference in placement of the child to any person related within the third degree of consanguinity to the child who is suitable and able to provide proper care and guidance for the child, regardless of whether the relative resides within this state; and
(d) As soon as practicable, inform the agency which provides protective services and the appropriate law enforcement agency.
κ1991 Statutes of Nevada, Page 1183 (CHAPTER 441, SB 609)κ
5. If a child is placed with any person who resides outside this state, the placement must be in accordance with NRS 127.330.
Sec. 8. NRS 432B.480 is hereby amended to read as follows:
432B.480 1. At the commencement of the hearing on protective custody, the court shall advise the parties of their right to be represented by an attorney and of their right to present evidence.
2. If the court finds, as a result of the hearing that there is reasonable cause to believe:
(a) That the child may be harmed if released from protective custody; or
(b) A parent or other person responsible for the childs welfare is not available to care for the child,
the court shall issue an order keeping the child in protective custody pending a disposition by the court.
3. If the court issues an order keeping the child in protective custody pending a disposition by the court and it is in the best interests of the child, the court may:
(a) Place the child in the temporary custody of a grandparent [of] , great-grandparent or other person related within the third degree of consanguinity to the child who the court finds has established a meaningful relationship with the child, with or without supervision upon such conditions as the court prescribes [;] , regardless of whether the relative resides within this state; or
(b) Grant the grandparent [of] , great-grandparent or other person related within the third degree of consanguinity to the child a reasonable right to visit the child while he is in protective custody.
4. If the court finds that the best interests of the child do not require that the child remain in protective custody, the court shall order his immediate release.
5. If a child is placed with any person who resides outside this state, the placement must be in accordance with NRS 127.330.
Sec. 9. NRS 432B.550 is hereby amended to read as follows:
432B.550 1. If the court finds that the child is in need of protection, it shall determine whether reasonable efforts were made by the agency which provides protective services to prevent or eliminate the need for his removal from his home and to facilitate his return to his home. The court may, by its order, after receipt and review of the report from the agency which provides protective services:
(a) Permit the child to remain in the custody of his parents or guardian with or without supervision by the court or a person or agency designated by the court, upon such conditions as the court may prescribe;
(b) Place him in the temporary custody of a relative who the court finds suitable to receive and care for him with or without supervision, upon such conditions as the court may prescribe;
(c) Place him in the temporary custody of a public agency or institution authorized to care for children, the local juvenile probation department or a private agency or institution licensed by the department of human resources to care for such a child; or
(d) Commit him to the custody of the superintendent of the northern Nevada childrens home or the superintendent of the southern Nevada childrens home, in accordance with chapter 423 of NRS.
κ1991 Statutes of Nevada, Page 1184 (CHAPTER 441, SB 609)κ
2. If, pursuant to subsection 1, a child is placed other than with a parent, the parent retains the right to consent to adoption, to determine the childs religious affiliation and to reasonable visitation, unless restricted by the court. If the custodian of the child interferes with these rights, the parent may petition the court for enforcement of his rights.
3. If, pursuant to subsection 1, the child is to be placed with a relative, the court may consider, among other factors, whether the child has resided with a particular relative for 3 years or more before the incident which brought the child to the courts attention.
4. A copy of the report prepared for the court by the agency which provides protective services must be sent to the custodian and the parent or legal guardian.
5. In determining the placement of a child pursuant to this section, if the child is not permitted to remain in the custody of his parents or guardian, preference must be given to any person related within the third degree of consanguinity to the child who is suitable and able to provide proper care and guidance for the child, regardless of whether the relative resides within this state. If a child is placed with any person who resides outside this state, the placement must be in accordance with NRS 127.330.
Sec. 10. 1. Sections 1 and 4 of this act become effective at 12:01 a.m. on October 1, 1991.
2. Section 5 of this act becomes effective at 12:02 a.m. on October 1, 1991.
________
Assembly Bill No. 655Committee on Judiciary
CHAPTER 442
AN ACT relating to artificial persons; revising extensively the law governing corporations for profit and not for profit, and similar associations; providing for limited-liability companies; and providing other matters properly relating thereto.
[Approved June 25, 1991]
THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
AND ASSEMBLY, DO ENACT AS FOLLOWS:
Section 1. Chapter 78 of NRS is hereby amended by adding thereto the provisions set forth as sections 2 to 70, inclusive, of this act.
Sec. 2. 1. Directors and officers shall exercise their powers in good faith and with a view to the interests of the corporation.
2. In performing their respective duties, directors and officers are entitled to rely on information, opinions, reports, books of account or statements, including financial statements and other financial data, that are prepared or presented by:
(a) One or more directors, officers or employees of the corporation reasonably believed to be reliable and competent in the matters prepared or presented;
κ1991 Statutes of Nevada, Page 1185 (CHAPTER 442, AB 655)κ
(b) Counsel, public accountants, or other persons as to matters reasonably believed to be within the preparer or presenters professional or expert competence; or
(c) A committee of the directors on which the person relying thereon does not serve, established in accordance with NRS 78.125, as to matters within the committees designated authority and matters on which the committee is reasonably believed to merit confidence,
but a director or officer is not entitled to rely on such information, opinions, reports, books of account or statements if he has knowledge concerning the matter in question that would cause reliance thereon to be unwarranted.
3. Directors and officers, in exercising their respective powers with a view to the interests of the corporation, may consider:
(a) The interests of the corporations employees, suppliers, creditors and customers;
(b) The economy of the state and nation;
(c) The interests of the community and of society; and
(d) The long-term as well as short-term interests of the corporation and its stockholders, including the possibility that these interests may be best served by the continued independence of the corporation.
This subsection does not create or authorize any causes of action against the corporation or its directors or officers.
4. Directors may resist a change or potential change in control of the corporation if the directors by a majority vote of a quorum determine that the change or potential change is opposed to or not in the best interest of the corporation:
(a) Upon consideration of the interests of the corporations stockholders and any of the matters set forth in subsection 3; or
(b) Because the amount or nature of the indebtedness and other obligations to which the corporation or any successor to the property of either may become subject in connection with the change or potential change in control provides reasonable grounds to believe that, within a reasonable time:
(1) The assets of the corporation or any successor would be or become less than its liabilities;
(2) The corporation or any successor would be or become insolvent; or
(3) Any voluntary or involuntary proceeding under the federal bankruptcy laws concerning the corporation or any successor would be commenced by any person.
Sec. 3. As used in NRS 78.195 to 78.307, inclusive, and sections 4 to 7, inclusive, of this act, unless the context otherwise requires, the word distribution means a direct or indirect transfer of money or other property other than its own shares or the incurrence of indebtedness by a corporation to or for the benefit of its stockholders with respect to any of its shares. A distribution may be in the form of a declaration or payment of a dividend, a purchase, redemption or other acquisition of shares, a distribution of indebtedness, or otherwise.
Sec. 4. 1. Each corporation must have:
(a) One or more classes of shares that together have unlimited voting rights; and
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(b) One or more classes of shares that together are entitled to receive the net assets of the corporation upon dissolution.
If the articles of incorporation provide for only one class of stock, that class of stock has unlimited voting rights and is entitled to receive the net assets of the corporation upon dissolution.
2. The articles of incorporation, or a resolution of the board of directors pursuant thereto, may authorize one or more classes of stock that:
(a) Have special, conditional or limited voting powers, or no right to vote, except to the extent otherwise prohibited by this chapter;
(b) Are redeemable or convertible:
(1) At the option of the corporation, the stockholders or another person, or upon the occurrence of a designated event;
(2) For cash, indebtedness, securities or other property; or
(3) In a designated amount or in an amount determined in accordance with a designated formula or by reference to extrinsic data or events;
(c) Entitle the stockholders to distributions calculated in any manner, including dividends that may be cumulative, noncumulative or partially cumulative;
(d) Have preference over any other class of shares with respect to distributions, including dividends and distributions upon the dissolution of the corporation;
(e) Have par value; or
(f) Have powers, designations, preferences, limitations, restrictions and relative rights dependent upon any fact or event which may be ascertained outside of the articles of incorporation or the resolution if the manner in which the fact or event may operate on such class or series of stock is stated in the articles of incorporation or the resolution.
3. The description of voting powers, designations, preferences, limitations, restrictions and relative rights of the share classes contained in this section is not exclusive.
Sec. 5. 1. The board of directors may authorize shares to be issued for consideration consisting of any tangible or intangible property or benefit to the corporation, including, but not limited to, cash, promissory notes, services performed, contracts for services to be performed or other securities of the corporation.
2. Before the corporation issues shares, the board of directors must determine that the consideration received or to be received for the shares to be issued is adequate. The judgment of the board of directors as to the adequacy of the consideration received for the shares issued is conclusive in the absence of actual fraud in the transaction.
3. When the corporation receives the consideration for which the board of directors authorized the issuance of shares, the shares issued therefor are fully paid and nonassessable.
4. The corporation may place in escrow shares issued for a contract for future services or benefits or a promissory note, or make any other arrangements to restrict the transfer of the shares. The corporation may credit distributions made for the shares against their purchase price, until the services are performed, the benefits are received or the promissory note is paid. If the services are not performed, the benefits are not received or the promissory note is not paid, the shares escrowed or restricted and the distributions credited may be canceled in whole or in part.
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promissory note is not paid, the shares escrowed or restricted and the distributions credited may be canceled in whole or in part.
Sec. 6. 1. The provisions of this section apply to corporations organized in this state on or after October 1, 1991.
2. The stockholders of a corporation do not have a preemptive right to acquire the corporations unissued shares except to the extent the articles of incorporation so provide.
3. A statement included in the articles of incorporation that the corporation elects to have preemptive rights or words of similar import have the following effects unless the articles of incorporation otherwise provide:
(a) The stockholders of the corporation have a preemptive right, granted on uniform terms and conditions prescribed by the board of directors to provide a fair and reasonable opportunity to exercise the right, to acquire proportional amounts of the corporations unissued shares upon the decision of the board of directors to issue them.
(b) A stockholder may waive his preemptive right. A waiver evidenced by a writing is irrevocable even though it is not supported by consideration.
(c) There is no preemptive right with respect to:
(1) Shares issued as compensation to directors, officers, agents or employees of the corporation, its subsidiaries or affiliates;
(2) Shares issued to satisfy rights of conversion or options created to provide compensation to directors, officers, agents or employees of the corporation, its subsidiaries or affiliates;
(3) Shares authorized in articles of incorporation which are issued within 6 months from the effective date of incorporation; or
(4) Shares sold otherwise than for money.
(d) Holders of shares of any class without general voting rights but with preferential rights to distributions or assets have no preemptive rights with respect to shares of any class.
(e) Holders of shares of any class with general voting rights but without preferential rights to distributions or assets have no preemptive rights with respect to shares of any class with preferential rights to distributions or assets unless the shares with preferential rights are convertible into or carry a right to subscribe for or acquire shares without preferential rights.
(f) Shares subject to preemptive rights that are not acquired by stockholders may be issued to any person for 1 year after being offered to stockholders at a consideration set by the board of directors that is not lower than the consideration set for the exercise of preemptive rights. An offer at a lower consideration or after the expiration of one year is subject to the stockholders preemptive rights.
3. As used in this section, shares includes a security convertible into or carrying a right to subscribe for or acquire shares.
Sec. 7. 1. Except as otherwise provided in subsection 2 and the articles of incorporation, a board of directors may authorize and the corporation may make distributions to its stockholders.
2. No distribution may be made if, after giving it effect:
(a) The corporation would not be able to pay its debts as they become due in the usual course of business; or
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(b) Except as otherwise specifically allowed by the articles of incorporation, the corporations total assets would be less than the sum of its total liabilities plus the amount that would be needed, if the corporation were to be dissolved at the time of distribution, to satisfy the preferential rights upon dissolution of stockholders whose preferential rights are superior to those receiving the distribution.
3. The board of directors may base a determination that a distribution is not prohibited under subsection 2 on:
(a) Financial statements prepared on the basis of accounting practices that are reasonable in the circumstances;
(b) A fair valuation, including, but not limited to, unrealized appreciation and depreciation; or
(c) Any other method that is reasonable in the circumstances.
4. The effect of a distribution under subsection 2 must be measured:
(a) In the case of a distribution by purchase, redemption or other acquisition of the corporations shares, as of the earlier of:
(1) The date money or other property is transferred or debt incurred by the corporation; or
(2) The date upon which the stockholder ceases to be a stockholder with respect to the acquired shares.
(b) In the case of any other distribution of indebtedness, as of the date the indebtedness is distributed.
(c) In all other cases, as of:
(1) The date the distribution is authorized if the payment occurs within 120 days after the date of authorization; or
(2) The date the payment is made if it occurs more than 120 days after the date of authorization.
5. A corporations indebtedness to a stockholder incurred by reason of a distribution made in accordance with this section is at parity with the corporations indebtedness to its general unsecured creditors except to the extent subordinated by agreement.
6. Indebtedness of a corporation, including indebtedness issued as a distribution, is not considered a liability for purposes of determinations under subsection 2 if its terms provide that payment of principal and interest are made only if and to the extent that payment of a distribution to stockholders could then be made pursuant to this section. If the indebtedness is issued as a distribution, each payment of principal or interest must be treated as a distribution, the effect of which must be measured on the date the payment is actually made.
Sec. 8. 1. Any stockholder may apply to the district court to appoint one or more persons to be custodians of the corporation, and, if the corporation is insolvent, to be receivers of the corporation when:
(a) The business of the corporation is suffering or is threatened with irreparable injury because the directors are so divided respecting the management of the affairs of the corporation that a required vote for action by the board of directors cannot be obtained and the stockholders are unable to terminate this division; or
κ1991 Statutes of Nevada, Page 1189 (CHAPTER 442, AB 655)κ
(a) The corporation has abandoned its business and has failed within a reasonable time to take steps to dissolve, liquidate or distribute its assets in accordance with this chapter.
2. A custodian appointed pursuant to this section has all the powers and title of a trustee appointed under NRS 78.590, 78.635 and 78.650, but the authority of the custodian is to continue the business of the corporation and not to liquidate its affairs or distribute its assets, except when the district court so orders and except in cases arising pursuant to paragraph (b) of subsection 1.
Sec. 9. 1. Except as limited by sections 43 to 70, inclusive, of this act, one or more corporations may merge into another corporation if the board of directors of each corporation adopts and its stockholders, if required by section 11 of this act, approve a plan of merger.
2. The plan of merger must set forth:
(a) The name of each corporation planning to merge and the name of the surviving corporation into which each other corporation plans to merge;
(b) The terms and conditions of the merger; and
(c) The manner and basis of converting the shares of each corporation into shares, obligations or other securities of the surviving or any other corporation or into cash or other property in whole or part.
3. The plan of merger may set forth:
(a) Amendments to the articles of incorporation of the surviving corporation; and
(b) Other provisions relating to the merger.
Sec. 10. 1. Except as limited by sections 43 to 70, inclusive, of this act, a corporation may acquire all of the outstanding shares of one or more classes or series of another corporation if the board of directors of each corporation adopts and its stockholders, if required by section 11 of this act, approve the exchange.
2. The plan of exchange must set forth:
(a) The name of the corporation whose shares will be acquired and the name of the acquiring corporation;
(b) The terms and conditions of the exchange; and
(c) The manner and basis of exchanging the shares to be acquired for shares, obligations or other securities of the acquiring or any other corporation or for cash or other property in whole or part.
3. The plan of exchange may set forth other provisions relating to the exchange.
4. This section does not limit the power of a corporation to acquire all or part of the shares of one or more classes or series of another corporation through a voluntary exchange or otherwise.
Sec. 11. 1. After adopting a plan of merger or exchange, the board of directors of each corporation that is a party to the merger, and the board of directors of the corporation whose shares will be acquired in the exchange, must submit the plan of merger, except as otherwise provided in section 12 of this act, or exchange for approval by its stockholders.
2. For a plan of merger or exchange to be approved:
(a) The board of directors must recommend the plan of merger or exchange to the stockholders, unless the board of directors determines that because of a conflict of interest or other special circumstances it should make no recommendation and it communicates the basis for its determination to the stockholders with the plan; and
κ1991 Statutes of Nevada, Page 1190 (CHAPTER 442, AB 655)κ
conflict of interest or other special circumstances it should make no recommendation and it communicates the basis for its determination to the stockholders with the plan; and
(b) The stockholders entitled to vote must approve the plan.
3. The board of directors may condition its submission of the proposed merger or exchange on any basis.
4. The corporation must notify each stockholder, whether or not he is entitled to vote, of the proposed stockholders meeting in accordance with NRS 78.370. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or exchange and contain or be accompanied by a copy of summary of the plan.
5. Unless this chapter, the articles of incorporation, or the board of directors, acting pursuant to subsection 3, require a greater vote or a vote by classes of stockholders, the plan of merger or exchange to be authorized must be approved by a majority of the voting power unless stockholders of a class of shares are entitled to vote thereon as a class. If stockholders of a class of shares are so entitled, the plan must be approved by a majority of all votes entitled to be cast on the plan by each class and representing a majority of all votes entitled to be voted.
6. Separate voting by a class of stockholders is required:
(a) On a plan of merger if the plan contains a provision that, if contained in the proposed amendment to articles of incorporation, would entitle particular stockholders to vote as a class on the proposed amendment; and
(b) On a plan of exchange by each class or series of shares included in the exchange, with each class or series constituting a separate voting class.
Sec. 12. 1. Action by the stockholders of the surviving corporation on a plan of merger is not required if:
(a) The articles of incorporation of the surviving corporation will not differ from its articles before the merger;
(b) Each stockholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations and relative rights immediately after the merger;
(c) The number of voting shares outstanding immediately after the merger, plus the number of voting shares issued as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving corporation outstanding immediately before the merger; and
(d) The number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares outstanding immediately before a merger.
2. As used in this section:
(a) Participating shares means shares that entitle their holders to participate without limitation in distributions.
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(b) Voting shares means shares that entitle their holders to vote unconditionally in elections of directors.
Sec. 13. After a merger or exchange of shares is approved, and at any time before articles of merger or exchange are filed, the planned merger or exchange may be abandoned, subject to any contractual rights, without further action by stockholders, in accordance with the procedure set forth in the plan of merger or exchange or, if none is set forth, in the manner determined by the board of directors.
Sec. 14. 1. A parent corporation owning at least 90 percent of the outstanding shares of each class of a subsidiary corporation may merge the subsidiary into itself without approval of the stockholders of the parent or subsidiary.
2. The board of directors of the parent shall adopt a plan of merger that sets forth:
(a) The names of the parent and subsidiary; and
(b) The manner and basis of converting the shares of the subsidiary into shares, obligations or other securities of the parent or any other corporation or into cash or other property in whole or part.
3. The parent shall mail a copy or summary of the plan of merger to each stockholder of the subsidiary who does not waive the mailing requirement in writing.
4. The parent may not deliver articles of merger to the secretary of state for filing until at least 30 days after the date it mailed a copy of the plan of merger to each stockholder of the subsidiary who did not waive the requirement of mailing.
5. Articles of merger under this section may not contain amendments to the articles of incorporation of the parent corporation.
Sec. 15. 1. After a plan of merger or exchange is approved by the stockholders, or adopted by the board of directors if approval by the stockholders is not required, the surviving or acquiring corporation shall deliver to the secretary of state for filing articles of merger or exchange signed and acknowledged by the president or vice president and secretary or assistant secretary setting forth:
(a) In the case of a merger, the name and place of incorporation of each constituent corporation and the surviving corporation or, in the case of an exchange, the name and place of incorporation of both the corporation whose shares will be acquired and the acquiring corporation;
(b) That a plan of merger or exchange has been adopted by the board of directors of each corporation that is a party to the merger or exchange;
(c) If approval of the stockholders was not required, a statement to that effect;
(d) If approval of the stockholders of one or more corporations that are parties to the merger or exchange was required:
(1) A statement that the plan was approved by the unanimous consent of the stockholders; or
(2) A statement that a plan was submitted to the stockholders by the board of directors pursuant to this chapter including:
κ1991 Statutes of Nevada, Page 1192 (CHAPTER 442, AB 655)κ
(I) The designation, number of outstanding shares and number of votes entitled to be cast by each class of shares entitled to vote separately on the plan; and
(II) Either the total number of votes cast for and against the plan by the stockholders of each class of shares entitled to vote separately on the plan or the total number of undisputed votes cast for the plan separately by the stockholders of each class of shares,
and a statement that the number cast for the plan by the stockholders of each class of shares was sufficient for approval by the stockholders of that class of shares;
(e) In the case of a merger, the amendments to the articles of incorporation of the surviving corporation;
(f) 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 or other place of business of the surviving corporation or the acquiring corporation, respectively; and
(g) If the entire plan of merger or exchange is not set forth, a statement that a copy of the plan of merger or exchange will be furnished by the surviving or acquiring corporation, on request and without cost, to any stockholder of any corporation which is a party to the merger or exchange.
2. The articles of merger or exchange may contain the entire plan of merger or exchange.
3. A merger or exchange takes effect upon filing or upon a later date as specified in the articles of merger or exchange which must not be more than 90 days after the articles are filed.
Sec. 16. 1. When a merger takes effect:
(a) Every other corporation that is a party to the merger merges into the surviving corporation and the separate existence of every corporation except the surviving corporation ceases;
(b) The title to all real estate and other property owned by each corporation that is a party to the merger is vested in the surviving corporation without reversion or impairment;
(c) The surviving corporation has all of the liabilities of each corporation that is a party to the merger;
(d) A proceeding pending against any corporation that is a party to the merger may be continued as if the merger did not occur or the surviving corporation may be substituted in the proceeding for the corporation whose existence ceased;
(e) The articles of incorporation of the surviving corporation are amended to the extent provided in the plan of merger; and
(f) The shares of each corporation that is a party to the merger that are to be converted into shares, obligations or other securities of the surviving or any other corporation or into cash or other property are converted, and the former holders of the shares are entitled only to the rights provided in the articles of merger or to their rights under sections 22 to 42, inclusive, of this act.
2. When an exchange of shares takes effect, the shares of each acquired corporation are exchanged as provided in the plan, and the former holders of the shares are entitled only to the rights provided in the articles of exchange or to their rights under sections 22 to 42, inclusive, of this act.
κ1991 Statutes of Nevada, Page 1193 (CHAPTER 442, AB 655)κ
the shares are entitled only to the rights provided in the articles of exchange or to their rights under sections 22 to 42, inclusive, of this act.
Sec. 17. 1. One or more foreign corporations may merge or enter into an exchange of shares with one or more domestic corporations if:
(a) In a merger, the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated and each foreign corporation complies with that law in effecting the merger;
(b) In an exchange of shares, the corporation whose shares will be acquired is a domestic corporation, whether or not an exchange of shares is permitted by the law of the state or country under whose law the acquiring corporation is incorporated;
(c) The foreign corporation complies with section 10 of this act if it is the surviving corporation in the merger or acquiring corporation in the exchange; and
(d) Each domestic corporation complies with the applicable provisions of sections 9 to 14, inclusive, of this act and, if it is the surviving corporation in the merger or acquiring corporation in the exchange, with section 15 of this act.
2. When the merger or exchange takes effect, the surviving foreign corporation in a merger and the acquiring foreign corporation 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 stockholders of each domestic corporation 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 $25 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 corporation at its specified address, unless the surviving or acquiring corporation 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 stockholders of each domestic corporation that is a party to the merger or exchange the amount, if any, to which they are entitled under sections 22 to 42, inclusive, of this act.
3. This section does not limit the power of a foreign corporation to acquire all or part of the shares of one or more classes or series of a domestic corporation through a voluntary exchange or otherwise.
Sec. 18. 1. One or more domestic corporations may merge with one or more domestic or foreign limited partnerships if the entities comply with the provisions of this section, sections 19, 20 and 21 of this act, and their articles and partnership agreements, and if the merger is permitted by the law of the state or country under whose law each foreign limited partnership is formed.
2. All such corporations and limited partnerships must enter into a plan of merger setting forth the matters required by subsection 2 of section 9 of this act and:
(a) The names of each limited partnership that is a party to the merger;
(b) The name of the surviving entity; and
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(c) The manner and basis of converting the shares of each corporation and the partnership interests of each limited partnership into:
(1) Shares, partnership interests, obligations or other securities of the surviving corporation or partnership;
(2) Shares, partnership interests, obligations or other securities of another corporation or entity; or
(3) Cash or other property,
in whole or in part. The plan of merger may also set forth amendments to the articles of incorporation or the certificate of limited partnership of the surviving entity and other provisions related to the merger.
3. Each domestic corporation that is a party to the merger must comply with the provisions of sections 9 and 11 of this act.
Sec. 19. 1. Unless otherwise provided in the partnership agreement, each domestic limited partnership must approve the plan of merger as provided in this subsection. The plan of merger must be approved by all general partners and the limited partners who own more than 50 percent of the percentage or other interest in the profits of the domestic limited partnership then owned by all of the limited partners. If the limited partnership has more than one class of limited partners, the plan of merger must be approved by those limited partners who own more than 50 percent of the percentage or other interest in the profits of the domestic limited partnership then owned by the limited partners in each class.
2. The plan of merger must be approved by each foreign limited partnership as required by the law of the state or country under whose law the foreign limited partnership is formed and as required by its partnership agreement.
Sec. 20. 1. After the plan of merger is approved by each domestic corporation and each domestic and foreign limited partnership, the surviving entity must deliver articles of merger to the secretary of state for filing, setting forth those matters required by section 15 of this act and:
(a) A statement that the plan of merger was approved by each of the domestic and foreign limited partnerships as required by the law of their jurisdictions of formation and by their partnership agreements; and
(b) The name, type of entity and the jurisdiction of formation of the surviving entity.
2. If a domestic corporation is the surviving entity, the articles of merger must be signed and acknowledged by each domestic corporation as set forth in subsection 1 of section 15 of this act. If a domestic or foreign limited partnership is the surviving entity, the articles of merger must be signed by at least one general partner and acknowledged.
3. If a merger is approved, the merger may be abandoned pursuant to section 13 of this act without further action by the stockholders or partners or, if no procedure is set forth in the plan of merger, by the board of directors of any corporation that is a party or by the general partners of any limited partnership that is a party.
Sec. 21. 1. The merger takes effect upon filing or upon a later date specified in the articles of merger, which must not be more than 90 days after the articles are filed.
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2. When a merger takes effect, the effects of the merger as to each corporation or limited partnership that are parties to the merger and as to each surviving entity are the same as set forth in section 16 of this act for the parties to mergers and surviving entities described therein.
3. If a foreign limited partnership is the surviving entity of a merger, it has the rights, obligations and duties set forth for surviving foreign corporations in subsection 2 of section 17 of this act.
Sec. 22. As used in sections 22 to 42, inclusive, of this act, the words and terms defined in sections 23 to 29, inclusive, of this act have the meanings ascribed to them in those sections.
Sec. 23. Beneficial stockholder means the person who is a beneficial owner of shares held in a voting trust or by a nominee as the stockholder of record.
Sec. 24. Corporation means the issuer of the shares held by a dissenter before the corporate action, or the surviving or acquiring corporation of that issuer by merger or exchange of shares.
Sec. 25. Dissenter means a stockholder who is entitled to dissent from corporate action under section 30 of this act and who exercises that right when and in the manner required by sections 33 to 40, inclusive, of this act.
Sec. 26. Fair value, with respect to a dissenters shares, means the value of the shares immediately before the effectuation of the corporate action to which he objects, excluding any appreciation or depreciation in anticipation of the corporate action unless exclusion would be inequitable.
Sec. 27. Interest means interest from the effective date of the corporate action until the date of payment, at the average rate currently paid by the corporation on its principal bank loans or, if none, at a rate that is fair and equitable under all of the circumstances.
Sec. 28. Stockholder means the stockholder of record or the beneficial stockholder.
Sec. 29. Stockholder of record means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominees certificate on file with the corporation.
Sec. 30. 1. Except as otherwise provided in section 31 of this act, a stockholder is entitled to dissent from, and obtain payment of the fair value of his shares in the event of, any of the following corporate actions:
(a) Consummation of a plan of merger to which the corporation is a party:
(1) If approval by the stockholders is required for the merger by section 11 of this act or the articles of incorporation and the stockholder is entitled to vote on the merger; or
(2) If the corporation is a subsidiary and is merged with its parent under section 14 of this act.
(b) Consummation of a plan of exchange to which the corporation is a party as the corporation whose shares will be acquired, if the stockholder is entitled to vote on the plan.
(c) Any corporate action taken pursuant to a vote of the stockholders to the extent that the articles of incorporation, bylaws or a resolution of the board of directors provides that voting or nonvoting stockholders are entitled to dissent and obtain payment for their shares.
κ1991 Statutes of Nevada, Page 1196 (CHAPTER 442, AB 655)κ
2. A stockholder who is entitled to dissent and obtain payment under section 22 to 42, inclusive, of this act may not challenge the corporate action creating his entitlement unless the action is unlawful or fraudulent with respect to the stockholder or the corporation.
Sec. 31. There is no right of dissent with respect to a plan of merger or exchange in favor of holders of shares of any class or series which, at the record date fixed to determine the stockholders entitled to receive notice of and to vote at the meeting at which the plan of merger or exchange is to be acted on, were either listed on a national securities exchange or held by at least 2,000 stockholders of record, unless in either case:
1. The articles of incorporation of the corporation issuing the shares provide otherwise; or
2. The holders of the class or series are required under the plan of merger or exchange to accept for such shares anything except:
(a) Cash, shares or shares and cash in lieu of fractional shares of:
(1) The surviving or acquiring corporation; or
(2) Any other corporation which, at the effective date of the plan of merger or exchange, were either listed on a national securities exchange or held of record by at least 2,000 stockholders of record; or
(b) A combination of cash and shares of the kind described in subparagraphs (1) and (2) of paragraph (a).
Sec. 32. 1. A stockholder of record may assert dissenters rights as to fewer than all of the shares registered in his name only if he dissents with respect to all shares beneficially owned by any one person and notifies the corporation in writing of the name and address of each person on whose behalf he asserts dissenters rights. The rights of a partial dissenter under this subsection are determined as if the shares as to which he dissents and his other shares were registered in the names of different stockholders.
2. A beneficial stockholder may assert dissenters rights as to shares held on his behalf only if:
(a) He submits to the corporation the written consent of the stockholder of record to the dissent not later than the time the beneficial stockholder asserts dissenters rights; and
(b) He does so with respect to all shares of which he is the beneficial stockholder or over which he has power to direct the vote.
Sec. 33. 1. If the proposed corporate action creating dissenters rights is submitted to a vote at a stockholders meeting, the notice of the meeting must state that stockholders are or may be entitled to assert dissenters rights under sections 22 to 42, inclusive, of this act and be accompanied by a copy of those sections.
2. If the corporate action creating dissenters rights is taken without a vote of the stockholders, the corporation shall notify in writing all stockholders entitled to assert dissenters rights that the action was taken and send them the dissenters notice described in section 35 of this act.
Sec. 34. 1. If the proposed corporate action creating dissenters rights is submitted to a vote at a stockholders meeting, a stockholder who wishes to assert dissenters rights:
κ1991 Statutes of Nevada, Page 1197 (CHAPTER 442, AB 655)κ
(a) Must deliver to the corporation, before the vote is taken, written notice of his intent to demand payment for his shares if the proposed action is effectuated; and
(b) Must not vote his shares in favor of the proposed action.
2. A stockholder who does not satisfy the requirements of subsection 1 is not entitled to payment for his shares under this chapter.
Sec. 35. 1. If the proposed corporate action creating dissenters rights is authorized at a stockholders meeting, the corporation shall deliver a written dissenters notice to all stockholders who satisfied the requirements to assert those rights.
2. The dissenters notice must be sent no later than 10 days after the effectuation of the corporate action, and must:
(a) State where the demand for payment must be sent and where and when certificates for certificated shares must be deposited;
(b) Inform the holders of uncertificated shares as to what extent the transfer of the shares will be restricted after the demand for payment is received;
(c) Supply a form for demanding payment that includes the date of the first announcement to the news media or to the stockholders of the terms of the proposed corporate action and requires that the person asserting dissenters rights certify whether or not he acquired beneficial ownership of the shares before that date;
(d) Set a date by which the corporation must receive the demand for payment, which may not be less than 30 nor more than 60 days after the date the notice is delivered; and
(e) Be accompanied by a copy of sections 22 to 42, inclusive, of this act.
Sec. 36. 1. A stockholder to whom a dissenters notice was sent must:
(a) Demand payment;
(b) Certify whether he acquired beneficial ownership of the shares before the date required to be set forth in the dissenters notice for this certification; and
(c) Deposit his certificates in accordance with the terms of the notice.
2. The stockholder who demands payment and deposits his certificates retains all other rights of a stockholder until those rights are canceled or modified by the taking of the proposed corporate action.
3. The stockholder who does not demand payment or deposit his certificates where required, each by the date set forth in the dissenters notice, is not entitled to payment for his shares under sections 22 to 42, inclusive, of this act.
Sec. 37. 1. The corporation may restrict the transfer of uncertificated shares from the date the demand for their payment is received.
2. The person for whom dissenters rights are asserted as to uncertificated rights retains all other rights of a stockholder until those rights are canceled or modified by the taking of the proposed corporate action.
Sec. 38. 1. Except as otherwise provided in section 39 of this act, within 30 days after receipt of a demand for payment, the corporation shall pay each dissenter who complied with section 36 of this act the amount the corporation estimates to be the fair value of his shares, plus accrued interest. The obligation of the corporation under this subsection may be enforced by the district court:
κ1991 Statutes of Nevada, Page 1198 (CHAPTER 442, AB 655)κ
(a) Of the county where the corporations registered office is located; or
(b) At the election of any dissenter residing or having its registered office in Nevada, of the county where the dissenter resides or has its registered office. The court shall dispose of the complaint promptly.
2. The payment must be accompanied by:
(a) The corporations balance sheet as of the end of a fiscal year ending not more than 16 months before the date of payment, a statement of income for that year, a statement of changes in the stockholders equity for that year, and the latest available interim financial statements, if any;
(b) A statement of the corporations estimate of the fair value of the shares;
(c) An explanation of how the interest was calculated;
(d) A statement of the dissenters rights to demand payment under section 40 of this act; and
(e) A copy of sections 22 to 42, inclusive, of this act.
Sec. 39. 1. A corporation may elect to withhold payment from a dissenter unless he was the beneficial owner of the shares before the date set forth in the dissenters notice as the date of the first announcement to the news media or to the stockholders of the terms of the proposed corporate action.
2. To the extent the corporation elects to withhold payment, after taking the proposed corporate action, it shall estimate the fair value of the shares, plus accrued interest, and shall offer to pay this amount to each dissenter who agrees to accept it in full satisfaction of his demand. The corporation shall send with its offer a statement of its estimate of the fair value of the shares, an explanation of how the interest was calculated, and a statement of the dissenters right to demand payment pursuant to section 40 of this act.
Sec. 40. 1. A dissenter may notify the corporation in writing of his own estimate of the fair value of his shares and the amount of interest due, and demand payment of his estimate, less any payment pursuant to section 38 of this act, or reject the corporations offer pursuant to section 39 of this act and demand payment of the fair value of his shares and interest due, if he believes that the amount paid pursuant to section 38 of this act or offered pursuant to section 39 of this act is less than the fair value of his shares or that the interest due is incorrectly calculated.
2. A dissenter waives his right to demand payment pursuant to this section unless he notifies the corporation of his demand in writing within 30 days after the corporation made or offered payment for his shares.
Sec. 41. 1. If a demand for payment remains unsettled, the corporation shall commence a proceeding within 60 days after receiving the demand and petition the court to determine the fair value of the shares and accrued interest. If the corporation does not commence the proceeding within the 60-day period, it shall pay each dissenter whose demand remains unsettled the amount demanded.
2. A corporation shall commence the proceeding in the district court of the county where a corporations registered office is located. If the corporation is a foreign corporation without a resident agent in the state, it shall commence the proceeding in the county where the registered office of the domestic corporation merged with or whose shares were acquired by the foreign corporation was located.
κ1991 Statutes of Nevada, Page 1199 (CHAPTER 442, AB 655)κ
3. The corporation shall make all dissenters, whether or not residents of Nevada, whose demands remain unsettled, parties to the proceeding as in an action against their shares. All parties must be served with a copy of the petition. Nonresidents may be served by registered or certified mail or by publication as provided by law.
4. The jurisdiction of the court in which the proceeding is commenced under subsection 2 is plenary and exclusive. The court may appoint one or more persons as appraisers to receive evidence and recommend a decision on the question of fair value. The appraisers have the powers described in the order appointing them, or any amendment thereto. The dissenters are entitled to the same discovery rights as parties in other civil proceedings.
5. Each dissenter who is made a party to the proceeding is entitled to a judgment:
(a) For the amount, if any, by which the court finds the fair value of his shares, plus interest, exceeds the amount paid by the corporation; or
(b) For the fair value, plus accrued interest, of his after-acquired shares for which the corporation elected to withhold payment pursuant to section 39 of this act.
Sec. 42. 1. The court in a proceeding to determine fair value shall determine all of the costs of the proceeding, including the reasonable compensation and expenses of any appraisers appointed by the court. The court shall assess the costs against the corporation, except that the court may assess costs against all or some of the dissenters, in amounts the court finds equitable, to the extent the court finds the dissenters acted arbitrarily, vexatiously or not in good faith in demanding payment.
2. The court may also assess the fees and expenses of the counsel and experts for the respective parties, in amounts the court finds equitable:
(a) Against the corporation and in favor of all dissenters if the court finds the corporation did not substantially comply with the requirements of sections 33 to 40, inclusive, of this act; or
(b) Against either the corporation or a dissenter in favor of any other party, if the court finds that the party against whom the fees and expenses are assessed acted arbitrarily, vexatiously or not in good faith with respect to the rights provided by sections 22 to 42, inclusive, of this act.
3. If the court finds that the services of counsel for any dissenter were of substantial benefit to other dissenters similarly situated, and that the fees for those services should not be assessed against the corporation, the court may award to those counsel reasonable fees to be paid out of the amounts awarded to the dissenters who were benefited.
4. In a proceeding commenced pursuant to subsection 1 of section 38 of this act, the court may assess the costs against the corporation, except that the court may assess costs against all or some of the dissenters who are parties to the proceeding, in amounts the court finds equitable, to the extent the court finds that such parties did not act in good faith in instituting the proceeding.
5. This section does not preclude any party in a proceeding commenced pursuant to section 41 or subsection 1 of section 38 of this act from applying the provisions of N.R.C.P. 68 or NRS 17.115.
κ1991 Statutes of Nevada, Page 1200 (CHAPTER 442, AB 655)κ
Sec. 43. As used in sections 43 to 70, inclusive, of this act, unless the context otherwise requires, the words and terms defined in sections 44 to 60, inclusive, of this act have the meanings ascribed to them in those sections.
Sec. 44. Affiliate means a person that directly, or indirectly through one or more intermediaries, is controlled by, or is under common control with, a specified person.
Sec. 45. Associate, when used to indicate a relationship with any person, means:
1. Any corporation or organization of which that person is an officer or partner or is, directly or indirectly, the beneficial owner of 10 percent or more of any class of voting shares;
2. Any trust or other estate in which that person has a substantial beneficial interest or as to which he serves as trustee or in a similar fiduciary capacity; and
3. Any relative or spouse of that person, or any relative of the spouse, who has the same home as that person.
Sec. 46. Beneficial owner, when used with respect to any shares, means a person that:
1. Individually or with or through any of its affiliates or associates, beneficially owns the shares, directly or indirectly;
2. Individually or with or through any of its affiliates or associates, has:
(a) The right to acquire the shares, whether the right is exercisable immediately or only after the passage of time, under any agreement, arrangement or understanding, whether or not in writing, or upon the exercise of rights to convert or exchange, warrants or options, or otherwise, but a person is not considered the beneficial owner of shares tendered under an offer for a tender or exchange made by the person or any of his affiliates or associates until the tendered shares are accepted for purchase or exchange; or
(b) The right to vote the shares under any agreement, arrangement or understanding, whether or not in writing, but a person is not considered the beneficial owner of any shares under this paragraph if the agreement, arrangement or understanding to vote the shares arises solely from a revocable proxy or consent given in response to a solicitation made in accordance with the applicable regulations under the Securities Exchange Act and is not then reportable on a Schedule 13D under the Securities Exchange Act, or any comparable or successor report; or
3. Has any agreement, arrangement or understanding, whether or not in writing, for the purpose of acquiring, holding, voting, except voting under a revocable proxy or consent as described in paragraph (b) of subsection 2, or disposing of the shares with any other person who beneficially owns, or whose affiliates or associates beneficially own, directly or indirectly, the shares.
Sec. 47. Combination, when used in reference to any resident domestic corporation and any interested stockholder of the resident domestic corporation, means any of the following:
1. Any merger or consolidation of the resident domestic corporation or any subsidiary of the resident domestic corporation with:
(a) The interested stockholder; or
κ1991 Statutes of Nevada, Page 1201 (CHAPTER 442, AB 655)κ
(b) Any other corporation, whether or not itself an interested stockholder of the resident domestic corporation, which is, or after the merger or consolidation would be, an affiliate or associate of the interested stockholder.
2. Any sale, lease, exchange, mortgage, pledge, transfer or other disposition, in one transaction or a series of transactions, to or with the interested stockholder or any affiliate or associate of the interested stockholder of assets of the resident domestic corporation or any subsidiary of the resident domestic corporation:
(a) Having an aggregate market value equal to 5 percent or more of the aggregate market value of all the assets, determined on a consolidated basis, of the resident domestic corporation;
(b) Having an aggregate market value equal to 5 percent or more of the aggregate market value of all the outstanding shares of the resident domestic corporation; or
(c) Representing 10 percent or more of the earning power or net income, determined on a consolidated basis, of the resident domestic corporation.
3. The issuance or transfer by the resident domestic corporation or any subsidiary of the resident domestic corporation, in one transaction or a series of transactions, of any shares of the resident domestic corporation or any subsidiary of the resident domestic corporation that have an aggregate market value equal to 5 percent or more of the aggregate market value of all the outstanding shares of the resident domestic corporation to the interested stockholder or any affiliate or associate of the interested stockholder except under the exercise of warrants or rights to purchase shares offered, or a dividend or distribution paid or made, pro rata to all stockholders of the resident domestic corporation.
4. The adoption of any plan or proposal for the liquidation or dissolution of the resident domestic corporation proposed by, or under any agreement, arrangement or understanding, whether or not in writing, with, the interested stockholder or any affiliate or associate of the interested stockholder.
5. Any:
(a) Reclassification of securities, including, without limitation, any splitting of shares, dividend distributed in shares, or other distribution of shares with respect to other shares, or any issuance of new shares in exchange for a proportionately greater number of old shares;
(b) Recapitalization of the resident domestic corporation;
(c) Merger or consolidation of the resident domestic corporation with any subsidiary of the resident domestic corporation; or
(d) Other transaction, whether or not with or into or otherwise involving the interested stockholder, proposed by, or under any agreement, arrangement or understanding, whether or not in writing, with, the interested stockholder or any affiliate or associate of the interested stockholder, which has the effect, directly or indirectly, of increasing the proportionate share of the outstanding shares of any class or series of voting shares or securities convertible into voting shares of the resident domestic corporation or any subsidiary of the resident domestic corporation which is directly or indirectly owned by the interested stockholder or any affiliate or associate of the interested stockholder, except as a result of immaterial changes because of adjustments of fractional shares.
κ1991 Statutes of Nevada, Page 1202 (CHAPTER 442, AB 655)κ
6. Any receipt by the interested stockholder or any affiliate or associate of the interested stockholder of the benefit, directly or indirectly, except proportionately as a stockholder of the resident domestic corporation, of any loan, advance, guarantee, pledge or other financial assistance or any tax credit or other tax advantage provided by or through the resident domestic corporation.
Sec. 48. Common shares means any shares other than preferred shares.
Sec. 49. 1. Except as otherwise provided in subsection 2:
(a) Control, used alone or in the terms controlling, controlled by and under common control with, means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract or otherwise.
(b) A persons beneficial ownership of 10 percent or more of the voting power of a corporations outstanding voting shares creates a presumption that the person has control of the corporation.
2. A person is not considered to have control of a corporation if he holds voting power, in good faith and not for the purpose of circumventing the provisions of this chapter, as an agent, bank, broker, nominee, custodian or trustee for one or more beneficial owners who do not individually or as a group have control of the corporation.
Sec. 50. Date of acquiring shares, with respect to any person and any resident domestic corporation, means the date that the person first becomes an interested stockholder of the resident domestic corporation.
Sec. 51. Date of announcement, when used in reference to any combination, means the date of the first public announcement of the final, definitive proposal for the combination.
Sec. 52. Date of consummation, with respect to any combination, means the date of the consummation of the combination or, in the case of a combination as to which a vote of stockholders is taken, the later of:
1. The business day before the vote; or
2. Twenty days before the date of consummation of the combination.
Sec. 53. 1. Interested stockholder, when used in reference to any resident domestic corporation, means any person, other than the resident domestic corporation or any subsidiary of the resident domestic corporation, who is:
(a) The beneficial owner, directly or indirectly, of 10 percent or more of the voting power of the outstanding voting shares of the resident domestic corporation; or
(b) An affiliate or associate of the resident domestic corporation and at any time within 5 years immediately before the date in question was the beneficial owner, directly or indirectly, of 10 percent or more of the voting power of the then outstanding shares of the resident domestic corporation.
2. To determine whether a person is an interested stockholder, the number of voting shares of the resident domestic corporation considered to be outstanding includes shares considered to be beneficially owned by that person through the application of section 46 of this act, but does not include any other unissued shares of a class of voting shares of the resident domestic corporation which may be issuable under any agreement, arrangement or understanding, or upon exercise of rights to convert, warrants or options, or otherwise.
κ1991 Statutes of Nevada, Page 1203 (CHAPTER 442, AB 655)κ
corporation which may be issuable under any agreement, arrangement or understanding, or upon exercise of rights to convert, warrants or options, or otherwise.
Sec. 54. Market value, when used in reference to the shares or property of any resident domestic corporation, means:
1. In the case of shares, the highest closing sale price of a share during the 30 days immediately preceding the date in question on the composite tape for shares listed on the New York Stock Exchange, or, if the shares are not quoted on the composite tape or not listed on the New York Stock Exchange, on the principal United States securities exchange registered under the Securities Exchange Act on which the shares are listed, or, if the shares are not listed on any such exchange, the highest closing bid quoted with respect to a share during the 30 days preceding the date in question on the National Association of Securities Dealers, Inc.s, Automated Quotations System or any system then in use, or if no such quotation is available, the fair market value on the date in question of a share as determined by the board of directors of the resident domestic corporation in good faith.
2. In the case of property other than cash or shares, the fair market value of the property on the date in question as determined by the board of directors of the resident domestic corporation in good faith.
Sec. 55. Preferred shares means any class or series of shares of a resident domestic corporation that under the bylaws or articles of incorporation of the resident domestic corporation:
1. Is entitled to receive payment of dividends before any payment of dividends on some other class or series of shares; or
2. Is entitled in the event of any voluntary liquidation, dissolution or winding up of the corporation to receive payment or distribution of a preferential amount before any payments or distributions are received by some other class or series of shares.
Sec. 56. 1. Resident domestic corporation is limited to a domestic corporation that has 200 or more stockholders.
2. A resident domestic corporation does not cease to be a resident domestic corporation by reason of events occurring or actions taken while the resident domestic corporation is subject to sections 43 to 70, inclusive, of this act.
Sec. 57. Securities Exchange Act means the Act of Congress known as the Securities Exchange Act of 1934, as amended (15 U.S.C. §§ 78a et seq.).
Sec. 58. Share means:
1. Any share or similar security, any certificate of interest, any participation in any profit-sharing agreement, any voting-trust certificate, or any certificate of deposit for a share; and
2. Any security convertible, with or without consideration, into shares, or any warrant, call or other option or privilege of buying shares without being bound to do so, or any other security carrying any right to acquire, subscribe to, or purchase shares.
Sec. 59. Subsidiary of any resident domestic corporation means any other corporation of which a majority of the outstanding voting shares whose votes are entitled to be cast are owned, directly or indirectly, by the resident domestic corporation.
κ1991 Statutes of Nevada, Page 1204 (CHAPTER 442, AB 655)κ
Sec. 60. Voting shares means shares of stock of a corporation entitled to vote generally in the election of directors.
Sec. 61. 1. Except as otherwise provided in sections 67 to 70, inclusive, of this act, a resident domestic corporation may not engage in any combination with any interested stockholder of the resident domestic corporation for 5 years after the interested stockholders date of acquiring shares unless the combination or the purchase of shares made by the interested stockholder on the interested stockholders date of acquiring shares is approved by the board of directors of the resident domestic corporation before that date.
2. If a proposal in good faith regarding a combination is made in writing to the board of directors of the resident domestic corporation, the board of directors shall respond, in writing, within 30 days or such shorter period, if any, as may be required by the Securities Exchange Act, setting forth its reasons for its decision regarding the proposal.
3. If a proposal in good faith to purchase shares is made in writing to the board of directors of the resident domestic corporation, the board of directors, unless it responds affirmatively in writing within 30 days or such shorter period, if any, as may be required by the Securities Exchange Act, is considered to have disapproved the purchase.
Sec. 62. 1. Except as otherwise provided in sections 61 and 67 to 70, inclusive, of this act, a resident domestic corporation may not engage at any time in any combination with an interested stockholder of the resident domestic corporation other than a combination meeting all of the requirements of the articles of incorporation of the resident domestic corporation and the requirements specified in subsection 2 or 3 or all of the requirements specified in sections 63 to 66, inclusive, of this act.
2. A combination approved by the board of directors of the resident domestic corporation before the interested stockholders date of acquiring shares, or as to which the purchase of shares made by the interested stockholder on that date had been approved by the board of directors of the resident domestic corporation before that date.
3. A combination approved by the affirmative vote of the holders of stock representing a majority of the outstanding voting power not beneficially owned by the interested stockholder proposing the combination, or any affiliate or associate of the interested stockholder proposing the combination, at a meeting called for that purpose no earlier than 5 years after the interested stockholders date of acquiring shares.
Sec. 63. A combination may be permissible if the aggregate amount of the cash and the market value, as of the date of consummation, of consideration other than cash to be received per share by all of the holders of outstanding common shares of the resident domestic corporation not beneficially owned by the interested stockholder immediately before that date is at least equal to the higher of the following:
1. The highest price per share paid by the interested stockholder, at a time when he was the beneficial owner, directly or indirectly, of 5 percent or more of the outstanding voting shares of the resident domestic corporation, for any common shares of the same class or series acquired by him within 5 years immediately before the date of announcement with respect to the combination or within 5 years immediately before, or in, the transaction in which he became an interested stockholder, whichever is higher, plus, in either case, interest compounded annually from the earliest date on which the highest price per share was paid through the date of consummation at the rate for one-year obligations of the United States Treasury from time to time in effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per common share since the earliest date, but no more may be subtracted than the amount of the interest.
κ1991 Statutes of Nevada, Page 1205 (CHAPTER 442, AB 655)κ
became an interested stockholder, whichever is higher, plus, in either case, interest compounded annually from the earliest date on which the highest price per share was paid through the date of consummation at the rate for one-year obligations of the United States Treasury from time to time in effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per common share since the earliest date, but no more may be subtracted than the amount of the interest.
2. The market value per common share on the date of announcement with respect to the combination or on the interested stockholders date of acquiring shares, whichever is higher, plus interest compounded annually from that date through the date of consummation at the rate for one-year obligations of the United States Treasury from time to time in effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per common share since that date, but no more may be subtracted than the amount of the interest.
Sec. 64. A combination may be permissible if the aggregate amount of the cash and the market value, as of the date of consummation, of consideration other than cash to be received per share by all of the holders of outstanding shares of any class or series of shares, other than common shares, of the resident domestic corporation not beneficially owned by the interested stockholder immediately before that date is at least equal to the highest of the following, whether or not the interested stockholder has previously acquired any shares of the class or series of shares:
1. The highest price per share paid by the interested stockholder, at a time when he was the beneficial owner, directly or indirectly, of 5 percent or more of the outstanding voting shares of the resident domestic corporation, for any shares of that class or series of shares acquired by him within 5 years immediately before the date of announcement with respect to the combination or within 5 years immediately before, or in, the transaction in which he became an interested stockholder, whichever is higher, plus, in either case, interest compounded annually from the earliest date on which the highest price per share was paid through the date of consummation at the rate for one-year obligations of the United States Treasury from time to time in effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per share of the class or series of shares since the earliest date, but no more may be subtracted than the amount of the interest.
2. The highest preferential amount per share to which the holders of shares of the class or series of shares are entitled in the event of any voluntary liquidation, dissolution or winding up of the resident domestic corporation, plus the aggregate amount of any dividends declared or due to which the holders are entitled before payment of the dividends on some other class or series of shares, unless the aggregate amount of the dividends is included in the preferential amount.
3. The market value per share of the class or series of shares on the date of announcement with respect to the combination or on the interested stockholders date of acquiring shares, whichever is higher, plus interest compounded annually from that date through the date of consummation at the rate for one-year obligations of the United States Treasury from time to time in effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per share of the class or series of shares since that date, but no more may be subtracted than the amount of the interest.
κ1991 Statutes of Nevada, Page 1206 (CHAPTER 442, AB 655)κ
effect, less the aggregate amount of any dividends paid in cash and the market value of any dividends paid other than in cash, per share of the class or series of shares since that date, but no more may be subtracted than the amount of the interest.
Sec. 65. The consideration to be received by holders of a particular class or series of outstanding shares, including common shares, of the resident domestic corporation in the combination pursuant to sections 63 and 64 of this act must be in cash or in the same form as the interested stockholder has used to acquire the largest number of shares of the class or series of shares previously acquired by it, and the consideration must be distributed promptly.
Sec. 66. A combination may be permissible if after the interested stockholders date of acquiring shares and before the date of consummation with respect to the combination, the interested stockholder has not become the beneficial owner of any additional voting shares of the resident domestic corporation except:
1. As part of the transaction that resulted in his becoming an interested stockholder;
2. By virtue of proportionate splitting of shares, dividends distributed in shares, or other distributions of shares in respect of shares not constituting a combination;
3. Through a combination meeting all of the conditions of section 61 of this act, this section; or
4. Through a purchase at any price that, if the price had been paid in an otherwise permissible combination whose date of announcement and date of consummation were the date of the purchase, would have satisfied the requirements of sections 63, 64 and 65 of this act.
Sec. 67. Sections 43 to 70, inclusive, of this act do not apply to any combination of a resident domestic corporation:
1. Which does not, as of the date of acquiring shares, have a class of voting shares registered with the Securities and Exchange Commission under section 12 of the Securities Exchange Act, unless the corporations articles of incorporation provide otherwise.
2. Whose articles of incorporation have been amended to provide that the resident domestic corporation is subject to sections 43 to 70, inclusive, of this act and which did not have a class of voting shares registered with the Securities and Exchange Commission under section 12 of the Securities Exchange Act on the effective date of the amendment, if the combination is with an interested stockholder whose date of acquiring shares is before the effective date of the amendment.
Sec. 68. Sections 43 to 70, inclusive, of this act do not apply to any combination of a resident domestic corporation:
1. Whose original articles of incorporation contain a provision expressly electing not to be governed by sections 43 to 70, inclusive, of this act;
2. Which, within 30 days after October 1, 1991, adopts an amendment to its bylaws expressly electing not to be governed by sections 43 to 70, inclusive, of this act, which may be rescinded by subsequent amendment of the bylaws; or
3. Which adopts an amendment to its articles of incorporation, approved by the affirmative vote of the holders, other than interested stockholders and their affiliates and associates, of a majority of the outstanding voting power of the resident domestic corporation, excluding the voting shares of interested stockholders and their affiliates and associates, expressly electing not to be governed by this act, but the amendment to the articles of incorporation is not effective until 18 months after the vote of the resident domestic corporations stockholders and does not apply to any combination of the resident domestic corporation with an interested stockholder whose date of acquiring shares is on or before the effective date of the amendment.
κ1991 Statutes of Nevada, Page 1207 (CHAPTER 442, AB 655)κ
their affiliates and associates, of a majority of the outstanding voting power of the resident domestic corporation, excluding the voting shares of interested stockholders and their affiliates and associates, expressly electing not to be governed by this act, but the amendment to the articles of incorporation is not effective until 18 months after the vote of the resident domestic corporations stockholders and does not apply to any combination of the resident domestic corporation with an interested stockholder whose date of acquiring shares is on or before the effective date of the amendment.
Sec. 69. Sections 43 to 70, inclusive, of this act do not apply to any combination of a resident domestic corporation with an interested stockholder of the resident domestic corporation who became an interested stockholder inadvertently, if he:
1. As soon as practicable, divests himself of a sufficient amount of the voting power of the corporation so that he no longer is the beneficial owner, directly or indirectly, of 10 percent or more of the outstanding voting power of the resident domestic corporation; and
2. Would not at any time within 5 years preceding the date of announcement with respect to the combination have been an interested stockholder but for the inadvertent acquisition.
Sec. 70. Sections 43 to 70, inclusive, of this act do not apply to any combination with an interested stockholder who was an interested stockholder on January 1, 1991.
Sec. 71. NRS 78.010 is hereby amended to read as follows:
78.010 1. As used in this chapter:
(a) [Articles] Approval and vote when used in the context of an action by the directors or stockholders mean the vote of directors or stockholders in person, by proxy or by written consent.
(b) Articles, articles of incorporation and certificate of incorporation are synonymous terms and unless the context otherwise requires, include all certificates filed pursuant to NRS 78.030, 78.195, 78.207, 78.380, 78.385, 78.390, [and 78.410 to 78.445, inclusive,] and any [agreement of consolidation or] articles of merger or exchange filed pursuant to [NRS 78.450 to 78.490 inclusive.] sections 9 to 21, inclusive, of this act. Unless the context otherwise requires, these terms include restated articles and certificates of incorporation.
[(b)] (c) Directors and trustees are synonymous terms.
[(c) Principal office, principal place of business, and principal office in this state, are synonymous terms referring to]
(d) Registered office means the office maintained in this state as required by NRS 78.090.
[(d)] (e) Receiver includes receivers and trustees appointed by a court as provided in this chapter or in chapter 32 of NRS.
[(e)] (f) Stockholder of record means a person whose name appears on the stock ledger of the corporation.
2. General terms and powers given in this chapter [must not be] are not restricted by the use of special terms, or [be held to be restricted] by any grant of special powers contained in this chapter
Sec. 72. NRS 78.015 is hereby amended to read as follows:
78.015 1. The provisions of this chapter apply to:
κ1991 Statutes of Nevada, Page 1208 (CHAPTER 442, AB 655)κ
(a) [Corporations hereafter] Except where the provisions of chapters 80, 81, 82, 84 and 89 are inconsistent with the provisions of this chapter, and except for corporations which are expressly excluded by the provisions of this chapter, corporations organized in this state [except such corporations as are expressly excluded by the provisions of this chapter.] on or after October 1, 1991.
(b) Corporations whose charters are renewed or revived in the manner provided in NRS 78.730.
(c) Corporations organized and still existing under this chapter before October 1, 1991, or any prior act or any amendment thereto.
(d) Close corporations, unless otherwise provided in chapter 78A of NRS.
(e) All insurance companies, mutual fire insurance companies, surety companies, express companies, railroad companies, and public utility companies now existing and [heretofore] formed before October 1, 1991, under any other act or law of this state, subject to any special provisions concerning any class of corporations inconsistent with the provisions of this chapter, in which case [such] the special provisions continue to apply.
2. Neither the existence of corporations formed or existing before April 1, 1925, nor any liability, cause of action, right, privilege or immunity validly existing in favor of or against any such corporation on April 1, 1925, are affected, abridged, taken away or impaired by this chapter, or by any change in the requirements for the formation of corporations provided by this chapter, nor by the amendment or repeal of any laws under which such prior existing corporations were formed or created.
Sec. 73. NRS 78.030 is hereby amended to read as follows:
78.030 1. One or more natural persons may associate to establish a corporation for the transaction of any lawful business, or to promote or conduct any legitimate object or purpose, pursuant and subject to the requirements of this chapter, by:
(a) Executing, acknowledging and filing in the office of the secretary of state articles of incorporation [or a certificate of incorporation;] ; and
(b) Filing a certificate of acceptance of appointment, executed by the resident agent of the corporation, in the office of the secretary of state . [; and
(c) Filing copies of the articles or certificate of incorporation and the certificate of acceptance, certified under the hand and official seal of the secretary of state, in the office of the clerk of the county in which the principal place of business of the company is intended to be located. The county clerk may microfilm these copies for filing in his records rather than filing the copies.]
2. The articles of incorporation, [or certificate of incorporation,] must be as provided in NRS 78.035, and the secretary of state shall require it to be in the form prescribed. If any articles [or certificates] are defective in this respect, the secretary of state shall return them for correction.
Sec. 74. NRS 78.035 is hereby amended to read as follows:
78.035 The [certificates or] 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.,
κ1991 Statutes of Nevada, Page 1209 (CHAPTER 442, AB 655)κ
Limited, Inc., Ltd., Company, Co., Corporation, Corp., or other word which identifies it as not being a natural person.
2. The name [of the country, and the city or town, and the place within the county, city or town in which its principal office or place of business is to be located in this state, giving the street and number wherever practicable, and if not so described as to be easily located within the county, city or town, the secretary of state shall refuse to issue his certificate until the location is marked and established.
3. The nature of the business, or objects or purposes proposed to be transacted, promoted or carried on by the corporation. It is sufficient to state, either alone or with other purposes, that the corporation may engage in any lawful activity, subject to expressed limitations, if any. Such a statement makes all lawful activities within the objects or purposes of the corporation.
4. The amount of the total authorized capital stock of the corporation, and the number and par value of the shares of which it is to consist or, if the corporation is to issue shares without par value, the total number of shares that may be issued by the corporation, the number of shares, if any, which are to have a par value, and the par value of each thereof, and the number of shares which are to be without par value. If the corporation is to issue more than one class of stock, there must be set forth therein a statement that more than one class of stock is authorized, whether each class is preferred, special or common, and the total number of shares of each class of stock which the corporation may issue. If the corporation is to issue any class or series of stock which is preferred as to dividends, assets or otherwise, over stock of any other class or series, there must be set forth in the certificate or articles of incorporation the limits, if any, of variation between the respective classes or series of each class, as to designation, voting, amount of preference upon distribution of assets, rate of dividends, premium or redemption, conversion rights or other variations, but in any corporation the certificate or articles of incorporation may vest authority in the board of directors to fix and determine the designations, rights, preferences or other variations of each class or series within each class as provided in NRS 78.195.
5.] of the natural person or corporation designated as the corporations resident agent and his street address where process may be served upon the corporation.
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 price, series and numbers of each class or series as provided in NRS 78.195.
4. Whether the members of the governing board [must be] are styled as directors or trustees of the corporation, and 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.
[6. Whether or not capital stock, after the amount of the subscription price, or par value, has been paid in is subject to assessment to pay the debts of the corporation. Unless provision is made in the original certificate or articles of incorporation for assessment upon paid-up stock, no paid-up stock and no stock issued as fully paid up, may ever be assessed, and the articles of incorporation must not be amended in this particular.
κ1991 Statutes of Nevada, Page 1210 (CHAPTER 442, AB 655)κ
articles of incorporation for assessment upon paid-up stock, no paid-up stock and no stock issued as fully paid up, may ever be assessed, and the articles of incorporation must not be amended in this particular.
7.] 5. The name and post office box or street address , either residence or business of each of the incorporators signing the [certificate or] articles of incorporation.
[8. Whether or not the corporation is to have perpetual existence, and, if not, the time when its existence is to cease.]
Sec. 75. NRS 78.037 is hereby amended to read as follows:
78.037 The [certificate or] articles of incorporation may also contain:
1. A provision eliminating or limiting the personal liability of a director or officer to the corporation or its stockholders for damages for breach of his fiduciary duty as a director or officer, but such a provision must not eliminate or limit the liability of a director or officer for:
(a) Acts or omissions which involve intentional misconduct, fraud or a knowing violation of law; or
(b) The payment of [dividends] distributions in violation of NRS 78.300.
2. Any provision, not contrary to the laws of this state, for the management of the business and for the conduct of the affairs of the corporation, and any provision creating, defining, limiting or regulating the powers of the corporation or the rights, powers or duties of the directors, and the stockholders, or any class of the stockholders, or the holders of bonds as other obligations of the corporation, or governing the distribution or division of the profits of the corporation.
Sec. 76. NRS 78.039 is hereby amended to read as follows:
78.039 1. Except as otherwise provided in subsection 2, the secretary of state shall refuse to accept for filing in his office the articles [or certificate] of incorporation of any corporation whose name is the same as or deceptively similar to:
(a) The name of any other corporation [formed or] incorporated in this state;
(b) The name of any foreign corporation authorized to transact business in this state;
(c) A name held reserved pursuant to NRS 78.040;
(d) A name held reserved pursuant to section 186 of this act;
(e) The name of any limited partnership formed in this state;
[(e)] (f) The name of any foreign limited partnership authorized to transact business in this state; or
[(f)] (g) A name held reserved pursuant to NRS 88.325 [.] and 88.585.
2. The secretary of state shall accept for filing in his office the articles [or certificate] of a corporation whose name is:
(a) Deceptively similar to that used by or reserved [for another entity formed or authorized to transact business in this state; or
(b) The same as that used by a foreign corporation or foreign limited partnership authorized to transact business in this state, or reserved for such a use pursuant to NRS 88.325,] as provided in subsection 1, if the written acknowledged consent of the person or other entity to the use of the name accompanies the articles . [or certificate.]
κ1991 Statutes of Nevada, Page 1211 (CHAPTER 442, AB 655)κ
3. For the purposes of this section, the name of one corporation is not in compliance with subsections 1 and 2 solely because its name contains distinctive lettering, a distinctive mark, a trade-mark or a trade name or any combination of these.
Sec. 77. NRS 78.050 is hereby amended to read as follows:
78.050 1. Upon the filing of the [certificate or] articles of incorporation and the certificate of acceptance pursuant to NRS 78.030, and the payment of the filing fees, the secretary of state shall issue to the corporation a certificate that the articles, containing the required statement of facts, have been filed in his office. From the date [of the certificate, the persons so associating, their successors and assigns, are] the articles are filed, the corporation is a body corporate, by the name set forth in the [certificate or articles,] articles of incorporation, subject to the forfeiture of its charter or dissolution as provided in this chapter.
2. Neither an incorporator nor a director designated in the articles of incorporation thereby becomes a subscriber or stockholder of the corporation.
3. The filing of the articles of incorporation does not, by itself, constitute commencement of business by the corporation.
Sec. 78. NRS 78.055 is hereby amended to read as follows:
78.055 A copy of any [certificate of incorporation or] articles of incorporation filed [in pursuance of] pursuant to this chapter, and certified by the secretary of state under his official seal, or , with respect to a corporation organized before October 1, 1991, a copy of the copy thereof, filed with the county clerk, or microfilmed by the county clerk, under the county seal, certified by the clerk, [shall] must be received in all courts and places as prima facie evidence of the facts therein stated, and of the existence and [due] incorporation of the corporation therein named.
Sec. 79. NRS 78.060 is hereby amended to read as follows:
78.060 1. Any corporation organized under the provisions of this chapter:
(a) [Shall have] Has all the rights, privileges and powers [hereby conferred.
(b) Shall have] conferred by this chapter.
(b) Has such rights, privileges and powers as may be conferred upon corporations by any other existing law.
(c) May at any time exercise [such] those rights, privileges and powers, when not inconsistent with the provisions of this chapter, or with the purposes and objects for which [such] the corporation is organized.
(d) Unless otherwise provided in its articles, has perpetual existence.
2. Every corporation, by virtue of its existence as such, [shall have power:] is entitled:
(a) To have succession by its corporate name [for the period limited in its certificate or articles of incorporation, and when no period is limited, perpetually, or] until dissolved and its affairs are wound up according to law.
(b) To sue and be sued in any court of law or equity.
(c) To make contracts.
(d) To hold, purchase and convey real and personal estate and to mortgage or lease any such real and personal estate with its franchises. The power to hold real and personal estate [shall include] includes the power to take [the same] it by devise or bequest in this state, or in any other state, territory or country.
κ1991 Statutes of Nevada, Page 1212 (CHAPTER 442, AB 655)κ
hold real and personal estate [shall include] includes the power to take [the same] it by devise or bequest in this state, or in any other state, territory or country.
(e) To appoint such officers and agents as the affairs of the corporation [shall] require, and to allow them suitable compensation.
(f) To make bylaws not inconsistent with the constitution or laws of the United States, or of this state, for the management, regulation and government of its affairs and property, the transfer of its stock, the transaction of its business, and the calling and holding of meetings of its stockholders.
(g) To wind up and dissolve itself, or be wound up or dissolved, in the manner mentioned in this chapter.
(h) Unless otherwise provided in the articles, to engage in any lawful activity.
Sec. 80. NRS 78.070 is hereby amended to read as follows:
78.070 Subject to such limitations, if any, as may be contained in its [certificate or] articles of incorporation, or in any amendment thereof, every corporation has the following powers:
1. To borrow money and contract debts when necessary for the transaction of its business, or for the exercise of its corporate rights, privileges or franchises, or for any other lawful purpose of its incorporation; to issue bonds, promissory notes, bills of exchange, debentures, and other obligations and evidences of indebtedness, payable at a specified time or times, or payable upon the happening of a specified event or events, whether secured by mortgage, pledge or other security, or unsecured, for money borrowed, or in payment for property purchased, or acquired, or for any other lawful object.
2. To guarantee, purchase, hold, take, obtain, receive, subscribe for, own, use, dispose of, sell, exchange, lease, lend, assign, mortgage, pledge, or otherwise acquire, transfer or deal in or with bonds or obligations of, or shares, securities or interests in or issued by, any person, government, governmental agency or political subdivision of government, and to exercise all the rights, powers and privileges of ownership of such an interest, including the right to vote, if any.
3. To purchase, hold, sell and transfer shares of its own [capital] stock, and use therefor its [capital, capital surplus, surplus, or other] property or [funds,] money, except that [:
(a) A corporation shall not use its money or property for the purchase of its own shares of capital stock when such a use would cause any impairment of the capital of the corporation, except as provided in NRS 78.410 to 78.445, inclusive; and
(b) Shares] shares of its own [capital] stock belonging to the corporation must not be voted upon, directly or indirectly, nor counted as outstanding, to compute any stockholders quorum or vote.
4. To conduct business, have one or more offices, and hold, purchase, mortgage and convey real and personal property in this state, and in any of the several states, territories, possessions and dependencies of the United States, the District of Columbia, and any foreign countries.
5. To do everything necessary and proper for the accomplishment of the objects enumerated in its certificate or articles of incorporation, or in any amendment thereof, or necessary or incidental to the protection and benefit of the corporation, and, in general, to carry on any lawful business necessary or incidental to the attainment of the objects of the corporation, whether or not the business is similar in nature to the objects set forth in the certificate or articles of incorporation of the corporation, or in any amendment thereof, except that:
κ1991 Statutes of Nevada, Page 1213 (CHAPTER 442, AB 655)κ
amendment thereof, or necessary or incidental to the protection and benefit of the corporation, and, in general, to carry on any lawful business necessary or incidental to the attainment of the objects of the corporation, whether or not the business is similar in nature to the objects set forth in the certificate or articles of incorporation of the corporation, or in any amendment thereof, except that:
(a) A corporation created under the provisions of this chapter shall not, by any implication or construction, be deemed to possess the power of issuing bills, notes or other evidences of debt for circulation of money; and
(b) This chapter does not authorize the formation of banking corporations to issue or circulate money or currency within this state, or outside of this state, or at all, except the federal currency, or the notes of banks authorized under the laws of the United States.
6. To make donations for the public welfare or for charitable, scientific or educational purposes.
7. To enter into partnerships, general or limited, or joint ventures, in connection with any lawful activities.
Sec. 81. NRS 78.090 is hereby amended to read as follows:
78.090 1. Except during any period of vacancy described in NRS 78.097, every corporation [shall] must have a resident agent, who may be either a natural person or a corporation, resident or located in this state. Every resident agent must have a street address, where he maintains an office 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. The address of the resident agent is the registered office of the corporation in this state.
2. The resident agent may be any bank or banking corporation, or other corporation, foreign or domestic, located and doing business in this state, and the bank or corporation acting as resident agent may:
(a) Act as the fiscal or transfer agent of any state, municipality, body politic or corporation and in that capacity may receive and disburse money.
(b) Transfer, register and countersign certificates of stock, bonds or other evidences of indebtedness and act as agent of any corporation, foreign or domestic, for any purpose required by statute, or otherwise.
(c) Act as trustee under any mortgage or bond issued by any municipality, body politic or corporation, and accept and execute any other municipal or corporate trust not inconsistent with the laws of this state.
(d) Receive and manage any sinking fund of any corporation, upon such terms as may be agreed upon between the corporation and those dealing with it.
3. Every corporation organized pursuant to this chapter that fails or refuses to comply with the requirements of this section is subject to a fine of not less than $100 nor more than $500, to be recovered with costs by the state, before any court of competent jurisdiction, by action at law prosecuted by the attorney general or by the district attorney of the county in which the action or proceeding to recover the fine is prosecuted.
4. All legal process and any demand or notice authorized by law to be served upon a corporation may be served upon the resident agent of the corporation in the manner provided in subsection 2 of NRS 14.020. If any demand, notice or legal process, other than a summons and complaint, cannot be served upon the resident agent, it may be served in the manner provided in NRS 14.030.
κ1991 Statutes of Nevada, Page 1214 (CHAPTER 442, AB 655)κ
be served upon the resident agent, it may be served in the manner provided in NRS 14.030. These manners and modes of service are in addition to any other service authorized by law.
Sec. 82. NRS 78.095 is hereby amended to read as follows:
78.095 1. The location of the office of any resident agent of corporations in any county in this state may be transferred from one address to another, in the same county, upon the making and executing by the resident agent of a certificate, acknowledged before a person authorized by the laws of this state to take acknowledgments of deeds, setting forth the names of all the corporations represented by the resident agent, and the address at which the resident agent has maintained the [principal] registered office for each of such corporations, and further certifying to the new address to which the resident agency will be transferred and at which the resident agent will thereafter maintain the [principal] registered office for each of the corporations recited in the certificate.
2. Upon the filing of the certificate in the office of the secretary of state [and a copy thereof in the office of the county clerk of the county where the principal place of business is located, the principal] the registered office in this state of each of the corporations recited in the certificate is located at the new address of the resident agent thereof as given in the certificate.
Sec. 83. NRS 78.097 is hereby amended to read as follows:
78.097 1. Any resident agent who desires to resign must file with the secretary of state a signed statement for each corporation that he is unwilling to continue to act as the agent of the corporation for the service of process. The execution of the statement must be acknowledged. A resignation is not effective until the signed statement is filed with the secretary of state.
2. The statement of resignation may contain an acknowledged statement of the affected corporation appointing a successor resident agent for that corporation. 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 with the secretary of state the capacity of the person as resident agent terminates . [, and the secretary of state shall forthwith] If the statement of resignation contains no statement by the corporation appointing a successor resident agent, the resident agent must 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.
[3.] 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 name and complete street address of the new resident agent [.] where he maintains an office for the service of process, and may have a separate mailing address, such as post office box, which may be different from the street address.
Sec. 84. NRS 78.105 is hereby amended to read as follows:
78.105 1. [Every corporation shall keep and maintain at its principal office in this state:] A corporation must keep a copy of the following records at its registered office:
κ1991 Statutes of Nevada, Page 1215 (CHAPTER 442, AB 655)κ
(a) A [certified] copy certified by the secretary of state of its [certificate of incorporation or] articles of incorporation, and all amendments thereto; [and]
(b) A [certified] copy certified by an officer of the corporation of its bylaws and all amendments thereto; and
(c) A stock ledger or a duplicate stock ledger, revised annually, containing the names, alphabetically arranged, of all persons who are stockholders of the corporation, showing their places of residence, if known, and the number of shares held by them respectively . [; or
(d)] In lieu of the stock ledger or duplicate stock ledger [specified in paragraph (c)] , the corporation may keep a statement setting out the name of the custodian of the stock ledger or duplicate stock ledger, and the present and complete post office address, including street and number, if any, where [such] the stock ledger or duplicate stock ledger specified in this section is kept.
2. A corporation must maintain the records required by subsection 1 in written form or in another form capable of conversion into written form within a reasonable time.
3. Any person who has been a stockholder of record of a corporation for at least 6 months immediately preceding his demand, or any person holding, or thereunto authorized in writing by the holders of, at least 5 percent of all of its outstanding shares, upon at least 5 days written demand [, or any judgment creditor of the corporation without prior demand, shall have the right] is entitled to inspect in person or by agent or attorney, during usual business hours, the stock ledger or duplicate stock ledger, whether kept in the [principal] registered office of the corporation in this state or elsewhere , [as provided in paragraph (d) of subsection 1,] and to make extracts therefrom. Holders of voting trust certificates representing shares of the corporation [shall] must be regarded as stockholders for the purpose of this subsection. Every corporation that neglects or refuses to keep the stock ledger or duplicate copy thereof open for inspection, as required in this subsection, shall forfeit to the state the sum of $25 for every day of such neglect or refusal.
[3.] 4. An inspection authorized by subsection [2] 3 may be denied to [such] a stockholder or other person upon his refusal to furnish to the corporation an affidavit that [such] the inspection is not desired for a purpose which is in the interest of a business or object other than the business of the corporation and that he has not at any time sold or offered for sale any list of stockholders of any domestic or foreign corporation or aided or abetted any person in procuring any such record of stockholders for any such purpose.
[4. If any officer or agent of any such]
5. If any corporation willfully neglects or refuses to make any proper entry in [such] the stock ledger or duplicate copy thereof, or neglects or refuses to permit an inspection of [such] the stock ledger or duplicate thereof upon demand by a person entitled to inspect [the same,] it, or refuses to permit extracts to be taken therefrom, as provided in subsections [2 and 3, such corporation and such officer or agent shall be jointly and severally] 3 and 4, the corporation is liable to the person injured for all damages resulting to him therefrom.
[5.] 6. When the corporation keeps [and maintains] a statement in the manner provided for in paragraph [(d)] (c) of subsection 1, the information contained thereon [shall] must be given to any [judgment creditor of the corporation or to any] stockholder of [such] the corporation demanding [such] the information, when the demand is made during business hours.
κ1991 Statutes of Nevada, Page 1216 (CHAPTER 442, AB 655)κ
contained thereon [shall] must be given to any [judgment creditor of the corporation or to any] stockholder of [such] the corporation demanding [such] the information, when the demand is made during business hours. Every corporation that neglects or refuses to keep [such] a statement available, as in this subsection required, shall forfeit to the state the sum of $25 for every day of such neglect or refusal.
[6. If any officer or agent of any such corporation willfully neglects or refuses to keep the statement current and accurate, or neglects or refuses to give the information contained thereon, upon demand, to a person entitled to such information, such corporation and such officer or agent shall be jointly and severally liable to the person injured for all damages resulting to him therefrom.]
7. It [shall be] is a defense [, however,] to any action for penalties or damages under this section that the person suing has at any time sold, or offered for sale, any list of stockholders of [such] the corporation, or any other corporation, or has aided or abetted any person in procuring any such stock list for any such purpose, or that the person suing desired inspection for a purpose which is in the interest of a business or object other than the business of the corporation.
8. [Nothing contained in this section, however, shall be deemed or construed in anywise to] This section does not impair the power or jurisdiction of any court to compel the production for examination of the books of a corporation in any proper case.
9. In every instance where an attorney or other agent of the stockholder seeks the right of inspection, the demand must be accompanied by a power of attorney executed by the stockholder authorizing the attorney or other agent to inspect on behalf of the stockholder.
10. The right to copy records under subsection 3 includes, if reasonable, the right to make copies by photographic, xerographic or other means.
11. The corporation may impose a reasonable charge to recover the costs of labor and materials and the cost of copies of any documents provided to the stockholder.
Sec. 85. NRS 78.110 is hereby amended to read as follows:
78.110 Whenever any corporation created pursuant to this chapter desires to change the location within this state of its [principal] registered office, or change its resident agent, or both, the change may be effected [in the following manner:
1. The board of directors shall adopt a resolution reciting the change in the location of the principal office of the corporation within this state, or the change of the resident agent, or both.
2. The board of directors shall file a certificate containing a copy of the resolution, certified by the president and secretary, or vice president and assistant secretary, of the corporation, in the office of the secretary of state and in the office of the county clerk of the county where the principal office of the corporation is located.
3. If the corporation changes its resident agent, the board of directors shall also file, in the manner required by subsection 2, a certificate of acceptance executed by the new resident agent.
κ1991 Statutes of Nevada, Page 1217 (CHAPTER 442, AB 655)κ
4. From and after the time of the filing of copies of the resolution and, if required, the certificate of acceptance, the change is effective.] by filing with the secretary of state a certificate of change that sets forth:
1. The name of the corporation;
2. That the change authorized by this section is effective upon the filing of the certificate of change;
3. The street address of its present registered office;
4. If the present registered office is to be changed, the street address of the new registered office;
5. The name of its present resident agent; and
6. If the present resident agent is to be changed, the name of the new resident agent. The new resident agents certificate of acceptance must be a part of or attached to the certificate of change. The certificate of change must be signed by two officers, one of whom must be either the president or the secretary of the corporation, and acknowledged before a person authorized by the laws of the state to take acknowledgments of deeds.
Sec. 86. NRS 78.120 is hereby amended to read as follows:
78.120 1. Subject only to such limitations as may be provided by this chapter, or the [certificate or] articles of incorporation of the corporation, [or an amendment thereof] the board of directors [or trustees shall have] has full control over the affairs of the corporation.
2. Subject to the bylaws, if any, adopted by the stockholders, the directors may make the bylaws of the corporation.
3. The selection of a period for the achievement of corporate goals is the responsibility of the directors.
Sec. 87. NRS 78.125 is hereby amended to read as follows:
78.125 1. Unless it [shall be] is otherwise provided in the [certificate or] articles of incorporation, or an amendment thereof, the board of directors may [, by resolution or resolutions passed by a majority of the whole board,] designate one or more committees [, each committee to consist of one or more of the directors of the corporation,] which, to the extent provided in the resolution or resolutions or in the bylaws of the corporation, [shall] have and may exercise the powers of the board of directors in the management of the business and affairs of the corporation, and may have power to authorize the seal of the corporation to be affixed to all papers on which the corporation desires to place a seal.
2. [Such] The committee or committees [shall] must have such name or names as may be stated in the bylaws of the corporation or as may be determined from time to time by resolution adopted by the board of directors.
3. Each committee must include at least one director. Unless the articles of incorporation or the bylaws provide otherwise, the board of directors may appoint natural persons who are not directors to serve on committees.
Sec. 88. NRS 78.130 is hereby amended to read as follows:
78.130 1. Every corporation [shall] must have a president, a secretary [,] and a treasurer . [, and a resident agent. They shall] All must be chosen by the board of directors and [shall] hold their offices until their successors are chosen and qualify.
κ1991 Statutes of Nevada, Page 1218 (CHAPTER 442, AB 655)κ
2. Every corporation may also have one or more vice presidents, assistant secretaries and assistant treasurers, and such other officers [, agents and factors] and agents as may be deemed necessary.
3. All officers [, agents and factors shall] and agents must be chosen in such manner, hold their offices for such terms and have such powers and duties as may be prescribed by the bylaws or determined by the board of directors.
4. Any person may hold two or more offices.
Sec. 89. NRS 78.140 is hereby amended to read as follows:
78.140 1. [Directors and officers shall exercise their powers in good faith and with a view to the interests of the corporation.] No contract or other transaction between a corporation and one or more of its directors or officers, or between a corporation and any corporation, firm or association in which one or more of its directors or officers are directors or officers or are financially interested, is either void or voidable solely for this reason or solely because any such director or officer is present at the meeting of the board of directors or a committee thereof which authorizes or approves the contract or transaction, or because the vote or votes of common or interested directors are counted for [such] that purpose, if the circumstances specified in any of the following paragraphs exist:
(a) The fact of the common directorship or financial interest is disclosed or known to the board of directors or committee and noted in the minutes, and the board or committee authorizes, approves or ratifies the contract or transaction in good faith by a vote sufficient for the purpose without counting the vote or votes of such director or directors.
(b) The fact of the common directorship or financial interest is disclosed or known to the stockholders, and they approve or ratify the contract or transaction in good faith by a majority vote of stockholders holding a majority of the shares entitled to vote. The votes of the common or interested directors or officers must be counted in any such vote of stockholders.
(c) The fact of the common directorship or financial interest is not disclosed or known to the director or officer at the time the transaction is brought before the board of directors of the corporation for action.
(d) The contract or transaction is fair as to the corporation at the time it is authorized or approved.
2. Common or interested directors may be counted in determining the presence of a quorum at a meeting of the board of directors or a committee thereof which authorizes, approves or ratifies a contract or transaction, and if the votes of the common or interested directors are not counted at [such] the meeting, then a majority of the disinterested directors may authorize, approve or ratify a contract or transaction.
3. Unless otherwise provided in the articles of incorporation or the bylaws, the board of directors may fix the compensation of directors for services in any capacity.
Sec. 90. NRS 78.160 is hereby amended to read as follows:
78.160 Each corporation organized pursuant to the laws of this state shall, within 60 days after the filing of its articles of incorporation with the secretary of state:
κ1991 Statutes of Nevada, Page 1219 (CHAPTER 442, AB 655)κ
1. File a list of its [officers and directors and a designation of its resident agent. The address of the resident agent must be the same as that of the principal office.] president, secretary, treasurer and all of its directors.
2. Pay to the secretary of state a fee of $50.
[3. File a copy of the designation of resident agent in the office of the county clerk of the county in which the principal office of the corporation in this state is located.]
Sec. 91. NRS 78.165 is hereby amended to read as follows:
78.165 1. Every 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. 92. 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 $15, 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 [:
(a) The] the amount of the fee and penalty to the State of Nevada . [; and
(b) Its right to transact any business within this state.] The fee and penalty must be collected as provided in this chapter.
Sec. 93. NRS 78.175 is hereby amended to read as follows:
78.175 1. On or before the 15th day of the 3rd month following the month in which filing was required, the secretary of state shall compile a complete list of all defaulting corporations, together with the amount of the filing fee, penalties and costs remaining unpaid.
2. [Immediately after the 1st day of the 9th month following the month in which filing was required, the] On the 1st day of the 9th 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 [full and] complete list containing the names of all corporations whose right to do business has been forfeited. The secretary of state shall forthwith notify [the several county clerks in whose offices the articles of incorporation which have been forfeited are on file and shall also] by letter addressed to its president or secretary [notify] each such corporation of the forfeiture of its charter. [In case of a reinstatement, the secretary of state shall also notify immediately the county clerks of the fact.
3. In case of forfeiture of the charter and of the right to transact business thereunder,]
κ1991 Statutes of Nevada, Page 1220 (CHAPTER 442, AB 655)κ
4. 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 [shall] 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 [shall] must at once be dismissed and all property restored to the officers of the corporation.
[4.] 5. Where the assets are distributed they [shall] must be applied [:] in the following manner:
(a) To the payment of the filing fee, penalties and costs due to the state;
(b) To the payment of the creditors of the corporation; and
(c) Any balance remaining [shall be distributed] to distribution among the stockholders.
Sec. 94. 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 may:
(a) Reinstate any corporation which has forfeited its right to transact business under the provisions of NRS 78.150 to 78.185, inclusive; and
(b) Restore to the corporation its right to carry on business in this state, and to exercise its corporate privileges and immunities, if it:
(1) Files with the secretary of state [an affidavit stating the reason for the revocation of its charter;] a list of officers and directors as provided in NRS 78.150 and 78.160; and
(2) Pays to the secretary of state all filing fees, licenses, penalties, costs and expenses due and in arrears at the time of the revocation of its charter, [and] all filing fees, licenses and penalties which have accrued since the revocation of its charter [.] , and a fee of $50 for reinstatement.
2. When [payment is made and] the secretary of state reinstates the corporation [to its former rights he shall:] he must:
(a) Immediately issue and deliver to the corporation 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 corporation one or more certified copies of the certificate of reinstatement . [, a copy of which must be filed in the office of the county clerk of the county in which the principal place of business of the corporation is located or in any other county in which it owns, holds or leases property or transacts business.]
3. The secretary of state shall not order a reinstatement unless all delinquent fees, penalties and costs have been paid, and the revocation of the charter occurred only by reason of failure to pay the fees, penalties and costs.
4. If a corporate charter has been revoked pursuant to the provisions of NRS 78.175 and has remained revoked for a period of 5 consecutive years, the charter must not be reinstated.
Sec. 95. NRS 78.185 is hereby amended to read as follows:
78.185 1. Except as otherwise provided in subsection 2, if any [corporation is suspended from doing business] corporations charter is revoked under the provisions of this chapter or any previous act of the legislature of Nevada and the name of the corporation, or one deceptively similar to it, has been:
κ1991 Statutes of Nevada, Page 1221 (CHAPTER 442, AB 655)κ
Nevada and the name of the corporation, or one deceptively similar to it, has been:
(a) Legally acquired by another corporation or a limited partnership; or
(b) Reserved for the use of a proposed corporation or limited partnership, before the application [for reinstatement] of the defaulting corporation [,] for reinstatement, the defaulting corporation shall in its application for reinstatement, submit to the secretary of state some other name under which it desires its corporate existence to be reinstated. If that name is sufficiently distinctive and different from any name reserved or otherwise in use, the secretary of state shall issue to the defaulting corporation a certificate of reinstatement under that new name.
2. If the defaulting corporation submits the written consent of the [entity] corporation or limited partnership reserving or using a name which is the same as or similar to the defaulting corporations old name or a new name it has submitted, it may be reinstated under that name . [even though it is:
(a) The same as or deceptively similar to the name used by a foreign corporation or foreign limited partnership doing business in Nevada; or
(b) Deceptively similar to the name used by, or reserved to be used by, a domestic corporation or domestic limited partnership.]
3. For the purposes of this section, the name of one corporation is not in compliance with subsections 1 and 2 solely because its name contains distinctive lettering, a distinctive mark, a trade-mark or a trade name or any combination of those.
Sec. 96. NRS 78.195 is hereby amended to read as follows:
78.195 1. [Every corporation may issue one or more classes or kinds of stock, any of which may be of stock with or without par value, with full or limited voting powers or without voting powers and with such designations, preferences and relative, participating, optional or other special rights, or qualifications, limitations or restrictions thereof, as are stated in the articles of incorporation or in the resolution providing for the issuance of the stock adopted by the board of directors pursuant to authority expressly vested in it by the provisions of the articles of incorporation.
2. Any voting power, designation, preference, right, qualification, limitation or restriction on any class or series of stock may be made dependent upon any fact which may be ascertained outside of the articles of incorporation or the resolution providing for the issuance of such stock adopted by the board of directors, if the manner in which a fact may operate upon the voting power, designation, preference, right, qualification, limitation or restriction on such class or series of stock is stated in the articles of incorporation or the resolution.
3. Any class or kind of stock may be special stock, whether the corporation has the power to issue one or more classes or kinds of stock. The power to increase or decrease or otherwise adjust the capital stock as provided in this chapter applies to all classes of stock.
4. Any preferred or special stock may be made subject to redemption at such times and prices, and may be issued in such series, with such designations, preferences, and relative, participating, optional or other special rights, qualifications, limitations or restrictions thereof as are stated in the articles of incorporation or in the resolution providing for the issuance of such stock adopted by the board of directors.
κ1991 Statutes of Nevada, Page 1222 (CHAPTER 442, AB 655)κ
incorporation or in the resolution providing for the issuance of such stock adopted by the board of directors.
5. The holder of preferred or special stock of any class or series thereof is entitled to receive dividends at such rates, on such conditions and at such times as are stated in the articles of incorporation or in the resolution providing for the issuance of such stock adopted by the board of directors, payable in preference to, or in relation to, the dividends payable on any other class or classes of stock, and cumulative or noncumulative as stated.
6.] Every corporation shall prescribe the classes, series and the number of shares of each class or series which the corporation is authorized to issue in the articles of incorporation. If more than one class or series of stock is authorized, the articles of incorporation must prescribe, or vest authority in the board of directors to prescribe, the classes, series and the number of each class or series of stock and the voting powers, designations, preferences, limitations, restrictions and relative rights of each class or series of stock. If more than one class or series of stock is authorized, the articles of incorporation or the resolution of the board of directors passed pursuant to a provision of the articles must prescribe a distinguishing designation for each class and series. The voting powers, designations, preferences, limitations, restrictions, relative rights and distinguishing designation of each class or series of stock must be described in the articles of incorporation or the resolution of the board of directors before the issuance of shares of that class or series.
2. All shares of a series must have voting powers, designations, preferences, limitations, restrictions and relative rights identical with those of other shares of the same series and, except to the extent otherwise provided in the description of the series, with those of other series of the same class.
3. Unless otherwise provided in the articles of incorporation, no stock issued as fully paid up may ever be assessed and the articles of incorporation must not be amended in this particular.
4. Any rate, condition or time for payment of [dividends] distributions on any class or series of stock may be made dependent upon any fact or event which may be ascertained outside the articles of incorporation or the resolution providing for the distributions adopted by the board of directors [providing for the dividends, provided that] if the manner in which a fact or event may operate upon the rate, condition or time of payment for [such dividends] the distributions is stated in the articles of incorporation or the resolution.
[7. When a dividend upon the preferred and special stocks, if any, to the extent of the preference to which such stocks are entitled, has been paid or declared and set apart for payment, a dividend on any remaining class of stock may then be paid out of the remaining assets of the corporation available for dividends.
8. The holders of the preferred or special stocks of any class or series thereof are entitled to such rights upon the dissolution of, or upon any distribution of the assets of, the corporation as are stated in the articles of incorporation or in the resolution providing for the issuance of such stock adopted by the board of directors.
9. Any preferred or special stocks of any class or series thereof may be made convertible into, or exchangeable for, shares of any other class or classes or of any other series of the same or any other class or classes of stock of the corporation at such prices or at such rates of exchange and with such adjustments as are stated in the articles of incorporation or in the resolution providing for the issuance of such stocks adopted by the board of directors.
κ1991 Statutes of Nevada, Page 1223 (CHAPTER 442, AB 655)κ
of the corporation at such prices or at such rates of exchange and with such adjustments as are stated in the articles of incorporation or in the resolution providing for the issuance of such stocks adopted by the board of directors.
10.] 5. If the corporation is authorized to issue more than one class of stock or more than one series of any class, the voting powers, designations, preferences [and relative, participating, optional or other special rights] , limitations, restrictions and relative rights of the various classes of stock or series thereof and the qualifications, limitations or restrictions of such rights must be set forth in full or summarized on the face or back of each certificate which the corporation issues to represent [such] the stock, or on the informational statement sent pursuant to NRS 78.235, except that, in lieu thereof, the certificate or informational statement may contain a statement setting forth the office or agency of the corporation from which a stockholder may obtain a copy of a statement setting forth in full or summarizing the voting powers, designations, preferences [and relative, participating, optional or other special rights] , limitations, restrictions and relative rights of the various classes of stock or series thereof . [and the qualifications, limitations or restrictions of such rights.] The corporation shall furnish to its stockholders, upon request and without charge, a copy of any such statement or summary.
[11. If the corporation is authorized to issue only special stock, each certificate or informational statement sent pursuant to NRS 78.235 must set forth in full or summarize the rights of the holders of the stock and, when]
6. When stock of any class or series [thereof] is issued [,] by a resolution of the board of directors pursuant to a provision of the articles of incorporation permitting the issuance, if the voting powers, designations, preferences [and rights which] , limitations, restrictions and relative rights of the stock have not been set forth in the articles of incorporation, [the designations, preferences and relative, participating, optional or other special rights of such stock and the qualifications, limitations or restrictions of such rights] they must be set forth in a certificate [made under the seal of the corporation and] signed by [its] the corporations president, or a vice president, and its secretary, or an assistant secretary, and acknowledged by the president or vice president before a person authorized by the laws of Nevada to take acknowledgments of deeds . [, and the] The certificate must be filed [and a copy recorded] in the same manner as articles of incorporation are required to be filed . [and recorded.
12.] 7. The provisions of this section do not restrict the directors of a corporation from taking action to protect the interests of the corporation and its stockholders, including, but not limited to, adopting or executing plans, arrangements or instruments that deny rights, privileges, power or authority to a holder of a specified number of shares or percentage of share ownership or voting power.
Sec. 97. NRS 78.200 is hereby amended to read as follows:
78.200 Every corporation [shall have power to] may create and issue, whether [or not] in connection with the issue and sale of any shares of stock or other securities of the corporation, rights or options entitling the holders thereof to purchase from the corporation any shares of its [capital] stock of any class or classes, [such right or options] to be evidenced by or in such instrument or instruments as [shall be] are approved by the board of directors.
κ1991 Statutes of Nevada, Page 1224 (CHAPTER 442, AB 655)κ
instrument or instruments as [shall be] are approved by the board of directors. The terms upon which, the time or times, which may be limited or unlimited in duration, at or within which, and the price or prices at which any such shares may be purchased from the corporation upon the exercise of any such a right or option [shall be such as shall] must be fixed and stated in the [certificate or] articles of incorporation, or in any amendment thereto, or in a resolution or resolutions adopted by the board of directors providing for the creation and issue of [such] the rights or options, and, in every case, set forth or incorporated by reference in the instrument or instruments evidencing [such] the rights or options . [; provided:
1. That in case the shares of stock of the corporation to be issued upon the exercise of such rights or options shall be shares having a par value, the price or prices to be received therefor shall not be less than the par value thereof; and
2. That in case the shares of stock so to be issued shall be shares of stock without par value, the consideration therefor shall be determined in the manner provided in this chapter for the fixing of the consideration for the issue of such stock.]
Sec. 98. NRS 78.2065 is hereby amended to read as follows:
78.2065 1. A proposal to reduce the number of outstanding shares of a corporation organized under the provisions of this chapter in which money will be paid to a person otherwise entitled to become a holder of a fraction of a share must not be adopted unless there is first mailed to all stockholders of record:
(a) A notice of the meeting or request for consent to act without a meeting, which must contain the details of the proposed reduction of shares;
(b) An offer to reproduce and deliver a list containing the names and addresses of all current stockholders of record to any stockholder who requests that list and pays the actual costs of reproduction and postage; and
(c) A statement of the rights of the holders of 15 percent or more of the outstanding shares to demand an appraisal.
2. If a corporation plans to reduce the number of outstanding shares and a demand for an appraisal is made pursuant to the provisions of NRS 78.206, the procedure for appraisal prescribed in [NRS 78.510 and 78.515] sections 41 and 42 of this act applies.
3. Unless a reduction of the number of outstanding shares pursuant to this section is accomplished by an action that otherwise requires an amendment to the corporations articles of incorporation, such an amendment is not required by this section.
Sec. 99. NRS 78.207 is hereby amended to read as follows:
78.207 1. All corporations with stated capital which are organized and existing under the laws of this state whether under this chapter or prior acts, desiring to [divide the capital stock of the corporation into shares of smaller denominations than originally issued, thereby increasing the number of shares] increase the number of shares of the corporation without changing the amount of [capital stock,] stated capital, may do so by a majority vote of the [trustees] directors of the corporation at any regular or called meeting of the [trustees,] directors, without amending the articles [or certificate] of incorporation, and may issue the stock of the corporation in accordance therewith after having filed a certificate setting forth the amount or denomination into which they propose to divide such shares, verified by the affidavit of [a majority of such trustees,] the president or the secretary of the corporation in the office of the secretary of state.
κ1991 Statutes of Nevada, Page 1225 (CHAPTER 442, AB 655)κ
after having filed a certificate setting forth the amount or denomination into which they propose to divide such shares, verified by the affidavit of [a majority of such trustees,] the president or the secretary of the corporation in the office of the secretary of state. [A copy thereof certified by the secretary of state shall be filed in the office of the clerk of the county where the corporation has its principal place of business.]
2. As used in this section, the term stated capital means that part of the consideration received by a corporation for its issued shares of stock determined by the board of directors to be capital, which must not be less than the aggregate par value of the issued shares having a par value. If the board of directors has not determined what part of the consideration received for its issued shares of stock is capital, the stated capital of the corporation is the aggregate par value of the issued shares having a par value.
Sec. 100. NRS 78.215 is hereby amended to read as follows:
78.215 1. [Corporations] A corporation may issue and dispose of [their] its authorized shares [without nominal or par value,] for such [considerations] consideration as may be prescribed in the [certificate or] articles of incorporation, or in any amendment thereof, or, if no consideration is so prescribed, then for such consideration as may be fixed by the board of directors.
2. If a consideration is prescribed for shares without par value, [such consideration shall] that consideration must not be used to determine the fees required for filing articles of incorporation pursuant to NRS 78.760.
3. Unless the articles of incorporation provide otherwise, shares may be issued pro rata and without consideration to the corporations stockholders or to the stockholders of one or more classes or series. An issuance of shares under this subsection is a share dividend.
4. Shares of one class or series may not be issued as a share dividend in respect of shares of another class or series unless:
(a) The articles of incorporation so authorize;
(b) A majority of the votes entitled to be cast by the class or series to be issued approve the issue; or
(c) There are no outstanding shares of the class or series to be issued.
5. If the board of directors does not fix the record date for determining stockholders entitled to a share dividend, it is the date the board of directors authorizes the share dividend.
Sec. 101. NRS 78.225 is hereby amended to read as follows:
78.225 [No stockholder in] Unless otherwise provided in the articles of incorporation, no stockholder of any corporation formed under the laws of this state [shall be] is individually liable for the debts or liabilities of [such corporation. Where a written contract of subscription for stock has been made between the corporation and the subscriber for shares of stock, but only in that event, a holder of shares of stock not fully paid shall be personally liable to the corporation in an amount not in excess of the amount unpaid on shares held by him, at the subscription price.] the corporation. A purchaser of shares of stock from the corporation is not liable to the corporation or its creditors with respect to the shares, except to pay the consideration for which the shares were authorized to be issued or which was specified in the written subscription agreement.
κ1991 Statutes of Nevada, Page 1226 (CHAPTER 442, AB 655)κ
Sec. 102. NRS 78.235 is hereby amended to read as follows:
78.235 1. Except as otherwise provided in subsection 4, every stockholder is entitled to have a certificate, signed by officers or agents designated by the corporation for the purpose, certifying the number of shares owned by him in the corporation.
2. Whenever any certificate is countersigned or otherwise authenticated by a transfer agent or transfer clerk, and by a registrar, then a facsimile of the signatures of the officers or agents of the corporation may be printed or lithographed upon the certificate in lieu of the actual signatures. [A corporation] If a corporation uses facsimile signatures of its officers and agents on its stock certificates, it cannot act as registrar of its own stock, but its transfer agent and registrar may be identical if the institution acting in [such] those dual capacities countersigns any stock certificates in both capacities.
3. If any officer or officers who have signed, or whose facsimile signature or signatures have been used on, any certificate or certificates for stock cease to be an officer or officers of the corporation, whether because of death, resignation or other reason, before the certificate or certificates have been delivered by the corporation, the certificate or certificates may nevertheless be adopted by the corporation and be issued and delivered as though the person or persons who signed the certificate or certificates, or whose facsimile signature or signatures have been used thereon, had not ceased to be an officer or officers of the corporation.
4. A corporation may provide in its [certificate or] articles of incorporation, or in an amendment thereto, or in its bylaws, for the issuance of uncertificated shares of some or all of the shares of any or all of its classes or series. The issuance of uncertificated shares has no effect on existing certificates for shares until surrendered to the corporation, or on the respective rights and obligations of the stockholders. Unless otherwise provided by a specific statute, the rights and obligations of stockholders are identical whether or not their shares of stock are represented by certificates.
5. Within a reasonable time after the issuance of transfer of shares without certificates, the corporation shall send the [shareholder] stockholder a written statement containing the information required on the certificates pursuant to subsection 1. At least annually thereafter, the corporation shall provide to its [shareholders] stockholders of record, a written statement confirming the information contained in the informational statement previously sent pursuant to this subsection.
Sec. 103. NRS 78.242 is hereby amended to read as follows:
78.242 1. Subject to the limitation imposed by NRS 104.8204, a written restriction on the transfer or registration of transfer of [a security] the stock of a corporation, if permitted by this section, may be enforced against the holder of the restricted [security] stock or any successor or transferee of the holder, including an executor, administrator, trustee, guardian or other fiduciary entrusted with like responsibility for the person or estate of the holder.
2. A restriction on the transfer or registration of transfer of [securities] the stock of a corporation may be imposed [either] by the [certificate] articles of incorporation or by the bylaws or by an agreement among any number of [security holders] stockholders or between one or more [such holders] stockholders and the corporation. No restriction so imposed is binding with respect to [securities issued prior to] stocks issued before the adoption of the restriction unless the [holders of the securities] stockholders are parties to an agreement or voted in favor of the restriction.
κ1991 Statutes of Nevada, Page 1227 (CHAPTER 442, AB 655)κ
to [securities issued prior to] stocks issued before the adoption of the restriction unless the [holders of the securities] stockholders are parties to an agreement or voted in favor of the restriction.
3. A restriction on the transfer or the registration of transfer of shares is valid and enforceable against the transferee of the stockholder if the restriction is not prohibited by other law and its existence is noted conspicuously on the front or back of the stock certificate or is contained in the statement of information required by NRS 78.235. Unless so noted, a restriction is not enforceable against a person without knowledge of the restriction.
4. A restriction on the transfer or registration of transfer of [securities] stock of a corporation is permitted [by this section] , without limitation by this enumeration, if it:
(a) Obligates the [holder of the restricted securities] stockholder first to offer to the corporation or to any other [holder or holders of securities] stockholder or stockholders of the corporation or to any other person or persons or to any combination of the foregoing a prior opportunity, to be exercised within a reasonable time, to acquire the [restricted securities;] stock;
(b) Obligates the corporation or any holder of [securities] stock of the corporation or any other person or any combination of the foregoing to purchase [the securities which are] stock which is the subject of an agreement respecting the purchase and sale of the [restricted securities;] stock;
(c) Requires the corporation or any [specified proportion of the holders of any class of securities of the corporation] stockholder or stockholders to consent to any proposed transfer of the [restricted securities] stock or to approve the proposed transferee of [the restricted securities; or] stock;
(d) Prohibits the transfer of the [restricted securities] stock to designated persons or classes of persons, and such designation is not manifestly unreasonable [.
4. Any restriction on the transfer of the shares of a corporation for the purpose of maintaining its status as an electing small business corporation under subchapter S of the United States Internal Revenue Code (26 U.S.C. §§ 1371 et seq.) is conclusively presumed to be for a reasonable purpose.
5. Any other lawful restriction on transfer or registration of transfer of securities is permitted by this section.] ; or
(e) Prohibits the transfer of stock:
(1) To maintain the corporations status when it is dependent on the number or identity of its stockholders;
(2) To preserve exemptions under federal or state laws governing taxes or securities; or
(3) For any other reasonable purpose.
5. For the purposes of this section, stock includes a security convertible into or carrying a right to subscribe for or to acquire stock.
Sec. 103.5. NRS 78.265 is hereby amended to read as follows:
78.265 1. The provisions of this section apply to corporations organized in this state before October 1, 1991.
2. Except to the extent limited or denied by this section or the articles of incorporation, shareholders have a preemptive right to acquire unissued shares, treasury shares or securities convertible into such shares.
κ1991 Statutes of Nevada, Page 1228 (CHAPTER 442, AB 655)κ
[2.] 3. Unless otherwise provided in the articles of incorporation:
(a) A preemptive right does not exist:
(1) To acquire any shares issued to directors, officers or employees pursuant to approval by the affirmative vote of the holders of a majority of the shares entitled to vote or when authorized by a plan approved by such a vote of shareholders;
(2) To acquire any shares sold for a consideration other than cash;
(3) To acquire any shares issued at the same time that the shareholder who claims a preemptive right acquired his shares;
(4) To acquire any shares issued as part of the same offering in which the shareholder who claims a preemptive right acquired his shares; or
(5) To acquire any shares, treasury shares or securities convertible into such shares, if the shares or the shares into which the convertible securities may be converted are upon issuance registered pursuant to section 12 of the Securities Exchange Act of 1934 (15 U.S.C. § 78 1).
(b) Holders of shares of any class that is preferred or limited as to dividends or assets are not entitled to any preemptive right.
(c) Holders of common stock are not entitled to any preemptive right to shares of any class that is preferred or limited as to dividends or assets or to any obligations, unless convertible into shares of common stock or carrying a right to subscribe to or acquire shares of common stock.
(d) Holders of common stock without voting power have no preemptive right to shares of common stock with voting power.
(e) The preemptive right is only an opportunity to acquire shares or other securities upon such terms as the board of directors fixes for the purpose of providing a fair and reasonable opportunity for the exercise of such right.
Sec. 104. NRS 78.283 is hereby amended to read as follows:
78.283 1. As used in this section, treasury shares means shares issued and thereafter acquired, either directly or indirectly, by the corporation or a wholly owned subsidiary of the corporation, but not retired or restored to the status of unissued shares.
2. Treasury shares do not carry voting [or dividend] rights or participate in distributions, and must not be counted as outstanding shares for any purpose, nor as assets for the purpose of computing the amount available for [dividends,] distributions, or the purchase of shares issued by the corporation . [or the making of any other distributions to its stockholders.] Unless the articles of incorporation provide otherwise, treasury shares may be retired and restored to the status of authorized and unissued shares without [the reduction of capital pursuant to NRS 78.415 or 78.420] an amendment to the articles of incorporation or may be disposed of for such consideration as the board of directors may determine. [If the shares are reissued, the amount of the proceeds must be attributed to surplus insofar as excess of net assets over the amount of capital results therefrom.
3. Shares which have been acquired from surplus and carried as treasury shares may be retired by resolution of the board of directors and capital may be reduced thereon as if acquired out of capital with appropriate proceedings under NRS 78.415 or 78.420.]
κ1991 Statutes of Nevada, Page 1229 (CHAPTER 442, AB 655)κ
Sec. 105. NRS 78.295 is hereby amended to read as follows:
78.295 A director [shall be] is fully protected in relying in good faith upon the books of account of the corporation or statements prepared by any of its officials as to the value and amount of the assets, liabilities or net profits of the corporation, or any other facts pertinent to the existence and amount of [surplus or other funds] money from which [dividends might] distributions may properly be declared.
Sec. 106. NRS 78.300 is hereby amended to read as follows:
78.300 1. The directors of a corporation shall not make [dividends or other] distributions to stockholders except as provided by this chapter.
2. In case of any willful or grossly negligent violation of the provisions of this section, the directors under whose administration the violation occurred, except those who caused their dissent to be entered upon the minutes of the meeting of the directors at the time, or who not then being present caused their dissent to be entered on learning of such action, are jointly and severally liable, at any time within 3 years after each violation, to the corporation, and, in the event of its dissolution or insolvency, to its creditors at the time of the violation, or any of them, to the lesser of the full amount of the [dividend] distribution made or of any loss sustained by the corporation by reason of the [dividend or other] distribution to stockholders.
Sec. 107. NRS 78.315 is hereby amended to read as follows:
78.315 1. Unless the [certificate or] articles of incorporation, or an amendment thereof, or the bylaws, provide for a lesser proportion, a majority of the board of directors of the corporation, at a meeting duly assembled, is necessary to constitute a quorum for the transaction of business, and the act of a majority of the directors present at a meeting at which a quorum is present is the act of the board of directors or trustees.
2. Unless otherwise restricted by the articles of incorporation or bylaws, any action required or permitted to be taken at [any] a meeting of the board of directors or of [any] a committee thereof may be taken without a meeting if , before or after the action, a written consent thereto is signed by all the members of the board or of [such committee. Such] the committee. The written consent [shall] must be filed with the minutes of proceedings of the board or committee.
3. Unless otherwise restricted by the articles of incorporation or bylaws, members of the board of directors or the governing body of any corporation, or of any committee designated by such board or body, may participate in a meeting of [such] the board, body or committee by means of a [conference telephone network or a similar communications] telephone conference or similar method of communication by which all persons participating in the meeting can hear each other. Participation in a meeting pursuant to this subsection constitutes presence in person at [such meeting. Each person participating in the meeting shall sign the minutes thereof. The minutes may be signed in counterparts.] the meeting.
Sec. 108. NRS 78.320 is hereby amended to read as follows:
78.320 1. Unless the articles of incorporation or the bylaws provide for different proportions:
(a) Stockholders holding at least a majority of the voting power are necessary to constitute a quorum for the transaction of business; and
κ1991 Statutes of Nevada, Page 1230 (CHAPTER 442, AB 655)κ
(b) An act of stockholders who hold at least a majority of the voting power and are present at a meeting at which a quorum is present is the act of the stockholders.
2. Unless otherwise provided in the articles of incorporation or the bylaws, any action [which may be taken by the vote of stockholders at a meeting may be taken without a meeting if authorized by the written consent of] required or permitted to be taken at a meeting of the stockholders may be taken without a meeting if a written consent thereto is signed by stockholders holding at least a majority of the voting power, except that [:
(a) If any greater] if a different proportion of voting power is required for such an action at a meeting, then [the greater] that proportion of written consents is required . [; and
(b) This general provision for action by written consent does not supersede any specific provision for action by written consent contained in this chapter.
2.] 3. In no instance where action is authorized by written consent need a meeting of stockholders be called or [noticed.
3. A written consent is not valid unless it is:
(a) Signed by the stockholder;
(b) Dated, as to the date of the stockholders signature; and
(c) Delivered to the corporation, in the manner prescribed in subsection 4, within 60 days after the earliest date that a stockholder signed the written consent.
4. Delivery of a written consent must be made personally or by certified or registered mail, return receipt requested, to the corporations principal place of business, principal office in this state or officer or agent who has custody of the book in which the minutes of meetings of stockholders are recorded.
5. If any action is taken which was authorized by written consent:
(a) Prompt notice of the action must be given to any stockholders who did not consent in writing.
(b) Any certificate required to be filed must state that written consent and notice has been given in accordance with the provisions of this section.] notice given. The written consent must be filed with the minutes of the proceedings of the stockholders.
4. Unless otherwise restricted by the articles of incorporation or bylaws, stockholders may participate in a meeting of stockholders by means of a telephone conference or similar method of communication by which all persons participating in the meeting can hear each other. Participation in a meeting pursuant to this subsection constitutes presence in person at the meeting.
Sec. 109. NRS 78.335 is hereby amended to read as follows:
78.335 1. Any director may be removed from office by the vote of stockholders representing not less than two-thirds of the voting power of the issued and outstanding [capital] stock entitled to voting power, [provided:
(a) That in] except that:
(a) In the case of corporations which have provided in their articles of incorporation for the election of directors by cumulative voting, no director may be removed from office under the provisions of this section except upon the vote of stockholders owning sufficient shares to have prevented his election to office in the first instance; and
κ1991 Statutes of Nevada, Page 1231 (CHAPTER 442, AB 655)κ
the vote of stockholders owning sufficient shares to have prevented his election to office in the first instance; and
(b) [That the certificate or] The articles of incorporation may require the concurrence of a larger percentage of the stock entitled to voting power in order to remove a director.
2. All vacancies, including those caused by an increase in the number of directors, may be filled by a majority of the remaining directors, though less than a quorum, unless it is otherwise provided in the articles of incorporation.
3. Unless otherwise provided in the articles of incorporation, when one or more directors give notice of his or their resignation to the board, effective at a future date, the board may fill the vacancy or vacancies to take effect when the resignation or resignations become effective, each director so appointed to hold office during the remainder of the term of office of the resigning director or directors.
Sec. 110. NRS 78.345 is hereby amended to read as follows:
78.345 1. If any corporation [shall fail] fails to elect directors within [6 months after the time designated for its annual meeting,] 18 months after the last election of directors required by NRS 78.330, the district court [shall have] has jurisdiction in equity, upon application of any one or more [of its] stockholders holding stock entitling them to exercise at least [a majority] 15 percent of the voting power, to [appoint a board of directors for the corporation not exceeding in membership the number authorized by the corporations bylaws. Such appointments may be made from among the stockholders.] order the election of directors in the manner required by NRS 78.330.
2. The application [shall] must be made by petition filed in the county where the [principal] registered office of the corporation is located and [shall] must be brought on behalf of all stockholders desiring to be joined therein. Such notice [shall] must be given to the corporation and the stockholders as the court may direct.
3. The [appointees of the court shall] directors elected pursuant to this section have the same rights, powers and duties and the same tenure of office as directors [duly] elected by the stockholders at the annual meeting held at the time prescribed therefor, next [prior to] before the date of the [courts appointment,] election pursuant to this section, would have had.
Sec. 111. NRS 78.350 is hereby amended to read as follows:
78.350 1. Unless otherwise provided in the articles of incorporation, or in the resolution providing for the issuance of the stock adopted by the board of directors pursuant to authority expressly vested in it by the provisions of the articles of incorporation, every stockholder of record of a corporation is entitled at each meeting of stockholders thereof to one vote for each share of stock standing in his name on the books of the corporation. If the articles of incorporation, or the resolution providing for the issuance of the stock adopted by the board of directors pursuant to authority expressly vested in it by the articles of incorporation, provides for more or less than one vote for any shares, on any matter, every reference in this chapter to a majority or other proportion of stock shall be deemed to refer to that majority or other proportion of the votes of that stock.
2. Unless contrary provisions are contained in the articles of incorporation, the directors may prescribe a period not exceeding 60 days before any meeting of the stockholders during which no transfer of stock on the books of the corporation may be made, or may fix a day not more than 60 days before the holding of any such meeting as the day as of which stockholders entitled to notice of and to vote at such meetings must be determined.
κ1991 Statutes of Nevada, Page 1232 (CHAPTER 442, AB 655)κ
meeting of the stockholders during which no transfer of stock on the books of the corporation may be made, or may fix a day not more than 60 days before the holding of any such meeting as the day as of which stockholders entitled to notice of and to vote at such meetings must be determined. Only stockholders of record on that day are entitled to notice or to vote at such meeting.
3. [The directors may adopt a resolution prescribing a date upon which the stockholders of record are entitled to give written consent pursuant to NRS 78.320. The date prescribed by the directors may not precede nor be more than 10 days after the date the resolution is adopted by the directors. If the directors do not adopt a resolution prescribing a date upon which the stockholders of record are entitled to give written consent pursuant to NRS 78.320 and:
(a) No prior action by the directors is required by this chapter, the date is the first date on which a valid written consent is delivered in accordance with the provisions of NRS 78.320.
(b) Prior action by the directors is required by this chapter, the date is at the close of business on the day on which the directors adopt the resolution taking the required action.
4.] The provisions of this section do not restrict the directors from taking action to protect the interests of the corporation and its stockholders, including, but not limited to, adopting or executing plans, arrangements or instruments that deny rights, privileges, power or authority to a holder or holders of a specified number of shares or percentage of share ownership or voting power.
Sec. 112. NRS 78.355 is hereby amended to read as follows:
78.355 1. At any meeting of the stockholders of any corporation any stockholder may [be represented and vote by a proxy or proxies appointed by an instrument in writing. In the event that any such instrument in writing shall] designate another person or persons to act as a proxy or proxies. If any stockholder designates two or more persons to act as proxies, a majority of [such] those persons present at the meeting, or, if only one [shall be] is present, then that one [shall have] has and may exercise all of the powers conferred by [such written instrument] the stockholder upon all of the persons so designated unless the [instrument shall otherwise provide.] stockholder provides otherwise.
2. Without limiting the manner in which a stockholder may authorize another person or persons to act for him as proxy pursuant to subsection 1, the following constitute valid means by which a stockholder may grant such authority:
(a) A stockholder may execute a writing authorizing another person or persons to act for him as proxy. Execution may be accomplished by the signing of the writing by the stockholder or his authorized officer, director, employee or agent or by causing the signature of the stockholder to be affixed to the writing by any reasonable means, including, but not limited to, a facsimile signature.
(b) A stockholder may authorize another person or persons to act for him as proxy by transmitting or authorizing the transmission of a telegram, cablegram or other means of electronic transmission to the person who will be the holder of the proxy or to a firm which solicits proxies or like agent who is authorized by the person who will be the holder of the proxy to receive the transmission.
κ1991 Statutes of Nevada, Page 1233 (CHAPTER 442, AB 655)κ
is authorized by the person who will be the holder of the proxy to receive the transmission. Any such telegram, cablegram or other means of electronic transmission must either set forth or be submitted with information from which it can be determined that the telegram, cablegram or other electronic transmission was authorized by the stockholder. If it is determined that the telegram, cablegram or other electronic transmission is valid, the persons appointed by the corporation to count the votes of stockholders and determine the validity of proxies and ballots or other persons making those determinations must specify the information upon which they relied.
3. Any copy, communication by telecopier, or other reliable reproduction of the writing or transmission created pursuant to subsection 2, may be substituted for the original writing or transmission for any purpose for which the original writing or transmission could be used, if the copy, communication by telecopier, or other reproduction is a complete reproduction of the entire original writing or transmission.
4. No such proxy [shall be] is valid after the expiration of 6 months from the date of its [execution,] creation, unless it is coupled with an interest, or unless the [person executing it specifies therein] stockholder specifies in it the length of time for which it is to continue in force, which [in no case shall] may not exceed 7 years from the date of its [execution.] creation. Subject to [the above,] these restrictions, any proxy [duly executed] properly created is not revoked and continues in full force and effect until [an instrument] another instrument or transmission revoking it or a [duly executed] properly created proxy bearing a later date is filed with [the secretary of the corporation.] or transmitted to the secretary of the corporation or another person or persons appointed by the corporation to count the votes of stockholders and determine the validity of proxies and ballots.
Sec. 113. NRS 78.360 is hereby amended to read as follows:
78.360 [1. The certificate or] The articles of incorporation of any corporation, or any amendment thereof, may provide that at all elections of directors of the corporation each holder of stock possessing voting power is entitled to as many votes as equal the number of his shares of stock multiplied by the number of directors to be elected, and that he may cast all of [such] his votes for a single director or may distribute them among the number to be voted for or any two or more of them, as he may set fit.
[2. If the certificate or articles of incorporation of a corporation, or any amendment thereof, contains the provisions authorized by subsection 1, the stockholders of such corporation and any proxyholders for such stockholders are entitled to exercise the right of cumulative voting at any meeting held for the election of directors if:
(a) Not less than 48 hours before the time fixed for holding such meeting, if notice of the meeting has been given at least 10 days prior to the date of the meeting, and otherwise not less than 24 hours before such time, a stockholder of such corporation has given notice in writing to the president or the secretary of the corporation that he desires that the voting at such election of directors shall be cumulative; and
(b) At such meeting, prior to the commencement of voting for the election of directors, an announcement of the giving of such notice has been made by the chairman or the secretary of the meeting or by or on behalf of the stockholder giving such notice.
κ1991 Statutes of Nevada, Page 1234 (CHAPTER 442, AB 655)κ
the chairman or the secretary of the meeting or by or on behalf of the stockholder giving such notice.
Notice to stockholders of the requirements of paragraph (a) shall be contained in the notice calling such meeting or in the proxy material accompanying such notice.
3. The provisions of subsection 2 are applicable only to corporations which have filed a registration statement under the Securities Act of 1933 (15 U.S.C. §§ 77a et seq.).] In order to exercise the right of cumulative voting, one or more of the stockholders requesting cumulative voting must give notice before the vote to the president or secretary of the corporation that the stockholder desires that the voting for the election of directors be cumulative.
Sec. 114. NRS 78.365 is hereby amended to read as follows:
78.365 1. A stockholder, by agreement in writing, may transfer his stock to a voting trustee or trustees for the purpose of conferring the right to vote [thereon] the stock for a period not exceeding [10] 15 years upon the terms and conditions therein stated. Any certificates of stock so transferred must be surrendered and canceled and new certificates [therefor] for the stock issued to the trustee or trustees in which it must appear that they are issued pursuant to the agreement, and in the entry of ownership in the proper books of the corporation that fact must also be noted, and thereupon the trustee or trustees may vote [upon] the stock so transferred during the terms of the agreement. A duplicate of every such agreement must be filed in the principal office of the corporation and at all times during its terms be open to inspection by any stockholder or his attorney.
2. At any time within the 2 years next preceding the expiration of an agreement entered into pursuant to the provisions of subsection 1, or the expiration of an extension of that agreement, any beneficiary of the trust may, by written agreement with the trustee or trustees, extend the duration of the trust for a time not to exceed [10] 15 years after the scheduled expiration date of the original agreement or the latest extension. An extension is not effective unless the trustee, before the expiration date of the original agreement or the latest extension, files a duplicate of the agreement providing for the extension in the [principal] registered office of the corporation. An agreement providing for an extension does not affect the rights or obligations of any person not a party to that agreement.
3. An agreement between two or more stockholders, if in writing and signed by them, may provide that in exercising any voting rights the stock held by them must be voted : [upon:]
(a) Pursuant to the provisions of the agreement;
(b) As they may subsequently agree; or
(c) In accordance with a procedure agreed upon.
4. An agreement entered into pursuant to the provisions of subsection 3 is not effective for a term of more than [10] 15 years, but at any time within the 2 years next preceding the expiration of the agreement the parties thereto may extend its duration for as many additional periods, each not to exceed [10] 15 years, as they wish.
5. An agreement entered into pursuant to the provisions of subsection 1 or 3 is not invalidated by the fact that by its terms its duration is more than [10] 15 years, but its duration shall be deemed amended to conform with the provisions of this section.
κ1991 Statutes of Nevada, Page 1235 (CHAPTER 442, AB 655)κ
15 years, but its duration shall be deemed amended to conform with the provisions of this section.
Sec. 115. NRS 78.370 is hereby amended to read as follows:
78.370 1. Whenever under the provisions of this chapter stockholders are required or authorized to take any action at a meeting, the notice of the meeting [shall] must be in writing and signed by the president or a vice president, or the secretary, or an assistant secretary, or by such other person or persons as the bylaws may prescribe or permit or the directors [shall] may designate.
2. [Such notice shall] The notice must state the purpose or purposes for which the meeting is called and the time when, and the place, which may be within or without this state, where it is to be held.
3. A copy of [such notice shall be either] the notice must be delivered personally [to, or shall be] or mailed postage prepaid [,] to each stockholder of record entitled to vote at [such] the meeting not less than 10 nor more than 60 days before [such] the meeting. If mailed, it [shall] must be directed to [a] the stockholder at his address as it appears upon the records of the corporation, and upon [such] the mailing of any such notice the service thereof [shall be] is complete, and the time of the notice [shall begin] begins to run from the date upon which [such] the notice is deposited in the mail for transmission to [such] the stockholder. Personal delivery of any such notice to any officer of a corporation or association, or to any member of a partnership, [shall constitute] constitutes delivery of [such notice to such] the notice to the corporation, association or partnership.
4. The [certificate or] articles of incorporation, or an amendment thereof, or the bylaws may require that [such] the notice be also published in one or more newspapers.
5. Notice [duly] delivered or mailed to a stockholder in accordance with the [provision] provisions of this section and the provisions, if any, of the [certificate or] articles of incorporation, or an amendment thereof, or the bylaws, [shall be deemed] is sufficient, and in the event of the transfer of his stock after such delivery or mailing and [prior to] before the holding of the meeting it [shall not be] is not necessary to deliver or mail notice of the meeting [upon] to the transferee.
6. Any stockholder may waive notice of any meeting by a writing signed by him, or his duly authorized attorney, either before or after the meeting.
7. Unless otherwise provided in the articles of incorporation or the bylaws, whenever notice is required to be given, under any provision of this chapter or the articles of incorporation or bylaws of any corporation, to any stockholder to whom:
(a) Notice of two consecutive annual meetings, and all notices of meetings or of the taking of action by written consent without a meeting to him during the period between those two consecutive annual meetings; or
(b) All, and at least two, payments set by first-class mail of dividends or interest on securities during a 12-month period,
have been mailed addressed to him at his address as shown on the records of the corporation and have been returned undeliverable, the giving of further notices to him is not required. Any action or meeting taken or held without notice to such a stockholder has the same effect as if the notice had been given.
κ1991 Statutes of Nevada, Page 1236 (CHAPTER 442, AB 655)κ
given. If any such stockholder delivers to the corporation a written notice setting forth his current address, the requirement that notice be given to him is reinstated. If the action taken by the corporation is such as to require the filing of a certificate under any of the other sections of this chapter, the certificate need not state that notice was not given to persons to whom notice was not required to be given pursuant to this subsection.
Sec. 116. NRS 78.3783 is hereby amended to read as follows:
78.3783 1. Except as provided in subsection 2, acquisition means the direct or indirect acquisition of a controlling interest.
2. Acquisition does not include any acquisition of shares in good faith, and without an intent to avoid the requirements of NRS 78.378 to 78.3793, inclusive:
(a) By an acquiring person authorized pursuant to NRS 78.378 to 78.3793, inclusive, to exercise voting rights, to the extent that the new acquisition does not result in the acquiring person obtaining a controlling interest greater than that previously authorized; or
(b) Pursuant to:
(1) The laws of descent and distribution;
(2) The enforcement of a judgment;
(3) The satisfaction of a pledge or other security interest; or
(4) A merger or reorganization effected in compliance with the provisions of NRS [78.450 to 78.485, inclusive, or] 78.622, or sections 9 to 21, inclusive, of this act to which the issuing corporation is a party.
Sec. 117. NRS 78.3791 is hereby amended to read as follows:
78.3791 Except as otherwise provided by the [certificate or] articles of incorporation of the issuing corporation, a resolution of the stockholders granting voting rights to the control shares acquired by an acquiring person must be approved by:
1. The holders of a majority of the [outstanding shares] voting power of the corporation; and
2. If the acquisition will result in any change of the kind described in subsection [2] 3 of NRS 78.390, the holders of a majority of each class or series affected,
excluding those shares held by any interested stockholder.
Sec. 118. NRS 78.380 is hereby amended to read as follows:
78.380 1. The incorporators of any corporation, before [the payment of any part of its capital,] issuing any stock, may amend the original articles of incorporation thereof as may be desired [in the following manner:
(a) The incorporators, or at least two-thirds of them, shall execute and acknowledge or prove] by executing and acknowledging or proving in the manner required for an original certificate of incorporation, and [file] filing with the secretary of state a certificate amending, modifying, changing or altering the original articles, in whole or in part. The certificate, in the opening paragraph thereof, [shall:] must:
(1) Declare that the signers thereof are the original incorporators of the corporation, naming it, or at least two-thirds thereof.
(2) State the date upon which the original articles thereof were filed with the secretary of state . [and with the county clerk.]
κ1991 Statutes of Nevada, Page 1237 (CHAPTER 442, AB 655)κ
(3) Affirmatively declare that to the date of the certificate, no [part of the capital of the corporation has been paid.] stock of the corporation has been issued.
[(b)] 2. The amendment [shall be] is effective upon the filing of [such] the certificate with the secretary of state . [and a copy of the certificate, certified by the secretary of state, shall be filed with the county clerk of the county in which the original articles of incorporation have been filed.
2. Nothing in this section shall]
3. This section does not permit the insertion of any matter not in conformity with this chapter.
[3.] 4. The secretary of state shall charge [such fee as shall be] the fee allowed by law for filing the amended certificate of incorporation.
Sec. 119. NRS 78.385 is hereby amended to read as follows:
78.385 1. Any corporation having [capital] stock may amend its articles of incorporation in any [or all] of the following respects:
(a) By addition to its corporate powers and purposes, or diminution thereof, or both.
(b) By substitution of other powers and purposes, in whole or in part, for those prescribed by its articles of incorporation.
(c) By increasing, decreasing or reclassifying its authorized [capital] stock, by changing the number, par value , [designations,] preferences, or relative, participating, optional or other rights, or the qualifications, limitations or restrictions of such rights, of its shares, or of any class or series of any class thereof whether or not the shares are outstanding at the time of the amendment, or by changing shares with par value, whether or not the shares are outstanding at the time of the amendment, into shares without par value or by changing shares without par value, whether or not the shares are outstanding at the time of the amendment, into shares with par value, either with or without increasing or decreasing the number of shares, and upon such basis as may be set forth in the certificate of amendment . [; but the capital of the corporation must not be decreased except in the manner provided in NRS 78.410 to 78.445, inclusive.]
(d) By changing the name of the corporation.
(e) By making any other change or alteration in its articles of incorporation that may be desired.
2. [Any and all] All such changes or alterations may be effected by one certificate of amendment; but any articles of incorporation so amended, changed or altered, may contain only such provisions as it would be lawful and proper to insert in [an] original articles of incorporation, pursuant to NRS 78.035 and 78.037, if the original articles were executed, acknowledged and filed at the time of making the amendment.
[3. Whenever issued shares having par value are changed into the same or a greater or lesser number of shares without par value, whether of the same or a different class or classes of shares, the aggregate amount of the capital of the corporation represented by such shares without par value must be the same as the aggregate amount of capital represented by the shares so changed. Whenever issued shares without par value are changed into other shares without par value to a greater or lesser number, whether of the same or of a different class or classes, the amount of capital represented by the new shares in the aggregate must be the same as the aggregate amount of capital represented by the shares so changed.]
κ1991 Statutes of Nevada, Page 1238 (CHAPTER 442, AB 655)κ
shares in the aggregate must be the same as the aggregate amount of capital represented by the shares so changed.]
Sec. 120. NRS 78.390 is hereby amended to read as follows:
78.390 1. Every amendment adopted pursuant to the provisions of NRS 78.385 [shall] must be made in the following manner:
(a) The board of directors [shall] must adopt a resolution setting forth the amendment proposed [,] and declaring its advisability , and call a meeting, either annual or special, of the stockholders entitled to vote for the consideration thereof.
(b) At the meeting, of which notice [shall] 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 [shall] 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 [outstanding shares] voting power as may be required in the case of a vote by classes or series, as provided in subsections [2 and 4,] 3 and 5, or as may be required by the provisions of the [certificate or] articles of incorporation, or an amendment thereof , [)] have voted in favor of the amendment, the president, or vice president, and secretary, or assistant secretary, shall execute a certificate setting forth the amendment, or setting forth the [certificate or] articles of incorporation as amended, and the vote by which the amendment was adopted, and the president, or vice president, and secretary, or assistant secretary, shall acknowledge the certificate before a person authorized by the laws of the place where the acknowledgment is taken to take acknowledgments of deeds.
(c) The certificate so executed and acknowledged [, shall] must be filed in the office of the secretary of state . [and upon]
2. Upon filing the certificate the articles of incorporation are amended accordingly. [A copy of the certificate, certified by the secretary of state, shall be filed in the office of the county clerk of the county where the corporation maintains its principal office.
2.] 3. If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then [such] 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 [outstanding shares] voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.
[3. It is lawful to make provision in the certificate or]
4. Provision may be made in the articles of incorporation, or an amendment thereof, requiring, in the case of any specified amendments, a larger [vote] proportion of the voting power of stockholders than that required by this section.
[4.] 5. 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.
κ1991 Statutes of Nevada, Page 1239 (CHAPTER 442, AB 655)κ
Sec. 121. 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 decides that the corporation should be dissolved, the board may adopt a resolution to that effect and call a meeting of the stockholders having voting power to take action upon the resolution.
2. The meeting of the stockholders must be held upon due notice. If at the meeting or any adjournment thereof the holders of stock entitled to exercise a majority of all the voting power consent by resolution to the dissolution, a copy of the resolution, together with a list of the names and [residences] post office addresses, residence or business of the directors and officers, certified by the president, or a vice president, and the secretary, or an assistant secretary. [and the treasurer, or an assistant treasurer,] must be filed in the office of the secretary of state. The secretary of state, upon being satisfied that these requirements have been complied with and that the corporate charter has not been revoked, shall issue a certificate that the corporation is dissolved.
Sec. 122. NRS 78.685 is hereby amended to read as follows:
78.685 1. [Any creditor or claimant who shall, upon order of the court, lay his claim before such receiver may demand that a jury shall decide thereon. In like manner the receiver may demand that the same shall be referred to a jury. In either case the demand shall be entered on the minutes of the court, and thereupon an issue shall be made up between the parties, under the direction of the district court, which may order a jury impaneled, as in other cases, to try the same.
2. The verdict of the jury shall be subject to the control of the court, as in suits originally instituted therein, and when rendered, if not set aside by the court, shall be certified by the clerk of the court to the receiver. The creditor shall be considered in all respects as having proved his debt or claim for the amount so ascertained to be due.] The clerk of the district court, immediately upon the expiration of the time fixed for the filing of claims, shall notify the trustee or receiver of the filing of the claims. The trustee or receiver shall inspect the claims and within 30 days notify each claimant of his decision. The trustee or receiver may require all creditors whose claims are disputed to submit themselves to an examination in relation to their claims, and to produce such books and papers relating to their claims as the trustee or receiver requests. The trustee or receiver may examine, under oath or affirmation, all witnesses produced before him regarding the claims, and shall pass upon and allow or disallow the claims, or any part thereof, and notify the claimants of his determination.
2. Every creditor or claimant who has received notice from the receiver or trustee that his claim has been disallowed in whole or in part may appeal to the district court within 30 days thereafter. The court, after a hearing, shall determine the rights of the parties.
Sec. 123. NRS 78.755 is hereby amended to read as follows:
78.755 1. The secretary of state, for services relating to his official duties and the records of his office, shall charge and collect the fees designated in NRS 78.760 to 78.785, inclusive.
2. The secretary of state may accept the filing of documents by telecopier and employ new technology, as it is developed, to aid in the performance of all duties required by law.
κ1991 Statutes of Nevada, Page 1240 (CHAPTER 442, AB 655)κ
all duties required by law. The secretary of state may establish rules, fee schedules and regulations not inconsistent with law, for filing documents by telecopier and for the adoption, employment and use of new technology in the performance of his duties.
Sec. 124. NRS 78.760 is hereby amended to read as follows:
78.760 1. The fee for filing articles of incorporation [or agreements of consolidation providing for shares] is prescribed in the following schedule:
If the amount represented by the total number of shares provided for in the articles or agreement is:
$25,000 or less........................................................................................ $125
Over $25,000 and not over $75,000..................................................... 175
Over $75,000 and not over $200,000................................................... 225
Over $200,000 and not over $500,000................................................ 325
Over $500,000 and not over $1,000,000............................................. 425
Over $1,000,000:
For the first $1,000,000.............................................................. 425
For each additional $500,000 or fraction thereof................. 225
2. The maximum fee which may be charged under this section is $25,000 for:
(a) The original filing of articles of incorporation or agreements of consolidation.
(b) A subsequent filing of any instrument which authorizes an increase in [capital] 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 or the agreement of consolidation 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 [$10,] $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 [$10,] $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.
The value of a corporate share must not be less than one-tenth of a cent.
Sec. 125. NRS 78.765 is hereby amended to read as follows:
78.765 1. The fee for filing a certificate of amendment to [a certificate] articles of incorporation in order to increase the corporations authorized [capital] stock is the difference between the fee computed at the rates specified in NRS 78.760 upon the total authorized [capital] 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.
2. In no case may the amount be less than $75.
κ1991 Statutes of Nevada, Page 1241 (CHAPTER 442, AB 655)κ
Sec. 126. NRS 78.770 is hereby amended to read as follows:
78.770 1. The fee for filing [a certificate of consolidation or merger] 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 [capital] stock of the corporation created by the [consolidation or] merger and the fee so computed upon the aggregate amount of the total authorized [capital] stock of the constituent corporations.
2. The fee for filing [a certificate of consolidation or] 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 [capital] stock of the corporation created by the [consolidation or] merger and the fee so computed upon the aggregate amount of the total authorized [capital] stock of the constituent corporations which have paid fees as required by NRS 78.760 and 80.050.
3. In no case may the amount paid be less than $75, and in no case may the amount paid pursuant to subsection 2 exceed $25,000.
4. The fee for filing articles of exchange is $125.
Sec. 127. NRS 78.775 is hereby amended to read as follows:
78.775 The fee for filing:
1. [An amended certificate] Amended articles of incorporation before [payment of capital] the issuance of stock and not involving an increase of authorized [capital] stock; or
2. [An amendment to the certificate] Amended articles of incorporation not involving an increase of authorized [capital] stock , [;
3. A certificate of reduction of capital; or
4. A certificate of retirement of preferred stock,]
is $75.
Sec. 128. 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 corporations [principal] registered office or resident agent, or a new designation of resident agent , is $15.
2. The fee for filing a designation of resident agent, [other than as provided in NRS 78.160,] is $25.
3. The fee for certifying articles of incorporation where a copy is provided is $10.
4. 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 [$5.] $10.
5. The fee for certifying an authorized printed copy of the general corporation law as compiled by the secretary of state is [$5.] $10.
6. The fee for certifying the reservation of a corporate name is [$10.] $20.
7. 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 [$10.] $15.
8. The fee for executing, certifying or filing any certificate not provided for in NRS 78.760 to 78.785, inclusive, is $20.
9. The fee for comparing any document or paper submitted for certification, with the record thereof, to ascertain whether any corrections are required to be made before certifying, is 20 cents for each folio of 100 words of each document or paper compared.
κ1991 Statutes of Nevada, Page 1242 (CHAPTER 442, AB 655)κ
required to be made before certifying, is 20 cents for each folio of 100 words of each document or paper compared.
10. The fee for copies made at the office of the secretary of state is $1 per page.
11. The fee for copying and providing the copy of the list of the corporate officers is the fee for copying the necessary pages.
12. The fee for filing a certificate of the change of address of a resident agent is $15, plus $1 for each corporation which he represents.
13. The fee for filing articles of incorporation, [agreements or certificates of consolidation, certificates] 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 78.770, on the basis of the amount of basic surplus of the insurer.
14. The fee for examining and provisionally approving any document at any time before the document is presented for filing is $100.
Sec. 129. Chapter 80 of NRS is hereby amended by adding thereto the provisions set forth as sections 130 and 131 of this act.
Sec. 130. 1. The secretary of state, when requested so to do, shall reserve, for a period of 90 days, the right to use any name available under NRS 78.039 or 80.010, for the use of any foreign corporation. During the period, a name so reserved is not available for use by any corporation or limited partnership without the consent of the person at whose request the reservation was made.
2. The use by any corporation or limited partnership of a name in violation of NRS 78.039 or subsection 1 of this section may be enjoined, notwithstanding the fact that the articles of incorporation or certificate of limited partnership may have been filed by the secretary of state.
Sec. 131. For the purposes of NRS 80.015:
1. A solicitation of a deposit is made in this state, whether or not either party is present in this state, if the solicitation:
(a) Originates in this state; or
(b) Is directed by the solicitor to a destination in this state and received where it is directed, or at a post office in this state if the solicitation is mailed.
2. A solicitation of a deposit is accepted in this state if acceptance:
(a) Is communicated to the solicitor in this state; and
(b) Has not previously been communicated to the solicitor, orally or in writing, outside this state. Acceptance is communicated to the solicitor in this state, whether or not either party is present in this state, if the depositor directs it to the solicitor reasonably believing the solicitor to be in this state and it is received where it is directed, or at any post office in this state if the acceptance is mailed.
3. A solicitation made in a newspaper or other publication of general, regular and paid circulation is not made in this state if the publication:
(a) Is not published in this state; or
(b) Is published in this state but has had more than two-thirds of its circulation outside this state during the 12 months preceding the solicitation. If a publication is published in editions, each edition is a separate publication except for material common to all editions.
κ1991 Statutes of Nevada, Page 1243 (CHAPTER 442, AB 655)κ
4. A solicitation made in a radio or television program or other electronic communication received in this state which originates outside this state is not made in this state. A radio or television program or other electronic communication shall be deemed to have originated in this state if the broadcast studio or origin of the source of transmission is located within the state, unless:
(a) The program or communication is syndicated and distributed from outside this state for redistribution to the general public in this state;
(b) The program is supplied by a radio, television or other electronic network whose electronic signal originates outside this state for redistribution to the general public in this state;
(c) The program or communication is an electronic signal that originates outside this state and is captured for redistribution to the general public in this state by a community antenna or cable, radio, cable television or other electronic system; or
(d) The program or communication consists of an electronic signal which originates within this state, but which is not intended for redistribution to the general public in this state.
Sec. 132. NRS 80.010 is hereby amended to read as follows:
80.010 1. Before commencing or doing any business in this state, every corporation organized under the laws of another state, territory, the District of Columbia, a dependency 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 Nevada:
(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 natural person residing in [,] this state, or another corporation with its [principal] registered office located in this state. The certificate must set forth the name and complete address of the resident agent.
(3) A statement executed by an officer of the corporation, acknowledged before a person authorized by the laws of the place where the acknowledgment is taken to take acknowledgments of deeds, setting forth a general description of the purposes of the corporation.
(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 [capital] stock of the corporation, the number of par value shares and their par value, and the number of no-par-value shares.
[(c) File in the office of the county clerk of the county where the corporation has its principal office in Nevada, a copy of the certificate of corporate existence and the certificate of acceptance, certified by the secretary of state.]
κ1991 Statutes of Nevada, Page 1244 (CHAPTER 442, AB 655)κ
2, The secretary of state shall not file the documents required by subsection 1 for any foreign corporation whose name is the same as, or deceptively similar to:
(a) The name of any corporation formed or incorporated in this state;
(b) The name of any other foreign corporation authorized to transact business within this state;
(c) A name reserved for the use of any proposed corporation;
(d) The name of any limited partnership formed in this state;
(e) The name of any foreign limited partnership authorized to transact business in this state; or
(f) A name reserved for the use of any proposed limited partnership,
unless the written acknowledged consent of that other corporation, limited partnership using the name, or of the person for whom the name is reserved, to the adoption of the name is filed with the documents.
Sec. 133. NRS 80.015 is hereby amended to read as follows:
80.015 1. For the purposes of this chapter, [except those provisions relating to civil actions against foreign corporations, the activities that do not constitute doing business in this state include:
1.] the following activities do not constitute doing business in this state:
(a) Maintaining, defending or settling any proceeding;
(b) Holding meetings of the board of directors or stockholders or carrying on other activities concerning internal corporate affairs;
(c) Maintaining bank accounts;
(d) Maintaining offices or agencies for the transfer, exchange and registration of the corporations own securities or maintaining trustees or depositaries with respect to those securities;
(e) Making sales through independent contractors;
[2.] (f) Soliciting or receiving orders outside of this state through or in response to letters, circulars, catalogs or other forms of advertising, accepting those orders outside of this state and filling them by shipping goods into this state; [and
3.] (g) Creating or acquiring indebtedness, mortgages and security interests in real or personal property;
(h) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;
(i) Owning, without more, real or personal property;
(j) Isolated transactions completed within 30 days and not a part of a series of similar transactions [.] ;
(k) The production of motion pictures as defined in NRS 231.020; and
(l) Transacting business in interstate commerce.
2. The list of activities in subsection 1 is not exhaustive.
3. A person who is not doing business in this state within the meaning of this section need not qualify or comply with any provision of NRS 80.010 to 80.230, inclusive, chapter 645B of NRS or Titles 55 and 56 of NRS unless he:
(a) Maintains an office in this state for the transaction of business; or
(b) Solicits or accepts deposits in the state, except pursuant to NRS 666.225 to 666.375, inclusive.
κ1991 Statutes of Nevada, Page 1245 (CHAPTER 442, AB 655)κ
Sec. 134. NRS 80.130 is hereby amended to read as follows:
80.130 Each foreign corporation coming into this state shall, within 60 days after the filing of its certificate of corporate existence with the secretary of state:
1. File a list of its [officers] president, secretary, treasurer and all of its directors and a designation of its resident agent. The address of the resident agent must be the same as that of the [principal] registered office.
2. Pay to the secretary of state a fee therefor of $50.
Sec. 135. NRS 80.170 is hereby amended to read as follows:
80.170 1. Subject to the provisions of subsections 3 and 4, the secretary of state is authorized:
(a) To reinstate any corporation which has forfeited or which forfeits its right to transact business under the provisions of NRS 80.110 to 80.170, inclusive; and
(b) To restore to the corporation its right to carry on business in this state, and to exercise its corporate privileges and immunities, upon the filing with the secretary of state of [an affidavit stating the reason for the forfeiture of its right to transact business,] a list of officers and directors as provided in NRS 80.130 or 80.140, and upon payment to the secretary of state of all filing fees, licenses, penalties, costs and expenses due and in arrears at the time of the forfeiture of its right to carry on business, and also all filing fees, licenses and penalties which have accrued since the forfeiture of its right to transact business.
2. In case payment is made and the secretary of state reinstates the corporation to its former rights he shall [:
(a) Immediately] 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, a copy of which must be filed or microfilmed in the office of the county clerk of the county in which the principal place of business of the corporation is located or in any other county in which it may own, hold or lease property or transact business.]
3. The secretary of state shall not order a reinstatement unless all delinquent fees, penalties and costs have been paid, and the revocation of the right to transact business occurred only by reason of failure to pay the fees, penalties and costs.
4. If the right of a corporation to carry on business in this state has been annulled pursuant to the provisions of NRS 80.160 and has remained annulled for a period of 5 consecutive years, the right is not subject to reinstatement.
5. At least 30 days before the right of a corporation to reinstatement is due to expire pursuant to the provisions of subsection 4, the secretary of state shall send notice to the last registered agent of the corporation or to the last president of the corporation. The notice must state the conditions under which reinstatement may be granted before the expiration of the 5-year period.
Sec. 136. Chapter 81 of NRS is hereby amended by adding thereto the provisions set forth as sections 137 and 138 of this act.
Sec. 137. 1. Except as otherwise provided in subsection 2, the provisions of chapter 82 of NRS govern a cooperative association organized pursuant to this section and NRS 81.170 to 81.270, inclusive, except to the extent that the provisions of chapter 82 of NRS are inconsistent with NRS 81.170 to 81.270, inclusive.
κ1991 Statutes of Nevada, Page 1246 (CHAPTER 442, AB 655)κ
this section and NRS 81.170 to 81.270, inclusive, except to the extent that the provisions of chapter 82 of NRS are inconsistent with NRS 81.170 to 81.270, inclusive.
2. Sections 182 and 211 of this act do not apply to a cooperative association organized pursuant to this section and NRS 81.170 to 81.270, inclusive.
Sec. 138. Governing instrument means the articles or certificate of incorporation or association or other written instrument by which a private foundation is created, but does not include its bylaws.
Sec. 139. NRS 81.010 is hereby amended to read as follows:
81.010 Nonprofit cooperative corporations may be formed by the voluntary association of any three or more persons in the manner prescribed in NRS 81.010 to 81.160, inclusive. A majority of [such] the persons must be residents of this state, and such a corporation [shall have] has and may exercise the powers necessarily incident thereto . [and also all other powers granted to private corporations by the laws of this state, excepting such powers as are inconsistent with those granted by NRS 81.010 to 81.160, inclusive.] The provisions of chapter 78 of NRS govern each nonprofit cooperative corporation organized pursuant to NRS 81.010 to 81.160, inclusive, If such a nonprofit cooperative corporation is organized without shares of stock, the members shall be deemed to be shareholders or stockholders as these terms are used in chapter 78 of NRS.
Sec. 140. NRS 81.040 is hereby amended to read as follows:
81.040 Each corporation formed under NRS 81.010 to 81.160, inclusive, must prepare and file articles of incorporation in writing, setting forth:
1. The name of the corporation.
2. The purpose for which it is formed.
3. The address or location, including the county and city or town, where its principal business will be transacted; but other meetings of the association or meetings of the board of directors may be held within or without the state.
4. The term for which it is to exist, [not exceeding 50 years.] which may be perpetual.
5. If formed with [capital] stock, the amount of its [capital] stock and the number and par value , if any, and the shares into which it is divided, and the amount of common and of preferred stock that may be issued with the preferences, privileges, voting rights, restrictions and qualifications pertaining thereto.
6. The names and addresses of those selected to act as directors, not less than three, for the first year or until their successors have been elected and have accepted office.
7. Whether the property rights and interest of each member are equal or unequal, and if unequal the articles must set forth a general rule applicable to all members by which the property rights and interests of each member may be determined, but the corporation may admit new members who may vote and share in the property of the corporation with the old members, in accordance with the general rule.
Sec. 141. NRS 81.060 is hereby amended to read as follows:
81.060 1. The articles of incorporation [shall] must be:
(a) Subscribed by three or more of the original members, a majority of whom must be residents of this state.
κ1991 Statutes of Nevada, Page 1247 (CHAPTER 442, AB 655)κ
(b) Acknowledged by each before a person authorized to take and certify acknowledgments of conveyances of real property.
(c) Filed in the office of the secretary of state in all respects in the same manner as other articles of incorporation are filed.
2. If a corporation formed under NRS 81.010 to 81.160, inclusive, [shall be] is authorized to issue [capital] stock there [shall] must be paid to the secretary of state for filing the articles the fee applicable to the amount of authorized [capital] stock of the corporation [as] which the secretary of state [may be] is required by law to collect upon the filing of articles of incorporation which authorize the issue of [capital] stock.
3. The secretary of state shall issue to the corporation over the great seal of the state a certificate that a copy of the articles containing the required statements of facts has been filed in his office.
4. [A certified copy of the articles shall be filed or microfilmed in the office of the clerk of the county where the principal business of the association is to be transacted.
5.] Upon the issuance of the certificate by the secretary of state , [and upon the filing or microfilming of a certified copy of the articles in the office of the county clerk] the persons signing the articles and their associates and successors [shall be] are a body politic and corporate. When so filed , [or microfilmed,] the articles of incorporation or certified copies thereof [shall] must be received in all the courts of this state, and other places, as prima facie evidence of the facts contained therein.
Sec. 142. NRS 81.110 is hereby amended to read as follows:
81.110 [1. Each corporation incorporated under NRS 81.010 to 81.160, inclusive, shall have the powers granted by the provisions of other laws of Nevada relating to private corporations which are not inconsistent with those granted by NRS 81.010 to 81.160, inclusive.
2. In addition to the powers granted in subsection 1, each corporation shall have the following powers:
(a) To appoint] A corporation incorporated pursuant to NRS 81.010 to 81.160, inclusive, may:
1. Appoint such agents and officers as its business may require, and [such] the appointed agents may be either persons or corporations.
[(b) To admit]
2. Admit persons and corporations to membership in the corporation.
[(c) To expel]
3. Expel any member pursuant to the provisions of its bylaws.
[(d) To forfeit]
4. Forfeit the membership of any member for violation of any agreement between him and the corporation or for his violation of its bylaws.
[(e) To purchase,]
5. Purchase, lease or otherwise acquire, and hold, own, enjoy, sell, lease, mortgage and otherwise encumber and dispose of , [any and all and every kind of] real and personal property.
[(f) To carry]
6. Carry on any [and all operations] operation necessary or convenient in connection with the transactions of any of its business.
κ1991 Statutes of Nevada, Page 1248 (CHAPTER 442, AB 655)κ
Sec. 143. NRS 81.130 is hereby amended to read as follows:
81.130 1. Upon written assent of two-thirds of all the members or by a vote of members representing two-thirds of the total votes of all members of each of two or more such nonprofit cooperative corporations to cooperate with each other for the more economical carrying on of their respective businesses by consolidation, [such consolidation shall] the consolidation may be effected by two or more associations entering into an agreement in writing and adopting a name . [, which] The agreement must:
(a) Be signed by two-thirds of the members of each such association.
(b) State all the matters necessary to articles of [association.] incorporation.
(c) Be acknowledged by the signers before a person competent to take an acknowledgment of deeds in this state.
[(d) Be filed in the office of the county clerk of the county wherein the principal business of the association is to be transacted.]
2. A certified copy of the agreement [shall] must be filed in the office of the secretary of state and the same fees for filing and recording, as required for filing and recording of original articles of incorporation, [shall] must be paid. [From and after] Upon the filing of the certified copy, the former associations comprising the component parts cease to exist, and the consolidated association:
(a) Succeeds to all the rights, duties and powers of the component associations.
(b) Is possessed of all the rights, duties and powers prescribed in the agreement of consolidated associations not inconsistent with NRS 81.010 to 81.160, inclusive.
(c) Is subject to all the liabilities and obligations of the former component associations.
(d) Succeeds to all the property and interests thereof.
(e) May make bylaws and do all things permitted by NRS 81.010 to 81.160, inclusive.
3. Any such corporation, upon resolution adopted by its board of directors, [shall have the power:
(a) To enter] may:
(a) Enter into contracts and agreements.
(b) [To make] Make stipulations and arrangements with any other corporation or corporations for the cooperative and more economical carrying on of its business, or any part or parts thereof.
4. Any two or more cooperative corporations organized under NRS 81.010 to 81.160, inclusive, upon resolutions adopted by their respective boards of directors, may, for the purpose of more economically carrying out their respective businesses, by agreement, unite in adopting, employing and using, or several such corporations may separately adopt, employ and use, the same methods, policy, means, agents, agencies and terms of marketing for carrying on and conducting their respective businesses.
Sec. 144. NRS 81.170 is hereby amended to read as follows:
81.170 1. NRS 81.170 to [81.280,] 81.270, inclusive, being passed to promote association for mutual welfare, the words lawful business [shall] extend to every kind of lawful effort for business, education, industrial, benevolent, social or political purposes, whether conducted for profit or not.
κ1991 Statutes of Nevada, Page 1249 (CHAPTER 442, AB 655)κ
extend to every kind of lawful effort for business, education, industrial, benevolent, social or political purposes, whether conducted for profit or not.
2. NRS 81.170 to [81.280, inclusive, shall] 81.270, inclusive, must not be strictly construed, but their provisions must at all times be liberally construed with a view to effect their object and to promote their purposes.
Sec. 145. NRS 81.200 is hereby amended to read as follows:
81.200 1. Every association formed under section 137 of this act and NRS 81.170 to [81.280,] 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 address or location, including the county and city or town, where its principal business is to be transacted.
(d) The term for which it is to exist, [not exceeding 50 years.] which may be perpetual.
(e) The number of the directors thereof, and the names and residences of those 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.
2. The articles of association must be subscribed by the original associates or members, and acknowledged by each before some person competent to take an acknowledgment of a deed in this state.
3. The articles so subscribed and acknowledged must be filed in the office of the secretary of state, who shall furnish a certified copy thereof. [The certified copy must be filed or microfilmed in the office of the county clerk of the county where the principal business of the association is to be transacted.] From the time of the filing [or microfilming] in the office of the [county clerk,] secretary of state, the association may exercise all the powers for which it was formed.
Sec. 146. NRS 81.220 is hereby amended to read as follows:
81.220 Every association formed under NRS 81.170 to [81.280, inclusive, shall have power of succession by its associate name for 50 years and shall have power:
1. To sue] 81.270, inclusive, may:
1. Sue and be sued in any court in its associate name.
2. [To make] Make and use a common seal and alter [the same] it at pleasure, but the use or nonuse of such a seal does not affect the legality of any document.
3. [To receive] Receive by gift, devise or purchase, hold and convey, real and personal property as the purposes of the association may require.
4. [To appoint] Appoint such subordinate agents or officers as the business may require.
5. [To admit] Admit associates or members, and [to] sell or forfeit their interest in the association for default of installments, dues, work or labor required, as provided by the bylaws.
6. [To enter] Enter into any and all lawful contracts or obligations essential to the transaction of its affairs, for the purpose for which it was formed.
κ1991 Statutes of Nevada, Page 1250 (CHAPTER 442, AB 655)κ
7. [To borrow] Borrow money.
8. [To issue] Issue all such notes, bills or evidence of indebtedness or mortgage as its bylaws may provide for.
9. [To trade,] Trade, barter, buy, sell and exchange.
10. [To do] Do all other things proper to be done for the purpose of carrying into effect the objects for which the association is formed.
Sec. 147. NRS 81.230 is hereby amended to read as follows:
81.230 1. Every association formed under NRS 81.170 to [81.280,] 81.270, inclusive, must, within 40 days after it [shall so become] so becomes an association, adopt a code of bylaws for the government and management of the association, not inconsistent with NRS 81.170 to [81.280,] 81.270, inclusive. A majority of all the associates [shall be] is necessary to the adoption of [such] bylaws, and the [same] bylaws must be written in a book, and subscribed by the members adopting [the same.] them.
2. The bylaws cannot be amended or modified except by the vote of a majority of all the members after notice of the proposed amendment [shall be] is given as the bylaws may provide.
3. The bylaws [shall] must provide for the amount of the indebtedness which the association may incur.
4. The association may, by its code of bylaws, provide for:
(a) The time, place and manner of calling and conducting its meetings.
(b) The number of directors, the time of their election, their term of office, the mode and manner of their removal, the mode and manner of filling vacancies in the board caused by death, resignation, removal or otherwise, and the power and authority of [such] directors, and how many thereof [shall be] are necessary to the exercise of the powers of [such] the directors or of any officer.
(c) The number of the officers, if any, other than the directors, and their term of office, the mode of removal, and the method of filling a vacancy.
(d) The mode and manner of conducting business.
(e) The mode and manner of conducting elections, and may provide for voting by ballots forwarded by mail or otherwise; but the method [shall] must secure the secrecy of the ballot.
(f) The mode and manner of succession of membership, and the qualifications of membership, and on what conditions, and when membership [shall cease,] ceases, and the mode and manner of expulsion or refusal of a member, [subject to the right that] but an expelled or refused member [shall have a right] is entitled to have a board of arbitration consisting of three persons, one selected by the board of directors, one by the expelled or refused member, and a third by the other two, appraise his interest in the association in either money, property or labor, as the directors [shall deem best,] choose, and to have the money, property or labor so awarded him paid or delivered, or performed within 40 days after expulsion or refusal.
(g) The amount of any membership fee, and the dues, installments or labor which each member shall be required to pay or perform, if any, and the manner of collection or enforcement, and for forfeiture or sale of [membership] a members interest for nonpayment or nonperformance.
(h) The method, time and manner of permitting the withdrawal of a member, if at all, and how his interest [shall] must be ascertained, either in money or property, and within what time [the same shall be paid or delivered to such] it must be paid or delivered to the member.
κ1991 Statutes of Nevada, Page 1251 (CHAPTER 442, AB 655)κ
or property, and within what time [the same shall be paid or delivered to such] it must be paid or delivered to the member.
(i) The mode and manner of ascertaining the interest of a member at his death, if his legal representatives or none of them desire to succeed to the membership, and whether the [same shall] value of his interest must be paid to his legal representatives in money, property or labor, and within what time [the same shall] it must be paid, delivered or performed; but [such] a withdrawing member or the legal representative of [the] a deceased member has the right to a board of arbitration the same as is provided for expelled or refused members.
(j) Such other things as may be proper to carry out the purpose for which the association was formed.
Sec. 148. NRS 81.250 is hereby amended to read as follows:
81.250 The bylaws and all amendments must be recorded in a book and kept in the office of the association . [, and a copy certified by the directors must be filed in the office of the county clerk where the principal business is transacted.]
Sec. 149. NRS 81.270 is hereby amended to read as follows:
81.270 1. Any member may, upon or [subsequent to] after becoming a member, nominate upon his application, or otherwise file with the secretary of any association incorporated under NRS 81.170 to [81.280, inclusive, and] 81.270, inclusive, of which he is a member, the person whom he desires [shall] to succeed to his membership and interests in the association upon his death.
2. Upon proof of the members death being made, according to the bylaws and to the satisfaction of the associations board of directors, the secretary shall transfer the deceased members membership and interests in the cooperative association [shall by the secretary be transferred] to the person or persons so nominated, with the consent of the board of directors, without letters of administration.
3. [In case] If the board of directors do not consent to the [nominee] nominees becoming a member, then the association shall, within 90 days after proof, pay the nominee the amount which the deceased member has paid on the membership, together with the amount of his other interests in the association.
Sec. 150. NRS 81.410 is hereby amended to read as follows:
81.410 1. Nonprofit cooperative corporations may be formed by the voluntary association of any three or more persons in the manner prescribed in NRS 81.410 to 81.540, inclusive. [Such corporation shall have and may exercise the powers necessarily incident thereto, and also all other powers granted to private corporations by the laws of this state, excepting such powers as are inconsistent with those granted by NRS 81.410 to 81.540, inclusive.]
2. Except as otherwise provided in subsection 3, the provisions of chapter 82 of NRS govern a nonprofit cooperative corporation organized pursuant to NRS 81.410 to 81.540, inclusive, except to the extent that the provisions of chapter 82 of NRS are inconsistent with NRS 81.410 to 81.540, inclusive.
3. Sections 182 and 211 of this act do not apply to a nonprofit cooperative corporation organized pursuant to NRS 81.410 to 81.540, inclusive.
κ1991 Statutes of Nevada, Page 1252 (CHAPTER 442, AB 655)κ
Sec. 151. NRS 81.440 is hereby amended to read as follows:
81.440 Each corporation formed under NRS 81.410 to 81.540, inclusive, shall prepare and file articles of incorporation in writing, setting forth:
1. The name of the corporation.
2. The purpose for which it is formed.
3. The address or location, including the county and city or town, where its principal business will be transacted.
4. The term for which it is to exist, [not exceeding 50 years.] which may be perpetual.
5. The number of directors thereof, which must be not less than three and which may be any number in excess thereof, and the names and residences of those selected for the first year and until their successors have been elected and have accepted office.
6. Whether the voting power and the property rights and interest of each member are equal or unequal, and if unequal the articles must set forth a general rule applicable to all members by which the voting power and the property rights and interests of each member may be determined, but the corporation may admit new members who may vote and share in the property of the corporation with the old members, in accordance with the general rule.
Sec. 152. NRS 81.450 is hereby amended to read as follows:
81.450 1. The articles of incorporation [shall] must be:
(a) Subscribed by three or more of the original members, a majority of whom must be residents of this state.
(b) Acknowledged by each before a person authorized to take and certify acknowledgments of conveyances of real property.
(c) Filed in the office of the secretary of state in all respects in the same manner as other articles of incorporation are filed.
2. The secretary of state shall issue to the corporation over the great seal of the state a certificate that a copy of the articles containing the required statements of facts has been filed in his office.
3. [A certified copy of the articles shall be filed or microfilmed in the office of the clerk of the county where the principal business of the association is to be transacted.
4.] Upon the issuance of the certificate by the secretary of state [and upon the filing or microfilming of a certified copy of the articles by the county clerk] the persons signing the articles and their associates and successors [shall be] are a body politic and corporate. When so filed , [or microfilmed,] the articles of incorporation or certified copies thereof [shall] must be received in all the courts of this state, and other places, as prima facie evidence of the facts contained therein.
Sec. 153. NRS 81.505 is hereby amended to read as follows:
81.505 1. A rural electric cooperative formed or consolidated pursuant to NRS 81.410 to 81.540, inclusive, may sell, lease or otherwise dispose of all or a substantial portion of its assets only if the sale, lease or disposition is:
(a) Authorized by the affirmative vote of not less than three-fourths of the directors of the cooperative; and
(b) Assented to by two-thirds of the members of the cooperative:
(1) In writing; or
κ1991 Statutes of Nevada, Page 1253 (CHAPTER 442, AB 655)κ
(2) By a vote of the members at a meeting, notice of which has been given in the manner provided in [NRS 78.370. For the purposes of this subparagraph, any reference in NRS 78.370 to stockholder must be replaced by a reference to member.] section 233 of this act.
2. As used in this section, substantial portion of its assets means any portion of the assets of a cooperative representing 25 percent or more of the total book value of all of its assets.
Sec. 154. NRS 81.510 is hereby amended to read as follows:
81.510 [1. Upon written assent of two-thirds of all the members or by a vote of members representing two-thirds of the total votes of all members of each of two or more such nonprofit cooperative corporations to cooperate with each other for the more economical carrying on of their respective businesses by consolidation, such consolidation must be effected by two or more associations entering into an agreement in writing and adopting a name, which agreement must:
(a) Be signed by two-thirds of the members of each such association.
(b) State all the matters necessary to articles of association.
(c) Be acknowledged by the signers before a person competent to take an acknowledgment of deeds in this state.
(d) Be filed or microfilmed in the office of the county clerk of the county wherein the principal business of the association is to be transacted.
2. A certified copy of the agreement must be filed in the office of the secretary of state and the same fees for filing and recording, as required for filing and recording of original articles of incorporation, must be paid. From and after the filing of the certified copy, the former associations comprising the component parts cease to exist, and the consolidated association:
(a) Succeeds to all the rights, duties and powers of the component associations.
(b) Is possessed of all the rights, duties and powers:
(1) Prescribed in the agreement of consolidated associations not inconsistent with NRS 81.410 to 81.540, inclusive; and
(2) Of a corporation formed pursuant to NRS 81.410 to 81.540, inclusive.
(c) Is subject to all the liabilities and obligations of the former component associations.
(d) Succeeds to all the property and interests thereof.
(e) May make bylaws and do all things permitted by NRS 81.410 to 81.540, inclusive.
3. Any such corporation, upon resolution adopted by its board of directors, has the power:
(a) To enter into contracts and agreements.
(b) To make stipulations and arrangements with any other corporation or corporations for the cooperative and more economical carrying on of its business, or any part or parts thereof.
4.] Any two or more cooperative corporations organized under NRS 81.410 to 81.540, inclusive, upon resolutions adopted by their respective boards of directors, may, for the purpose of more economically carrying out their respective businesses, by agreement, unite in adopting, employing and using, or several such corporations may separately adopt, employ and use, the same methods, policy, means, agents, agencies and terms of marketing for carrying on and conducting their respective businesses.
κ1991 Statutes of Nevada, Page 1254 (CHAPTER 442, AB 655)κ
the same methods, policy, means, agents, agencies and terms of marketing for carrying on and conducting their respective businesses.
Sec. 155. NRS 81.540 is hereby amended to read as follows:
81.540 1. The provisions of NRS 81.410 to 81.540, inclusive, are not applicable to railroads, telegraph, telephone, banking, insurance, building and loan, or any other corporation, unless the special provisions of NRS 81.410 to 81.540, inclusive, applicable thereto are complied with.
2. NRS 81.410 to 81.540, inclusive, [shall not be construed as amending or repealing] do not amend or repeal any of the provisions of NRS 81.010 to 81.160, inclusive, or NRS 81.170 to [81.280,] 81.270, inclusive.
Sec. 156. NRS 81.550 is hereby amended to read as follows:
81.550 NRS 81.550 to 81.660, inclusive, [shall be known as the Charitable Corporation Act of 1971.] may be cited as the Charitable Organization Act.
Sec. 157. NRS 81.570 is hereby amended to read as follows:
81.570 As used in NRS 81.550 to 81.660, inclusive, unless otherwise indicated, section references are to the Internal Revenue Code of 1954 [, as in effect on January 1, 1971,] and include future amendments to [such] those sections and corresponding provisions of future [Internal Revenue Laws.] internal revenue laws.
Sec. 158. NRS 81.580 is hereby amended to read as follows:
81.580 As used in NRS 81.550 to 81.660, inclusive, and section 138 of this act, unless the context otherwise requires, the words and terms defined in NRS [81.590] 81.600 to 81.610, inclusive, and section 138 of this act have the meanings ascribed to them in NRS [81.590] 81.600 to 81.610, inclusive [.] , and section 138 of this act.
Sec. 159. NRS 81.610 is hereby amended to read as follows:
81.610 Private [foundation corporation] foundation is any nonprofit corporation , [or] association , foundation, or other charitable entity formed pursuant to the laws of the State of Nevada which is a private foundation as defined in Section 509(a).
Sec. 160. NRS 81.620 is hereby amended to read as follows:
81.620 The provisions of NRS 81.550 to 81.660, inclusive, [are applicable] and section 138 of this act apply to any [nonprofit charitable corporations, whether they were] private foundation whether it was created before or [are created after the effective date of this act, if they are] is created on or after October 1, 1991, if it is subject to the sections of the Internal Revenue Code [sections] set out [herein] in NRS 81.550 to 81.660, inclusive.
Sec. 161. NRS 81.630 is hereby amended to read as follows:
81.630 In the administration of any [nonprofit charitable corporation] private foundation that is subject to the provisions of the Internal Revenue Code of 1954, [as in effect on January 1, 1971,] unless otherwise provided in the governing instrument, the following acts are prohibited:
1. Engaging in any act of self-dealing (as defined in Section 4941(d)) which would give rise to any liability for the tax imposed by Section 4941(a).
2. Retaining any excess business holdings (as defined in Section 4943(c)) which would give rise to any liability for the tax imposed by Section 4943(a).
κ1991 Statutes of Nevada, Page 1255 (CHAPTER 442, AB 655)κ
3. Making any investments which would jeopardize the carrying out of any of the exempt purposes of the organization within the meaning of Section 4944, so as to give rise to any liability for the tax imposed by Section 4944(a).
4. Making any taxable expenditures (as defined in Section 4945(d)) which would give rise to any liability for the tax imposed by Section 4945(a).
Sec. 162. NRS 81.640 is hereby amended to read as follows:
81.640 [In] Unless otherwise provided in the governing instrument, in the administration of any [organization which is a private foundation corporation, there shall] private foundation, there must be distributed for the purposes specified in the [articles of incorporation or] governing instrument, for each taxable year, amounts at least sufficient to avoid liability for the tax imposed by Section 4942(a).
Sec. 163. NRS 81.650 is hereby amended to read as follows:
81.650 1. The board of directors or trustees of any [nonprofit charitable corporation] private foundation which is a corporation organized under and governed by Nevada law may, by a majority vote of its directors or trustees, amend its [articles of incorporation or] governing instrument at any regular or special meeting of the board of directors or trustees, without a vote of the stockholders or members of the [corporation,] private foundation, if any, in order to avoid the penalties and liabilities described in Sections 4941(a), 4942(a), 4943(a), 4944(a) and 4945(a) or to comply with the provisions of Section 508(e).
2. Such an amendment must not be made until the board of directors or trustees has notified the members or stockholders, if any, at least 30 days before the meeting at which the [articles of incorporation or] governing instrument is to be amended. Notice of the intention to amend the [articles or] governing instrument must be served upon the attorney general at least 30 days before the meeting, together with a copy of the proposed amended [articles or] governing instrument.
3. [After] If the private foundation is a corporation organized under and governed by Nevada law, after any such amendment has been approved by the directors or trustees, a copy of the amended [articles or] governing instrument must be filed with the secretary of state.
Sec. 164. NRS 81.660 is hereby amended to read as follows:
81.660 In addition to amending the [articles of incorporation or] governing instrument of [such corporation] the private foundation in accordance with NRS 81.650, the amendment may include a provision for the [organization] private foundation to conform with the requirements for termination of status as a private foundation [status] as provided in Section 507, in order to avoid the tax provided in Section 507(c).
Sec. 165. Chapter 82 of NRS is hereby amended by adding thereto the provisions set forth as sections 166 to 273, inclusive, of this act.
Sec. 166. As used in this chapter the words and terms defined in sections 167 to 173, inclusive, of this act have the meanings ascribed to them in those sections.
Sec. 167. Articles of incorporation and articles are synonymous terms and, unless the context otherwise requires, include all certificates filed pursuant to sections 177, 230, 232, 234 and 235 of this act and any agreement of merger filed pursuant to sections 236 to 243, inclusive, of this act.
κ1991 Statutes of Nevada, Page 1256 (CHAPTER 442, AB 655)κ
pursuant to sections 177, 230, 232, 234 and 235 of this act and any agreement of merger filed pursuant to sections 236 to 243, inclusive, of this act.
Sec. 168. Unless the context otherwise requires, corporation means a corporation organized or governed by this chapter.
Sec. 169. Corporation for public benefit is a corporation formed or existing pursuant to this chapter that:
1. Is recognized as exempt under section 501(c)(3) of the Internal Revenue Code of 1954 in effect on October 1, 1991, future amendments to that section and the corresponding provisions of future internal revenue laws; or
2. Is organized for a public or charitable purpose and which upon dissolution must distribute its assets to the United States, a state, or a person which is recognized as exempt under section 501(c)(3) of the Internal Revenue Code as amended.
Sec. 170. Directors and trustees are synonymous terms.
Sec. 171. Unless otherwise provided in the articles or bylaws, the word member means, without regard to what a person is called in the articles or bylaws, any person who on more than one occasion has the right pursuant to the articles or bylaws to vote for the election of a director or directors. A person is not a member by virtue of any rights he has as a delegate or director or any rights he has to designate a director or directors.
Sec. 172. Receiver includes receivers and trustees appointed as provided in this chapter.
Sec. 173. Registered office means the office maintained in this state as required by section 194 of this act.
Sec. 174. General terms and powers given in this chapter are not restricted by the use of special terms, or by any grant of special powers, contained in this chapter.
Sec. 175. 1. This chapter applies to the following corporations:
(a) Corporations organized in this state on or after October 1, 1991, pursuant to the provisions of this chapter.
(b) Corporations existing on October 1, 1991, which were organized pursuant to the following repealed statutes as they existed on September 30, 1991, and any predecessor acts:
(1) NRS 81.290 to 81.340, inclusive;
(2) NRS 81.350 to 81.400, inclusive;
(3) NRS 83.010 to 83.100, inclusive;
(4) NRS 85.010 to 85.070, inclusive; and
(5) NRS 86.010 to 86.190, inclusive.
(c) Except where the following statutes are inconsistent with the provisions of this chapter, corporations existing on October 1, 1991, which were organized pursuant to:
(1) NRS 81.170 to 81.270, inclusive; and
(2) NRS 81.410 to 81.540, inclusive.
(d) Corporations organized pursuant to the statutes described in paragraphs (b) and (c) whose charters are renewed or revived in the manner provided in this chapter.
(e) Corporations having shares of stock organized before and existing on October 1, 1991, pursuant to any provision of chapter 81 of NRS which elect to accept this chapter as provided in section 176 of this act.
κ1991 Statutes of Nevada, Page 1257 (CHAPTER 442, AB 655)κ
2. The existence of a corporation described in paragraphs (b) to (e), inclusive, of subsection 1 formed or existing before October 1, 1991, and any liability, cause of action, right, privilege or immunity validly existing in favor of or against any such corporation on October 1, 1991, are not affected, abridged, taken away or impaired by this chapter, or by any change in the requirements for the formation of corporations provided by this chapter, or by the amendment or repeal of any laws under which the corporation was formed or created.
Sec. 176. Any corporation having shares of stock which was organized before October 1, 1991, pursuant to any provision of chapter 81 of NRS may elect to accept this chapter in the following manner:
1. If there are members or stockholders entitled to vote thereon, the board of directors must adopt a resolution recommending that the corporation accept this chapter and adopt new articles of incorporation conforming to this chapter and any other statutes pursuant to which the corporation may have been organized and directing that the question of such acceptance and adoption be submitted to a vote of an annual or special meeting of the members or stockholders entitled to vote thereon. Written notice stating that the purpose, or one of the purposes, of the meeting is to consider electing to accept this chapter and adopting new articles of incorporation must be given to each member and stockholder entitled to vote at such meeting, within the time and in the manner provided in this chapter for the giving of notice of meetings of members. The election to accept this chapter and adopt new articles of incorporation require for adoption at least a majority of the votes which members or stockholders present at such meeting in person or by proxy are entitled to cast.
2. If there are no members or stockholders entitled to vote thereon, election to accept this chapter and adopt new articles of incorporation conforming to the provisions of this chapter may be made at a meeting of the board of directors pursuant to majority vote of the directors in office.
Sec. 177. 1. A certificate of election to accept this chapter must be signed by the president or a vice president and by the secretary or an assistant secretary and acknowledged before a person authorized by the laws of this state to take acknowledgments of deeds and must set forth:
(a) The name of the corporation.
(b) A statement by the corporation that it has elected to accept this chapter and adopt new articles of incorporation conforming to the provisions of this chapter and any other statutes pursuant to which the corporation may have been organized.
(c) If there are members or stockholders entitled to vote thereon, a statement setting forth the date of the meeting of the members or stockholders at which the election to accept this chapter and adopt new articles was made, that a quorum was present at the meeting and that acceptance and adoption was authorized by at least a majority of the votes which members or stockholders present at the meeting in person or by proxy were entitled to cast.
(d) If there are no members or stockholders entitled to vote thereon, a statement of that fact, the date of the meeting of the board of directors at which the election to accept and adopt was made, that a quorum was present at the meeting and that the acceptance and adoption were authorized by a majority vote of the directors present at the meeting.
κ1991 Statutes of Nevada, Page 1258 (CHAPTER 442, AB 655)κ
at the meeting and that the acceptance and adoption were authorized by a majority vote of the directors present at the meeting.
(e) A statement that, in addition, the corporation followed the requirements of the law under which it was organized, its old articles of incorporation and its old bylaws so far as applicable in effecting the acceptance.
(f) A statement that the attached copy of the articles of incorporation of the corporation are the new articles of incorporation of the corporation.
(g) If the corporation has issued shares of stock, a statement of that fact including the number of shares theretofore authorized, the number issued and outstanding and that upon the effective date of the certificates of acceptance the authority of the corporation to issue shares of stock is thereby terminated.
2. The certificate so signed and acknowledged must be filed in the office of the secretary of state.
Sec. 178. Upon filing the certificate of acceptance, the election of the corporation to accept this chapter is effective and the corporation has the powers and privileges and is subject to the duties, restrictions, penalties and liabilities given to and imposed upon the corporation by this chapter and by any other statutes pursuant to which it was created. The articles of incorporation attached to the certificate are thereafter the articles of incorporation of the corporation. The holders of shares of stock issued by the corporation shall thereafter be members of the corporation with one vote for each share of stock so surrendered, unless the articles so adopted and attached to the certificate provide otherwise.
Sec. 179. No insurance company, stock fire insurance company, surety company, express company, trust company, stock savings and loan association, or corporation organized for the purpose of conducting a banking business may be organized under this chapter.
Sec. 180. Every corporation created under this chapter, or availing itself of any of the provisions of this chapter, and all members and delegates of the corporation are bound by any amendment of this chapter in the future, including the repeal of any provisions. The amendment or repeal of these provisions does not take away or impair any remedy against any corporation, or its officers, for any liability previously incurred. This chapter, and all amendments thereof, are a part of the chapter of every corporation, except so far as they are inapplicable or inappropriate to the objects of the corporation.
Sec. 181. The secretary of state may microfilm 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. 182. 1. One or more natural persons may associate to establish a corporation no part of the income or profit of which is distributable to its members, directors or officers, except as otherwise provided in this chapter, for the transaction of any lawful business, or to promote or conduct any legitimate object or purpose, pursuant and subject to the requirements of this chapter, by:
(a) Executing, acknowledging and filing in the office of the secretary of state articles of incorporation; and
(b) Filing a certificate of acceptance of appointment, executed by the resident agent of the corporation, in the office of the secretary of state.
κ1991 Statutes of Nevada, Page 1259 (CHAPTER 442, AB 655)κ
2. The secretary of state shall require articles of incorporation to be in the form prescribed by section 178 of this act. If any articles are defective in this respect, the secretary of state shall return them for correction.
Sec. 183. 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, Inc., Limited, Ltd., Company, Co., Corporation, Corp., or other word which identifies it as not being a natural person.
2. The name of the natural person or corporation designated as the corporations resident agent and the resident agents street address where it maintains an office for service of process.
3. That the corporation is a nonprofit corporation.
4. The nature of the business, or objects or purposes proposed to be transacted, promoted or carried on by the corporation. It is sufficient to state, either alone or with other purposes, that the corporation may engage in any lawful activity, subject to expressed limitations, if any. Such a statement makes all lawful activities within the objects or purposes of the corporation.
5. Whether the members of the governing board are styled directors or trustees of the corporation, and the number, names and post office addresses, 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.
6. The names and post office addresses, residence or business, of each of the incorporators signing the articles of incorporation.
7. Whether or not the corporation is to have perpetual existence, and, if not, the time when its existence is to cease.
Sec. 184. The articles of incorporation may also contain:
1. Any provision subordinating the corporation to the authority of a superior organization or any person, and providing for its dissolution when its charter is surrendered to, taken away by or revoked by the superior organization or any person granting it.
2. Any provision providing that, upon dissolution of the corporation and the payment of its debts and the provision for other matters as required by this chapter, the assets of the corporation must be distributed to the superior organization or any person.
3. Any provision allowing members or directors, or classes of members or directors, to have more or less than one vote in any election or any other matter presented to the members or directors for a vote.
4. Any provision allowing or providing for delegates with some or all the authority of members.
5. Any provision, not contrary to the laws of this state, for the management of the business and for the conduct of the affairs of the corporation, and any provision creating, defining, limiting or regulating the powers of the corporation or the rights, powers or duties of the directors, members, if any, or delegates, if any, or any class of members, delegates, or directors, or the holders of bonds or other obligations of the corporation.
Sec. 185. 1. Except as otherwise provided in subsection 2, the secretary of state shall refuse to accept for filing in his office the articles of any corporation whose name is the same as or deceptively similar to:
κ1991 Statutes of Nevada, Page 1260 (CHAPTER 442, AB 655)κ
(a) The name of any other corporation formed or incorporated in this state;
(b) The name of any foreign corporation authorized to transact business in this state;
(c) A name held reserved pursuant to NRS 78.040 or section 186 of this act;
(d) The name of any limited partnership formed in this state;
(e) The name of any foreign limited partnership authorized to transact business in this state; or
(f) A name held reserved pursuant to NRS 88.325.
2. The secretary of state shall accept for filing in his office the articles of a corporation whose name:
(a) Is the same or deceptively similar to that used by or reserved for another entity formed or authorized to transact business in this state; or
(b) Is the same as or deceptively similar to that used by a foreign corporation or foreign limited partnership authorized to transact business in this state, or reserved for such a use pursuant to NRS 88.325,
if the written acknowledged consent of the other entity to the use of the same accompanies the articles or certificate.
3. For the purposes of this section, the name of one corporation is not in compliance with subsections 1 and 2 solely because its name contains distinctive lettering, a distinctive mark, a trade-mark or a trade name, or any combination of these.
Sec. 186. 1. The secretary of state, when requested to do so, shall reserve, for a period of 90 days, the right to use any name available under NRS 78.039 and section 185 of this act for the use of any proposed corporation. During the period, a name so reserved is not available for use by any corporation or limited partnership without the consent of the person, firm or corporation at whose request the reservation was made.
2. The use by any corporation of a name in violation of NRS 78.039 and section 185 of this act or subsection 1 of this section may be enjoined, even if the articles of incorporation or certificate of limited partnership have been filed by the secretary of state.
Sec. 187. 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.
Sec. 188. 1. Upon the filing of the articles of incorporation and the certificate of acceptance pursuant to section 182 of this act, and the payment of the filing fees, the secretary of state shall issue to the corporation a certificate that the articles, containing the required statement of facts, have been filed in his office. Upon the filing of the articles, the corporation is a body corporate, by the name set forth in the articles, subject to the forfeiture of its charter and dissolution as provided in this chapter.
κ1991 Statutes of Nevada, Page 1261 (CHAPTER 442, AB 655)κ
by the name set forth in the articles, subject to the forfeiture of its charter and dissolution as provided in this chapter.
2. The filing of the articles does not, by itself, constitute commencement of business by the corporation.
Sec. 189. A copy of any articles of incorporation filed pursuant to this chapter, and certified by the secretary of state under his official seal, must be received in all courts and places as prima facie evidence of the facts therein stated, and of evidence of the facts therein stated, and of the existence and due incorporation of the corporation therein named.
Sec. 190. 1. Any corporation:
(a) Has all the rights, privileges and powers hereby conferred.
(b) Has such rights, privileges and powers as may be conferred upon such corporations by any existing law.
(c) May at any time exercise those rights, privileges and powers, when not inconsistent with the provisions of this chapter, or with the purposes and objects for which the corporation is organized.
2. Every corporation, by virtue of its existence as such, may:
(a) Have succession by its corporate name for the period limited in its articles of incorporation, and when no period is limited, perpetually, or until it is dissolved and its affairs are wound up according to law.
(b) Sue and be sued in any court of law or equity.
(c) Make contracts.
(d) Hold, purchase and convey real and personal estate and mortgage or lease any such real and personal estate with its franchises. The power to hold real and personal estate includes the power to take it by devise or bequest in this state, or in any other state, territory or country.
(e) Appoint such officers and agents as the affairs of the corporation require, and allow them suitable compensation.
(f) Make bylaws not inconsistent with the constitution or laws of the United States, or of this state, for the management, regulation and government of its affairs and property, the transfer of its memberships, if any, the transaction of its business, and the calling and holding of meetings of its members, if any, or delegates, if any.
(g) Wind up and dissolve itself, or be wound up or dissolved, in the manner mentioned in this chapter.
(h) Unless otherwise provided in the articles, engage in any lawful activity.
Sec. 191. 1. Every corporation, by virtue of its existence as such, may adopt and use a common seal or stamp, and alter it at pleasure.
2. The use of a seal or stamp by a corporation on any corporate documents is not necessary. The corporation may use a seal or stamp, if it desires, but use or failure to use does not in any way affect the legality of the document.
Sec. 192. Subject to such limitations, if any, as may be contained in its articles, every corporation may:
1. Borrow money and contract debts when necessary for the transaction of its business, or for the exercise of its corporate rights, privileges or franchises, or for any other lawful purpose of its incorporation, issue bonds, promissory notes, drafts, debentures and other obligations and evidences of indebtedness, payable at a specified time or times, or payable upon the happening of a specified event or events, whether secured by mortgage, pledge or other security, or unsecured, for money borrowed, or in payment for property purchased or acquired, or for any other lawful object.
κ1991 Statutes of Nevada, Page 1262 (CHAPTER 442, AB 655)κ
happening of a specified event or events, whether secured by mortgage, pledge or other security, or unsecured, for money borrowed, or in payment for property purchased or acquired, or for any other lawful object.
2. Guarantee, purchase, hold, take, obtain, receive, subscribe for, own, use, dispose of, sell, exchange, lease, lend, assign, mortgage, pledge or otherwise acquire, transfer or deal in or with bonds or obligations of, or shares, securities or interests in or issued by any person, government, governmental agency or political subdivision of government, and exercise all the rights, powers and privileges of ownership of such an interest, including the right to vote, if any.
3. Issue certificates evidencing membership and issue identity cards.
4. Make donations for the public welfare or for community funds, hospital, charitable, educational, scientific, civil, religious or similar purposes.
5. Levy dues, assessments and fees.
6. Purchase, take, receive, lease, take by gift, devise or bequest, or otherwise acquire, own, improve, use and otherwise deal in and with real or personal property, or any interest therein, wherever situated.
7. Carry on a business for profit and apply any profit that results from the business to any activity in which it may lawfully engage.
8. Participate with others in any partnership, joint venture or other association, transaction or arrangement of any kind, whether or not participation involves sharing or delegation of control with or to others.
9. Act as trustee under any trust incidental to the principal objects of the corporation, and receive, hold, administer, exchange and expend funds and property subject to the trust.
10. Pay reasonable compensation to officers, directors and employees, pay pensions, retirement allowances and compensation for past services, and establish incentive or benefit plans, trusts and provisions for the benefit of its officers, directors, employees, agents and their families, dependents and beneficiaries, and indemnify and buy insurance for a fiduciary of such a benefit or incentive plan, trust or provision.
11. Have one or more offices, and hold, purchase, mortgage and convey real and personal property in this state, and in any of the several states, territories, possessions and dependencies of the United States, the District of Columbia and any foreign countries.
12. Do everything necessary and proper for the accomplishment of the objects enumerated in its articles of incorporation, or necessary or incidental to the protection and benefit of the corporation, and, in general, to carry on any lawful business necessary or incidental to the attainment of the objects of the corporation, whether or not the business is similar in nature to the objects set forth in the articles of incorporation of the corporation, except that:
(a) A corporation does not, by any implication or construction, possess the power of issuing bills, notes or other evidences of debt for circulation of money; and
(b) This chapter does not authorize the formation of banking corporations to issue or circulate money or currency within this state, or outside of this state, or at all, except the federal currency, or the notes of banks authorized under the laws of the United States.
κ1991 Statutes of Nevada, Page 1263 (CHAPTER 442, AB 655)κ
Sec. 193. 1. A corporation for public benefit and a corporation holding assets in charitable trust is subject at all times to examination by the attorney general, on behalf of the state, to ascertain the condition of its affairs and to what extent, if at all, it fails to comply with trusts it has assumed or has departed from the purposes for which it is formed. In case of any such a failure or departure, the attorney general may institute, in the name of the state, the proceeding necessary to correct the noncompliance or departure.
2. The attorney general, or any person given the status of relator by the attorney general, may bring an action to enjoin, correct, obtain damages for or otherwise to remedy a breach of a charitable trust or departure from the purposes for which it is formed.
Sec. 194. Every corporation must have a resident agent in the manner provided in NRS 78.090, 78.095, 78.097 and 78.110. The resident agent shall comply with the provisions of those sections.
Sec. 195. Each corporation must, within 60 days after the filing of its articles of incorporation with the secretary of state:
1. File a list of its officers and directors.
2. Pay to the secretary of state a fee of $15.
Sec. 196. 1. Each corporation shall, 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 a list of its officers and directors and a designation of its resident agent in this state, certified by the president, secretary or other officer of the corporation.
2. Upon filing the list of officers and directors and designation of resident agent, the corporation shall pay to the secretary of state a fee of $15.
3. The secretary of state shall, 60 days before the last day for filing the list required by subsection 1, cause to be mailed to each corporation 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 section 198 of this act.
Sec. 197. 1. Every list required to be filed under the provisions of this chapter must, after the name of each officer and director listed thereon, set forth his post office box or street address.
2. If such addresses are not thus set forth, 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 this chapter relating to failure to file such a list, unless the list is subsequently submitted for filing in conformance with the provisions of this chapter.
Sec. 198. 1. Each corporation that is required to make the filings and pay the fees prescribed in this chapter but refuses or neglects to do so within the time provided is in default.
2. For default, there is added to the amount of the fee a penalty of $5, and unless the filing is made and the fee and penalty are paid on or before the 1st day of the 9th month following the month in which the filing was required, the defaulting corporation, by reason of its default, forfeits:
(a) The amount of the fee and penalty to the State of Nevada; and
(b) Its right to transact any business within this state.
3. The fee and penalty must be collected as provided in this chapter.
κ1991 Statutes of Nevada, Page 1264 (CHAPTER 442, AB 655)κ
Sec. 199. 1. On or before the 15th day of the 3rd month following the month in which filing was required, the secretary of state shall compile a complete list of all defaulting corporations, together with the amounts of the filing fees, penalties and costs remaining unpaid.
2. Immediately after the 1st day of the 9th month following the month in which filing was required, the secretary of state shall compile a full and complete list containing the names of all corporations whose right to do business has been forfeited. The secretary of state shall, by letter addressed to its president or secretary, notify each corporation of the forfeiture of its charter.
3. If such a forfeiture of a charter and the right to transact business occurs, all the property and assets of the defaulting corporation must be held in trust by its directors, as for insolvent corporations, and the same proceedings may be had as are applicable to insolvent corporations. Any interested person may institute those proceedings at any time after a forfeiture has been declared, but if the secretary of state reinstates the charter, the proceedings must be dismissed at once and all property restored to the officers of the corporation.
4. If the corporate assets are distributed, they must be applied to:
(a) The payment of the filing fee, penalties and costs due to the state; and
(b) The creditors of the corporation.
Any balance remaining must be distributed as set forth in the articles or bylaws or, if no such provisions exist, among the members of the corporation.
Sec. 200. 1. Subject to the provisions of subsections 3 and 4, the secretary of state may:
(a) Reinstate any corporation which has forfeited its right to transact business under the provisions of this chapter; and
(b) Restore its right to carry on business in this state and exercise its corporate privileges and immunities, upon the filing with him of an affidavit stating the reason for the revocation of its charter, and upon payment to him of all filing fees, fees for licenses, penalties, costs and expenses due and in arrears at the time of the revocation of its charter, and also all filing fees, fees for licenses and penalties which have accrued since the revocation of its charter.
2. When the secretary of state reinstates the corporation to its former rights, he shall:
(a) Immediately issue and deliver to the corporation 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 corporation a certified copy of the certificate of reinstatement. Additional copies may be purchased for $5 each.
3. The secretary of state shall not order a reinstatement of a corporation unless the revocation of its charter occurred only by reason of its failure to pay fees, penalties and costs and all its delinquent fees, penalties and costs have been paid.
4. If a corporate charter has been revoked pursuant to the provisions of this chapter and has remained revoked for 10 consecutive years, the charter must not be reinstated.
κ1991 Statutes of Nevada, Page 1265 (CHAPTER 442, AB 655)κ
Sec. 201. 1. Except as otherwise provided in subsection 2, if any corporation is suspended from doing business under the provisions of this chapter and the name of the corporation, or one which cannot be distinguished from it, is legally acquired by another corporation or a limited partnership or is reserved for its use before the application for reinstatement of the defaulting corporation, that corporation shall, in its application for reinstatement, submit to the secretary of state some other name under which it desires its corporate existence to be reinstated. If that name can be distinguished upon the records in the office of the secretary of state from the names reserved or otherwise in use, the secretary of state shall issue to the defaulting corporation a certificate of reinstatement under that new name.
2. If the defaulting corporation submits the written consent of the entity reserving or using a name which is deceptively similar to the defaulting corporations old name or a new name it has submitted, it may be reinstated under that name.
3. For the purposes of this section, the name of one corporation is not in compliance with subsection 1 solely because its name contains distinctive lettering, a distinctive mark or a trade-mark or a trade name, or any combination of those.
Sec. 202. 1. A corporation shall keep a copy of the following records at its registered office:
(a) A copy, certified by the secretary of state, of its articles and all amendments thereto;
(b) A copy, certified by an officer of the corporation, of its bylaws and all amendments thereto;
(c) If the corporation has members, a members ledger or a duplicate members ledger, revised annually, containing the names, alphabetically arranged, of all persons who are members of the corporation, showing their places of residence, if known and the class of membership held by each; or
(d) In lieu of the members ledger or duplicate members ledger specified in paragraph (c), a statement setting out the name of the custodian of the members ledger or duplicate members ledger, and the present and complete post office address, including street and number, if any, where the members ledger or duplicate members ledger specified in this section is kept.
2. A corporation must maintain the records required by subsection 1 in written form or in another form capable of conversion into written form within a reasonable time.
3. A director or any person who has been a member of record of a corporation for at least 6 months, or at least 5 percent of the members of the corporation, upon at least 5 days written demand, is entitled to inspect in person or by agent or attorney, during usual business hours, the members ledger or duplicate ledger, whether kept in the registered office or elsewhere as provided in paragraph (d) of subsection 1, and to make copies therefrom. Every corporation that neglects or refuses to keep the members ledger or duplicate copy thereof open for inspection, as required in this subsection, shall forfeit to the state the sum of $25 for every day of such neglect or refusal.
4. An inspection authorized by subsection 3 may be denied to a member or other person upon his refusal to furnish to the corporation an affidavit that the inspection is not desired for any purpose not relating to his interest as a member, including, but not limited, to those purposes set forth in subsection 6.
κ1991 Statutes of Nevada, Page 1266 (CHAPTER 442, AB 655)κ
inspection is not desired for any purpose not relating to his interest as a member, including, but not limited, to those purposes set forth in subsection 6.
5. When the corporation keeps and maintains a statement in the manner provided for in paragraph (d) of subsection 1, the information contained thereon must be given to any director or member of such corporation as provided in subsection 2 when the demand is made during business hours. Every corporation that neglects or refuses to keep such statement available, as required in this subsection, shall forfeit to the state the sum of $25 for every day of such neglect or refusal.
6. It is a defense to any action to enforce the provisions of this section or for charges, penalties or damages under this section that the person suing has used or intends to use the list for any of the following purposes:
(a) To solicit money or property from the members unless the money or property will be used solely to solicit the votes of members;
(b) For any commercial purpose or purpose in competition with the corporation;
(c) To sell to any person; or
(d) For any other purpose not related to his interest as a member.
7. This section does not impair the power or jurisdiction of any court to compel the production for examination of the books of a corporation in any proper case.
8. In every instance where an attorney or other agent of the director or member seeks the right of inspection, the demand must be accompanied by a power of attorney executed by the director or member authorizing the attorney or other agent to inspect on behalf of the director or member.
9. The right to copy records under subsection 3 includes, if reasonable, the right to make copies by photographic, xerographic or other means.
10. The corporation may impose a reasonable charge, covering costs of labor, materials and copies of any documents provided to the member or director.
Sec. 203. 1. Any director or person authorized in writing by at least 15 percent of the members of the corporation upon at least 5 days written demand, is entitled to inspect in person or by agent or attorney, during normal business hours, the books of account and all financial records of the corporation and to make extracts therefrom. The right of members and directors to inspect the corporate records may not be limited in the articles or bylaws of any corporation.
2. All costs for making extracts of records must be borne by the person exercising his rights under subsection 1.
3. The rights authorized by subsection 1 may be denied to a director or member upon his refusal to furnish the corporation an affidavit that such inspection, extracts or audit is not desired for any purpose not related to his interest in the corporation as a director or member. Any director or member or other person, exercising rights under subsection 1, who uses or attempts to use information, documents, records or other data obtained from the corporation, for any purpose not related to his interest in the corporation as a director or member, is guilty of a gross misdemeanor.
κ1991 Statutes of Nevada, Page 1267 (CHAPTER 442, AB 655)κ
4. A director or member who brings an action or proceeding to enforce any right under this section or to recover damages resulting from its denial:
(a) Is entitled to costs and reasonable attorneys fees, if he prevails; or
(b) Is liable for such costs and fees, if he does not prevail, in the action or proceeding.
5. It is a defense to any action to enforce the provisions of this section or for damages or penalties under this section that the person seeking an inspection of the books of account and financial records, or extracts thereof, has used or intends to use any such accounts and records for any of the following reasons:
(a) For any commercial purpose or purpose in competition with the corporation;
(b) To sell to any person; or
(c) For any other purpose not related to his interest as a member or director.
6. The rights and remedies of this section are not available to members of any corporation that makes available at no cost to its members a detailed annual financial statement.
Sec. 204. Every corporation must be managed by a board of directors or trustees, all of whom must be at least 18 years of age. A corporation for public benefit must have at least five directors or trustees. All other corporations must have at least one director or trustee. All corporations may provide in their articles or bylaws for a fixed number of directors or a variable number of directors within a fixed minimum and maximum, and for the manner in which the number of directors may be increased or decreased. Unless otherwise provided in the articles, directors need not be members. Only one officer or employee of a corporation for public benefit who is receiving a regular salary from the corporation may serve on the board at any one time. The articles or bylaws may provide that some or all the directors or trustees must be chosen by specified persons or by public officials.
Sec. 205. 1. Subject only to such limitations as may be provided by this chapter, or the articles, the board of directors or trustees has full control over the affairs of the corporation.
2. Unless otherwise provided in the articles and subject to the bylaws adopted by the members, if any, directors may make the bylaws of the corporation.
Sec. 206. 1. Unless otherwise provided in the articles or bylaws, the board of directors may designate one or more committees which, to the extent provided in the resolution or resolutions or in the bylaws, have and may exercise the powers of the board of directors in the management of the business and affairs of the corporation, and may have power to authorize the seal of the corporation to be affixed to all papers on which the corporation desires to place a seal.
2. The committee or committees may have such name or names as may be stated in the bylaws or as may be determined from time to time by resolution adopted by the board of directors.
3. Each committee must have at least one director. Unless it is otherwise provided in the articles or bylaws, the board of directors may appoint natural persons who are not directors to serve on the committees.
κ1991 Statutes of Nevada, Page 1268 (CHAPTER 442, AB 655)κ
4. No such committee may:
(a) Amend, alter or repeal the bylaws;
(b) Elect, appoint or remove any member of any such committee or any director or officer of the corporation;
(c) Amend or repeal the articles, adopt a plan of merger or a plan of consolidation with another corporation;
(d) Authorize the sale, lease or exchange of all of the property and assets of the corporation;
(e) Authorize the voluntary dissolution of the corporation or revoke proceedings therefor;
(f) Adopt a plan for the distribution of the assets of the corporation; or
(g) Amend, alter or repeal any resolution of the board of directors unless it provides by its terms that it may be amended, altered or repealed by a committee.
Sec. 207. 1. Every corporation must have a president or a chairman of the board, a secretary and a treasurer. All must be chosen by the board of directors and hold their offices until their successors are chosen and qualify.
2. Every corporation may also have one or more vice presidents, assistant secretaries and assistant treasurers, and such other officers and agents as may be deemed necessary.
3. All officers must be chosen in such manner, hold their offices for such terms and have such powers and duties as may be prescribed by the bylaws or determined by the board of directors. A chairman of the board of a corporation for public benefit shall not accept a regular salary from the corporation for serving in that capacity.
4. Any person may hold two or more offices.
Sec. 208. 1. The statement in the articles or bylaws of the objects, purposes, powers and authorized business of the corporation constitutes, as between the corporation and its directors, officers or members, an authorization to the directors and a limitation upon the actual authority of the representatives of the corporation. These limitations may be asserted in a proceeding by a director or a member entitled to vote for the election of directors or the attorney general to enjoin the doing or continuation of unauthorized business by the corporation or its officers, or both, in cases where third parties have not acquired rights thereby, or to dissolve the corporation, or in a proceeding by the corporation, a director or a member entitled to vote for the election of directors suing in a representative suit against the officers or directors of the corporation for violation of their authority.
2. No limitation upon the business, purposes or powers of the corporation or upon the powers of the members, officers or directors, or the manner of exercise of such powers, contained in or implied by the articles or bylaws may be asserted as between the corporation, the directors or members and any third person.
3. Any contract or conveyance, otherwise lawful, made in the name of a corporation, which is authorized or ratified by the directors, or is done within the scope of the authority, actual or apparent, given by the directors, binds the corporation, and the corporation acquires rights thereunder, whether the contract is executed or is wholly or in part executory.
κ1991 Statutes of Nevada, Page 1269 (CHAPTER 442, AB 655)κ
Sec. 209. 1. Directors and officers shall exercise their powers in good faith and with a view to the interests of the corporation.
2. In performing their respective duties, directors and officers are entitled to rely on information, opinions, reports, books of account, or statements, including financial statements and other financial data, that are prepared or presented by:
(a) One or more directors, officers, or employees of the corporation reasonably believed to be reliable and competent in the matters prepared or presented;
(b) Counsel, public accountants, or other persons as to matters reasonably believed to be within the preparer or presenters professional or expert competence; or
(c) A committee of the directors upon which the person relying thereon does not serve, established in accordance with section 206 as to matters within the committees designated authority and matters on which the committee is reasonably believed to merit confidence,
but a director or officer is not entitled to rely on such information, opinions, reports, books of account, or statements if he has knowledge concerning the matter in question that would cause reliance thereon to be unwarranted.
3. A director or officer must not be found to have failed to exercise his powers in good faith and with a view to the interest of the corporation unless it is proved by clear and convincing evidence that he has not acted in good faith and in a manner reasonably believed by him to be with a view to the interests of the corporation.
4. The articles of incorporation may contain a provision eliminating or limiting the personal liability of a director or officer to the corporation or its members for damages for breach of fiduciary duty as a director or officer, but such a provision must not eliminate or limit the liability of a director or officer for:
(a) Acts or omissions which involve intentional misconduct, fraud or a knowing violation of law;
(b) The payment of distributions in violation of section 211 of this act; or
(c) An action or proceeding brought pursuant to section 193 of this act or chapter 35 of NRS.
5. Except as otherwise provided in sections 193 and 211 of this act and chapter 35 of NRS, no action may be brought against an officer or director of a corporation based on any act or omission arising from failure in his official capacity to exercise due care regarding the management or operation of the corporation unless the act or omission involves intentional misconduct, fraud, knowing violation of the law or the failure of a director or officer of a corporation for public benefit to review information, opinions, reports, books of account or statements, including financial statements and other financial information, to him for review.
Sec. 210. 1. No contract or other transaction between a corporation and one or more of its directors or officers, or between a corporation and any corporation, firm or association in which one or more of its directors or officers are directors or officers or are financially interested, is void or voidable solely for this reason or solely because any such director of officer is present at the meeting of the board of directors or a committee thereof which authorizes or approves the contract or transaction, or because the vote or votes of common or interested directors are counted for such purpose, if the circumstances specified in any of the following paragraphs exist:
κ1991 Statutes of Nevada, Page 1270 (CHAPTER 442, AB 655)κ
authorizes or approves the contract or transaction, or because the vote or votes of common or interested directors are counted for such purpose, if the circumstances specified in any of the following paragraphs exist:
(a) The fact of the common directorship or financial interest is disclosed or known to the board of directors or committee and noted in the minutes, and the board or committee authorizes, approves or ratifies the contract or transaction in good faith by a vote sufficient for the purpose as provided in this chapter, the articles or the bylaws without counting the vote or votes of the common or interested director or directors.
(b) The fact of the common directorship or financial interest is disclosed or known to the members, if any, and they approve or ratify the contract or transaction in good faith by a vote sufficient for the purpose as provided in this chapter, the articles or the bylaws. The votes of the common or interested directors or officers must be counted in any such vote of members.
(c) The fact of the common directorship or financial interest is not disclosed or known to the director or officer at the time the transaction is brought before the board of directors of the corporation for action.
(d) The contract or transaction is fair as to the corporation at the time it is authorized or approved.
2. Common or interested directors may be counted in determining the presence of a quorum at a meeting of the board of directors or a committee thereof which authorizes, approves or ratifies a contract or transaction, and if the votes of the common or interested directors are not counted at the meeting, then a majority of the disinterested directors may authorize, approve or ratify a contract or transaction.
3. Unless otherwise provided in the articles or the bylaws, the board of directors of corporations other than corporations for public benefit may fix the compensation of directors for services in any capacity. A director of a corporation for public benefit shall not accept a regular salary from the corporation unless he is also an officer or employee of the corporation who receives a salary for his position as an officer or employee.
Sec. 211. 1. A corporation must not have or issue shares of stock.
2. A corporation must not be formed for a purpose involving pecuniary gain to its members.
3. A corporation must not distribute any gain, profits or dividends to any member, except as otherwise provided in this chapter or upon dissolution or final liquidation as provided in this chapter and in the corporations articles and bylaws.
Sec. 212. 1. A corporation may have one or more classes of members or may have no members. In the absence of a provision in its articles or bylaws providing for members, a corporation has no members.
2. A corporation may admit any person as a member. The articles or bylaws may establish criteria or procedures for admission. A person may not be admitted as a member without his express or implied consent. For the purposes of this subsection and unless otherwise provided in a corporations articles or bylaws, consent includes, but is not limited to:
(a) Contracting for or acceptance of products or services from the corporation;
κ1991 Statutes of Nevada, Page 1271 (CHAPTER 442, AB 655)κ
(b) Acceptance of benefits of membership knowing that the benefits are available only to members; or
(c) Taking some other affirmative action that confers benefits of membership.
If the articles or bylaws provide that a person who contributes to the corporation is a member, a contribution is consent.
3. Except as provided in its articles or bylaws, a corporation may admit members for no consideration or for consideration, as is determined by the board.
4. Members are of one class unless the articles establish, or authorize the board or members to establish, more than one class. Members are entitled to vote and have equal rights and preferences in matters not otherwise provided for by the board or members, unless and to the extent that the articles or bylaws have fixed or limited the rights and preferences of members or different classes of members or provide for nonvoting members. The articles or bylaws may fix the term of membership.
5. A corporation may issue certificates showing membership in the corporation.
Sec. 213. 1. Except as otherwise provided in the articles or bylaws, a member of a corporation may not transfer a membership or a right arising from it.
2. Where rights of transfer have been provided, a restriction on them is not binding with respect to a member holding a membership issued before the adoption of the restriction unless the restriction is approved by the members and the affected member.
Sec. 214. 1. A member of a corporation is not, as such, personally liable for the acts, debts, liabilities or obligations of the corporation.
2. When authority to do so is conferred by the articles or bylaws and subject to any limitations contained in the articles or bylaws, a corporation may levy dues, assessments or fees upon its members. The dues, assessments or fees may be imposed upon all classes of members alike or differently upon different classes of members. Members of one or more classes may be exempted.
3. A corporation in its articles or bylaws may:
(a) Fix the amount of the levy and the method of collection of dues, assessments or fees; or
(b) Authorize the directors to fix the amount from time to time and determine the methods of collection.
4. A corporation in its articles and bylaws may provide for:
(a) The enforcement or collection of dues, assessments or fees;
(b) The cancellation of membership, on reasonable notice, for nonpayment of dues, assessments or fees; and
(c) The reinstatement of membership.
Sec. 215. 1. Except as otherwise provided in subsection 2, and unless otherwise provided in its articles or bylaws, a member of a corporation may resign at any time. The resignation of a member does not relieve the member from any obligations he may have to the corporation for dues, assessments or fees or charges for goods or services. No member may avoid liability for dues, assessments, fees or charges by resigning if the member owes them as a condition of or by reason of the ownership of an interest in real property.
κ1991 Statutes of Nevada, Page 1272 (CHAPTER 442, AB 655)κ
dues, assessments, fees or charges by resigning if the member owes them as a condition of or by reason of the ownership of an interest in real property.
2. Unless otherwise provided in its articles or bylaws, no member of a corporation, including, but not limited to, a cooperative corporation, which supplies services described in chapter 704 of NRS to its members only, and no person who is a member of a corporation as a condition of or by reason of the ownership of an interest in real property, may resign pursuant to subsection 1.
Sec. 216. 1. A member may not be expelled or suspended, and a membership may not be terminated or suspended, except pursuant to a procedure that is fair and reasonable and is carried out in good faith. This section does not apply to the termination of a membership at the end of a fixed term.
2. A procedure is fair and reasonable when it is fair and reasonable taking into consideration all of the relevant facts and circumstances. In addition, a procedure is fair and reasonable if it provides:
(a) Not less than 15 days prior written notice of the expulsion, suspension or termination, and the reasons for it; and
(b) An opportunity for the member to be heard, orally or in writing, not less than 5 days before the effective date of the expulsion, suspension or termination by a person authorized to decide that the proposed expulsion, termination or suspension not take place.
3. A proceeding challenging an expulsion, suspension or termination, including a proceeding in which defective notice is alleged, must be begun within 1 year after the effective date of the expulsion, suspension or termination.
4. The expulsion or suspension of a member, or termination of a membership, does not relieve the member from obligations he may have to the corporation for dues, assessments or fees or charges for goods or services.
Sec. 217. If authorized in its articles or bylaws, a corporation may buy the membership of a member who resigns or whose membership is terminated, for the amount and pursuant to the conditions in the articles or bylaws.
Sec. 218. A corporation may provide in its articles or bylaws for delegates having some or all the authority of members. The articles or bylaws may set forth provisions relating to:
1. The characteristics, qualifications, rights and limitations of representation, the geographical areas or districts delegates may represent, and the obligations of the delegates, including their selection and removal;
2. Calling, giving notice of, holding, and conducting meetings of delegates; and
3. Carrying on corporate activities during and between meetings of delegates.
Sec. 219. Meetings of members, if any, delegates, if any, and directors of any corporation may be held within or without this state, in the manner provided by the articles or bylaws of the corporation. The articles or bylaws may designate any place or places where the members or directors meetings may be held.
Sec. 220. 1. Unless the articles or the bylaws provide for a lesser proportion, a majority of the board of directors or delegates of the corporation, at a meeting duly assembled, is necessary to constitute a quorum for the transaction of business at their respective meetings, and the act of a majority of the directors or delegates present at a meeting at which a quorum is present is the act of the board of directors or delegates.
κ1991 Statutes of Nevada, Page 1273 (CHAPTER 442, AB 655)κ
meeting duly assembled, is necessary to constitute a quorum for the transaction of business at their respective meetings, and the act of a majority of the directors or delegates present at a meeting at which a quorum is present is the act of the board of directors or delegates.
2. Unless otherwise restricted by the articles or bylaws, any action required or permitted to be taken at any meeting of the board of directors or the delegates or of any committee thereof may be taken without a meeting if, before or after the action, a written consent thereto is signed by a majority of the board of directors or the delegates or of such committee. If the vote of a greater proportion of the directors or delegates is required for an action, then the greater proportion of written consents is required. The written consent must be filed with the minutes of proceedings of the board, the delegates or the committee.
3. Unless otherwise restricted by the articles or bylaws, members of the board of directors, the delegates or of any committee designated by the board or the delegates may participate in a meeting by a means of a telephone conference or similar method of communication by which all persons participating in the meeting can hear each other. Participating in a meeting pursuant to this subsection constitutes presence in person at the meeting.
Sec. 221. 1. Unless otherwise provided in the articles or bylaws, any action which may be taken by the vote of members at a meeting may be taken without a meeting if authorized by the written consent of members holding at least a majority of the voting power, except that:
(a) If any greater proportion of voting power is required for such an action at a meeting, then the greater proportion of written consents is required; and
(b) This general provision for action by written consent does not supersede any specific provision for action by written consent contained in this chapter.
2. In no instance where action is authorized by written consent need a meeting of members be called or notice given. The written consent must be filed with the minutes of proceedings of the members.
Sec. 222. 1. Whenever all persons entitled to vote at any meeting, whether of directors, trustees, delegates or members, consent by:
(a) A writing on the records of the meeting or filed with the secretary;
(b) Presence at the meeting and oral consent entered on the minutes; or
(c) Taking part in the deliberations at the meeting without objection;
the actions taken at the meeting are as valid as if they had been taken at a meeting which was regularly called after notice was given.
2. At the meeting any business may be transacted which is not excepted from the written consent or to the consideration of which no objection for want of notice is made at the time.
3. If any meeting is irregular for want of notice or of consent, if a quorum was present at the meeting, the proceedings of the meeting may be ratified and approved and rendered likewise valid and the irregularity or defect waived by a writing signed by all persons having the right to vote at the meeting.
4. Unless otherwise provided in the articles or bylaws, the consent or approval of delegates or members may be by proxy or attorney, but all such proxies and powers of attorney must be in writing.
κ1991 Statutes of Nevada, Page 1274 (CHAPTER 442, AB 655)κ
Sec. 223. 1. If a corporation has members entitled to vote for the election of directors, or for the election of delegates who vote for the election of directors, unless elected pursuant to section 220 of this act, and subject to subsection 2, the directors or delegates of every corporation must be chosen at the annual meeting of the members or delegates, to be held on a date and at a time and in the manner provided for in the bylaws, by a plurality of the votes cast at the election. If for any reason the directors are not elected pursuant to section 220 of this act or at the annual meeting of the members or delegates, they may be elected at any special meeting of the members which is called and held for that purpose.
2. The articles or bylaws may provide for the classification of directors as to their respective terms of office, their election by one or more authorized classes or series of members or delegates, their election by members or delegates in geographic areas, districts or precincts, and their election annually by ballot instead of at an annual meeting.
Sec. 224. Unless otherwise provided in the articles or bylaws, a quorum for a meeting of members is 10 percent of the voting power of the members entitled to vote at the meeting. An amendment to the bylaws to increase the quorum required for any action by the members must be approved by the members. A quorum for a meeting of delegates is a majority of the voting power of the delegates.
Sec. 225. 1. Any director may be removed from office by the vote of members, if any, representing not less than a majority of the voting power of the members entitled to vote for the election of the director being removed or a majority of the voting power of the members entitled to vote for delegates who vote for the election of the director being removed, but:
(a) In case of corporations which have provided in their articles or bylaws for the election of directors by cumulative voting, no director may be removed from office under the provisions of this section except upon the vote of members holding sufficient voting power to have prevented his election to office in the first instance; and
(b) The articles or bylaws may require the concurrence of a larger percentage of the members entitled to voting power in order to remove a director.
2. If there are no members entitled to vote for the election of directors or entitled to vote for delegates who vote for the election of directors, any director may be removed from office by a majority vote of those directors entitled to vote for the director being removed.
3. Except as otherwise provided in the articles or bylaws, a director appointed by public officials or other persons specified in the articles or bylaws may be removed with or without cause by a written notice from the person or public official who appointed the director being removed, delivered to the chairman of the board or president of the corporation. The vacancy created may be filled by that public officer or other person.
4. Except as provided in subsection 3, all vacancies, including those caused by an increase in the number of directors, may be filled by a majority of the remaining directors, though less than a quorum, unless it is otherwise provided in the articles or bylaws.
5. Unless otherwise provided in the articles or bylaws, when one or more directors give notice of his or their resignation to the board, effective at a future date, the board may fill the vacancy or vacancies to take effect when the resignation or resignations become effective.
κ1991 Statutes of Nevada, Page 1275 (CHAPTER 442, AB 655)κ
future date, the board may fill the vacancy or vacancies to take effect when the resignation or resignations become effective. Each director so appointed holds office during the remainder of the term of office of the resigning director or directors.
Sec. 226. If the directors are not elected on the day designated for the purpose, the corporation is not for that reason dissolved, but every director continues to hold his office and shall discharge his duties until his successor has been elected.
Sec. 227. 1. If any corporation fails to elect directors within 18 months after the last election of directors required by section 223 of this act, the district court has jurisdiction in equity, upon application of any one or more of the members of the corporation representing 10 percent of the voting power of the members entitled to vote for the election of directors or for the election of delegates who are entitled to elect directors, or 50 members, whichever is less, to order the election of directors as required by section 223 of this act.
2. The application must be made by petition filed in the county where the registered office of the corporation is located and must be brought on behalf of all members desiring to be joined therein. Such notice must be given to the corporation and the members as the court may direct.
3. The appointees of the court have the same rights, powers and duties and the same tenure of office possessed by the directors elected by the members at the next annual meeting after the date of the courts appointment.
Sec. 228. 1. Any director or one-third of the members may apply to the district court to appoint one person to be a provisional director when the business of the corporation is suffering or is threatened with irreparable injury because the directors are so divided respecting the management of the affairs of the corporation that the required vote for action by the board of directors cannot be obtained and the members, if any, are unable to terminate this division.
2. A provisional director must be an impartial person, who is neither a member nor a creditor of the corporation, nor related by consanguinity or affinity within the third degree according to the common law to any of the other directors of the corporation. A provisional director has all the rights and powers of a director until the provisional director is removed by order of the court or by approval of one-third of the members, if any, or majority of the directors, not counting the provisional director. The provisional director is entitled to compensation as fixed by the court unless otherwise agreed with the corporation.
Sec. 229. 1. Unless contrary provisions are contained in the articles or bylaws, the directors may prescribe a period not exceeding 60 days before any meeting of the members during which no transfer of memberships on the books of the corporation may be made, or may fix a day not more than 60 days before the holding of any meeting of members as the day as of which members entitled to notice of and to vote at the meeting must be determined. Only members of record on that day are entitled to notice or to vote at the meeting.
2. The directors may adopt a resolution prescribing a date upon which the members of record are entitled to give written consent pursuant to section 221 of this act. The date prescribed by the directors may not precede nor be more than 10 days after the date the resolution is adopted by the directors.
κ1991 Statutes of Nevada, Page 1276 (CHAPTER 442, AB 655)κ
than 10 days after the date the resolution is adopted by the directors. If the directors do not adopt a resolution prescribing a date upon which the members of record are entitled to give written consent pursuant to section 221 of this act and:
(a) No prior action by the directors is required by this chapter, the date is the first date on which a valid written consent is delivered in accordance with the provisions of section 221 of this act.
(b) Prior action by the directors is required by this chapter, the date is at the close of business on the day on which the directors adopt the resolution taking the required action.
Sec. 230. 1. At any meeting of the members of any corporation, any member may designate another person or persons to act as a proxy or proxies. If a member designates two or more persons to act as proxies, a majority of those persons present at the meeting, or, if only one is present, then that one, have and may exercise all of the powers conferred by the member upon all of the persons so designated unless the member provides otherwise.
2. Without limiting the manner in which a member may authorize another person or persons to act for him as proxy pursuant to subsection 1, the following constitutes valid means by which a member may grant such authority:
(a) A member may execute a writing authorizing another person or persons to act for him as proxy. Execution may be accomplished by the member or his authorized officer, director, employee or agents signing the writing or causing his signature to be affixed to the writing by any reasonable means, including, but not limited to, by facsimile signature.
(b) A member may authorize another person or persons to act for him as proxy by transmitting or authorizing the transmission of a telegram, cablegram or other means of electronic transmission to the person who will be the holder of the proxy or to a firm which solicits proxies, or like agent authorized by the person who will be the holder of the proxy to receive the transmission. Any such telegram, cablegram or other means of electronic transmission must either set forth or be submitted with information from which it can be determined that the telegram, cablegram or other electronic transmission was authorized by the member. If it is determined that the telegram, cablegram or other electronic transmission is valid, the persons appointed by the corporation to count the votes of members and determine the validity of proxies and ballots or other persons making those determinations must specify the information upon which they relied.
3. Any copy, communication by telecopier, or other reliable reproduction of the writing or transmission created pursuant to subsection 2 may be substituted for the original writing or transmission for any purpose for which the original writing or transmission could be used, if the copy, communication by telecopier, or other reproduction is a complete reproduction of the entire original writing or transmission.
4. No such proxy is valid after the expiration of 6 months from the date of its creation, unless coupled with an interest, or unless the member specifies in it the length of time for which it is to continue in force, which may not exceed 7 years from the date of its creation. Subject to these restrictions, any proxy properly created is not revoked and continues in full force and effect until another instrument or transmission revoking it or a properly created proxy bearing a later date is filed with or transmitted to the secretary of the corporation or another person or persons appointed by the corporation to count the votes of members and determine the validity of proxies and ballots.
κ1991 Statutes of Nevada, Page 1277 (CHAPTER 442, AB 655)κ
properly created is not revoked and continues in full force and effect until another instrument or transmission revoking it or a properly created proxy bearing a later date is filed with or transmitted to the secretary of the corporation or another person or persons appointed by the corporation to count the votes of members and determine the validity of proxies and ballots.
Sec. 231. 1. Except as otherwise provided in subsection 5 and unless prohibited or limited by the articles or bylaws, an action that may be taken at a regular or special meeting of members, including the election of directors, may be taken without a meeting if the corporation mails or delivers a written ballot to every member entitled to vote on the matter.
2. A written ballot must:
(a) Set forth each proposed action or candidate; and
(b) Provide an opportunity to vote for or against each proposed action.
3. Approval by written ballot under this section is valid only when the number of votes cast by ballot equals or exceeds the quorum required to be present at a meeting authorizing the action, and the number of approvals equals or exceeds the number of votes that would be required to approve the matter at a meeting at which the total number of votes cast was the same as the number of votes cast by ballot.
4. Solicitations for votes by written ballot must:
(a) Indicate the number of responses needed to meet the requirement of a quorum;
(b) State the percentage of approvals necessary to approve each matter other than election of directors; and
(c) Specify the time by which a ballot must be received by the corporation in order to be counted.
5. Except as otherwise provided in the articles or bylaws, a written ballot may not be revoked.
Sec. 232. The articles or bylaws of any corporation may provide that at all elections of directors of the corporation each member having a right to elect directors at the meeting is entitled to as many votes as equal the number of his memberships multiplied by the number of directors to be elected, and that he may cast all of his membership votes for a single director or may distribute them among the number to be voted for or any two or more of them, as he may see fit. In order to exercise the right of cumulative voting, one or more of the members calling or requesting a vote by cumulative voting must give notice before the vote to the president or secretary of the corporation that the member desires that the voting for the election of directors be cumulative.
Sec. 233. 1. A corporation having members entitled to vote on the matter involved must hold a special meeting of delegates or members if:
(a) The board of directors or persons authorized to do so by the articles or bylaws demand such a meeting; or
(b) At least 5 percent of the members demand such a meeting.
The demand must state the purpose for the meeting. Those making the demand on the corporation must sign, date and deliver their demand to the president, chairman of the board or the treasurer of the corporation. The corporation must then immediately give notice of a special meeting of delegates or members as set forth in subsections 2 to 7, inclusive.
κ1991 Statutes of Nevada, Page 1278 (CHAPTER 442, AB 655)κ
2. Whenever under the provisions of this chapter delegates or members are required or authorized to take any action at a meeting, the notice of the meeting must be in writing and signed by the president or the chairman of the board or a vice president, or the secretary, or an assistant secretary, or by such other person or persons as the bylaws may prescribe or permit or the directors designate.
3. The notice must state the purpose or purposes for which the meeting is called and the time when, and the place, which may be within or without this state, where it is to be held.
4. A copy of the notice must be delivered personally, or must be mailed postage prepaid, to each delegate or member, as the case may be, entitled to vote at the meeting not less than 10 nor more than 60 days before such meeting. If mailed, it must be directed to the person at his address as it appears upon the record of the corporation. Upon the mailing of any notice the service thereof is complete, and the time of the notice begins to run from the date upon which the notice is deposited in the mail for transmission to the person. Personal delivery of the notice to any officer of a corporation or association, or to any member of a partnership, constitutes delivery of the notice to the corporation, association or partnership.
5. The articles or bylaws may require that the notice be also published in one or more newspapers.
6. Notice duly delivered or mailed to a delegate or member in accordance with the provisions of this section and the provisions, if any, of the articles or bylaws is sufficient, and in the event of the transfer of a membership after the delivery or mailing and before the holding of the meeting it is not necessary to deliver or mail notice of the meeting to the transferee.
7. Any delegate or member may waive notice of any meeting by a writing signed by him, or his duly authorized attorney, either before or after the meeting.
8. Unless otherwise provided in the articles or bylaws, whenever notice is required to be given, under any provision of this chapter or the articles or bylaws of any corporation, to any member to whom notice of two consecutive annual meetings, and all notices of meetings or of the taking of action by written consent without a meeting to him during the period between those two consecutive annual meetings, have been mailed addressed to him at his address as shown on the records of the corporation and have been returned undeliverable, the giving of further notices to him is not required. Any action or meeting taken or held without notice to that person has the same force and effect as if the notice had been given. If any such person delivers to the corporation a written notice setting forth his current address, the requirement that notice be given to him is reinstated. If the action taken by the corporation is such as to require the filing of a certificate under any of the other sections of this Title, the certificate need not state that notice was not given to persons to whom notice was not required to be given pursuant to this subsection.
Sec. 234. Whenever any notice is required to be given under the provisions of this chapter, a waiver thereof in writing, signed by the person or persons entitled to the notice, whether before or after the time stated therein, is equivalent thereto.
κ1991 Statutes of Nevada, Page 1279 (CHAPTER 442, AB 655)κ
Sec. 235. 1. If the first or organizational meeting of the directors has not taken place and if there are no members, a majority of the incorporators of any corporation may amend the original articles by executing and acknowledging or proving in the manner required for original articles, and filing with the secretary of state, a certificate amending, modifying, changing or altering the original articles, in whole or in part. The certificate must:
(a) Declare that the signers thereof are a majority of the original incorporators of the corporation; and
(b) State the date upon which the original articles were filed with the secretary of state.
2. The amendment is effective upon the filing of the certificate with the secretary of state.
3. This section does not permit the insertion of any matter not in conformity with this chapter.
4. The secretary of state must charge the fee allowed by law for filing the amended certificate of incorporation.
Sec. 236. 1. Any corporation may amend its articles in any of the following respects:
(a) By addition to its corporate powers and purposes, or diminution thereof, or both.
(b) By substitution of other powers and purposes, in whole or in part, for those prescribed by its articles of incorporation.
(c) By changing the name of the corporation.
(d) By making any other change or alteration in its articles of incorporation that may be desired.
2. All such changes or alterations may be effected by one certificate of amendment. Any articles so amended, changed or altered may contain only such provisions as it would be lawful and proper to insert in original articles, pursuant to sections 183 and 184 of this act or the other statutes governing the contents of the corporations articles, if the original articles were executed, acknowledged and filed at the time of making the amendment.
Sec. 237. 1. Every amendment 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 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 officials, if any, as are required to do so by the articles, the chairman of the board, the president or vice president, and the secretary or assistant secretary, must execute a certificate setting forth the amendment, or setting forth the articles as amended, that the public officials 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.
κ1991 Statutes of Nevada, Page 1280 (CHAPTER 442, AB 655)κ
president or vice president, and the secretary or assistant secretary, must execute a certificate setting forth the amendment, or setting forth the articles as amended, that the public officials 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. The chairman of the board, president or vice president, and the secretary or assistant secretary, must acknowledge the certificate before a person authorized by the laws of the place where the acknowledgment is taken to take acknowledgments of deeds.
(d) The certificate so executed and acknowledged, 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. 238. In addition to the requirements of sections 236 and 237 of this act, a corporation for public benefit must send a copy of the proposed amendment as approved by its board of directors to the attorney general no less than 30 days before the amendment is filed with the secretary of state. Failure to send a copy of the amendment to the attorney general as required by this section does not, by itself, render the amendment, once filed with the secretary of state, ineffective.
Sec. 239. 1. If the provisions of sections 195 and 196 of this act have been complied with, the board of directors and members, if any, of any corporation, when amending any portion of its articles may, at the same time, pursuant to the procedure prescribed in section 237 of this act to effect an amendment of articles, adopt amended articles of incorporation, which must:
(a) Be titled amended articles of incorporation.
(b) Set forth in full every provision of the original articles of incorporation as of record in the office of the secretary of state, including the execution and acknowledgment thereof, as amended to date.
(c) State, after each provision of the amended articles, whether or not it has been amended, and if any provision of the articles has been amended it must be made to read as it was last amended, and the date of the certificate last amending it must be stated.
(d) Include the provisions of the articles which were never amended.
2. Upon the filing with the secretary of state of the certificate of amendment, the articles of incorporation are amended accordingly.
3. Notice of any meeting of members at which the adoption of the amended articles of incorporation is to be considered must specifically state the purpose to consider the adoption thereof at the meeting.
Sec. 240. 1. A corporation may restate, or amend and restate, in a single certificate the entire text of its articles as amended by filing with the secretary of state a certificate entitled Restated Articles of Incorporation of .........................,
κ1991 Statutes of Nevada, Page 1281 (CHAPTER 442, AB 655)κ
of state a certificate entitled Restated Articles of Incorporation of ........................., which must set forth the articles as amended to the date of the certificate. If the certificate alters or amends the articles in any manner, it must comply with the provisions of this chapter governing such amendments 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 the chairman of the board, the president or vice president and the secretary or assistant secretary of the corporation and must be verified by their signed affidavits that they have 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 as amended to the date of the certificate.
3. The signatures and acknowledgments of the incorporators may be omitted from the restated articles.
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 after the restated articles and certified copies of all certificates supplementary to the original articles.
Sec. 241. In the manner provided in sections 242 to 252, inclusive, of this act any two or more corporations governed by this chapter and any other corporation, governed by Nevada law, the law of any other state, the United States or any foreign country, may be merged into one of the constituent corporations, which is designated as the surviving corporation in sections 237 to 252, inclusive, of this act.
Sec. 242. 1. A majority of the directors of a corporation governed by this chapter, if it desires to merge, may authorize and approve an agreement prescribing the terms and conditions of merger, the mode of carrying the merger into effect, and the manner of converting the memberships or shares of each of the constituent corporations into memberships or shares of the corporation surviving the merger. The agreement must also set forth the other consideration which the holders of memberships or shares in the constituent corporations may receive in exchange for, or upon conversion of, those memberships or shares or the certificates evidencing them, which may be in addition to or in lieu of memberships, shares or other securities of the surviving corporation.
2. The agreement must also be approved by each public official or other person whose approval of a merger is required by the articles.
Sec. 243. The agreement of merger must state any matters with respect to which the articles of a surviving corporation governed by this chapter are to be amended, and the articles are amended accordingly upon the effective date of the merger.
Sec. 244. A corporation for public benefit must notify the attorney general of its intent to merge with any other corporation. The notice must include the agreement of merger and must be mailed to the attorney general by registered mail, return receipt requested.
κ1991 Statutes of Nevada, Page 1282 (CHAPTER 442, AB 655)κ
agreement of merger and must be mailed to the attorney general by registered mail, return receipt requested. No such merger may be effective until 30 days after the corporation has placed the notice to the attorney general in the mail. The articles of merger filed with the secretary of state must set forth the date of the mailing and the date the 30 day notice period expires.
Sec. 245. 1. If a constituent corporation governed by this chapter has members entitled to vote on mergers, the agreement must be submitted to the members of each constituent corporation having such members at a meeting called for that purpose or to such members for a vote by written ballot pursuant to section 231 of this act. Notice of the time, place and object of each meeting must be given in the manner required by section 233 of this act to each member of each of the constituent corporations.
2. At each meeting the agreement must be considered and a vote by ballot, in person or by proxy, taken for the adoption or rejection of the agreement. The agreement must be approved by a majority of a quorum of the votes of members entitled to vote thereon unless a class of members of a constituent corporation are entitled to vote thereon as a class. If a class of members is so entitled, the agreement must be approved by a majority of a quorum of the votes of each class entitled to vote thereon as a class. Members of a class of any constituent corporation are entitled to vote as a class if the agreement contains a provision that, if contained in a proposed amendment to its articles, would entitle those members to vote as a class. The agreement must also be approved by each public official or other person whose approval is required by the corporations articles. The secretary or assistant secretary of each constituent corporation must certify the approval of the agreement by the members and by the public officials or other persons and attach the certification to the agreement.
3. A constituent corporation governed by this chapter which has no members may merge if its board of directors adopts a resolution approving the agreement and each person or public official whose approval is required by its articles approves the agreement.
4. The agreement so adopted and certified must be signed by the chairman of the board, president or vice president, and the secretary or assistant secretary, of each constituent corporation governed by this chapter, and acknowledged by the chairman of the board, president and vice president of each constituent corporation before a person authorized by the laws of this state to take acknowledgments of deeds.
5. The agreement so certified and acknowledged must be filed in the office of the secretary of state, and is the agreement and act of merger of the constituent corporations. Unless a later effective date is specified in the agreement, the merger is effective when the agreement is filed. The effective date must not be more than 90 days after the agreement is filed.
6. A certified copy of the agreement is prima facie evidence of the performance of all conditions precedent to the merger and of the continued existence of the surviving corporation.
7. The articles of a corporation governed by this chapter may require a larger vote of directors or members for the approval of a merger agreement than the vote required by this section.
κ1991 Statutes of Nevada, Page 1283 (CHAPTER 442, AB 655)κ
Sec. 246. One or more corporations governed by this chapter may be merged with one or more other corporations organized under the laws of any other state or states of the United States of America or under the laws of any foreign country, if the laws under which the other corporation or corporations are formed permit such merger. The constituent corporations may be merged into a single corporation, which may be any one of the constituent corporations, and which is designated as the surviving corporation in sections 247 and 249 of this act.
Sec. 247. 1. All constituent corporations must enter into an agreement in writing which must prescribe:
(a) The terms and conditions of the merger.
(b) The mode of carrying the merger into effect.
(c) The manner of converting the memberships or shares of each of the constituent corporations into memberships or shares or other securities of the surviving corporation and the other consideration which the holders of memberships or shares in the constituent corporations may receive in exchange for, or upon the conversion of, those memberships or shares, or the certificates evidencing them, which may be in addition to or in lieu of memberships or shares or other securities of the surviving corporation.
(d) Such other details and provisions as are deemed necessary or proper, including any of the provisions permitted by sections 242 and 243 of this act.
2. The agreement must also set forth such other facts as are required in articles of incorporation by the laws of the state or foreign country, which are stated in the agreement to be the laws that govern the surviving corporation.
3. If the surviving corporation is a corporation organized under the laws of this state, the agreement must state any matters with respect to which the articles of the surviving corporation are to be amended, and the articles are amended accordingly upon the effective date of the merger.
Sec. 248. 1. The agreement must be authorized, adopted, approved, signed and acknowledged by each of the constituent corporations in accordance with the laws under which it is formed and, in the case of a corporation organized under the laws of this chapter, in the manner provided in sections 242 to 245, inclusive, of this act.
2. The agreement so authorized, adopted, approved, signed and acknowledged must be filed in the office of the secretary of state and is the articles of merger of the constituent corporations for all purposes of the laws of this state. Unless a later effective date is specified in the agreement, the merger is effective when the agreement is filed. The effective date must not be more than 90 days after the agreement is filed.
3. A certified copy of the articles of merger is prima facie evidence of the performance of all conditions precedent to the merger, and of the continued existence of the surviving corporation.
Sec. 249. 1. If the surviving corporation will be governed by the laws of a state other than this state or by the laws of a foreign country, it must agree that it may be served with process in this state in any proceeding for enforcement of any obligation of any constituent corporation organized and existing, before the merger, under the laws of this state, and must irrevocably appoint the secretary of state as its agent to accept service of process.
κ1991 Statutes of Nevada, Page 1284 (CHAPTER 442, AB 655)κ
2. 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 $10 for accepting and transmitting the process. The secretary of state must forthwith send by registered or certified mail one of the copies to the surviving corporation at its specified address, unless the surviving corporation 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. 250. 1. When a merger takes effect:
(a) Every other corporation which is a party to the merger merges into the surviving corporation and the separate existence of every corporation except the surviving corporation ceases;
(b) The title to all real estate and other property owned by each corporation which is a party to the merger is vested in the surviving corporation without reservation or impairment, subject to any conditions to which the property was subject before the merger;
(c) The surviving corporation has all liabilities and obligations of each corporation which is a party to the merger;
(d) A proceeding pending against any corporation which is a party to the merger may be continued as if the merger did not occur or the surviving corporation may be substituted in the proceeding for the corporation whose existence ceased;
(e) The articles of incorporation and bylaws of the surviving corporation are amended to the extent provided in the agreement of merger; and
(f) A devise, bequest, gift or grant contained in a will or other instrument, in trust or otherwise, made before the merger becomes effective, to any of the constituent corporations, unless the will or other instrument provides otherwise, inures to the surviving corporation.
2. Except where the will, declaration of trust or other instrument provides otherwise, the surviving corporation is, without further act or deed, the successor of the constituent corporations in fiduciary capacities in which a constituent corporation was acting at the time of the merger or consolidation and is liable to the beneficiaries as fully as if the constituent corporation had continued its separate corporate existence.
3. If a constituent corporation is nominated and appointed, or has been nominated and appointed, in a fiduciary capacity in a will, declaration of trust or other instrument, order, or judgment before or after the merger, then even if the will or other instrument, order or judgment does not becomes operative or effective until after the merger becomes effective, every fiduciary capacity and the rights, powers, privileges, duties, discretions and responsibilities provided for in the nomination or appointment fully vest in and are to be exercised by the surviving corporation, whether there are one or more successive mergers or consolidations.
4. As used in this section, fiduciary capacity means the capacity of trustee, executor, administrator, personal representative, guardian, conservator, receiver, escrow agent, agent for the investment of money, attorney-in-fact or a similar capacity.
Sec. 251. If at any time the surviving corporation decides that any further grants, assignments, confirmations or assurances are necessary or desirable to vest or to perfect or confirm of record or otherwise in such surviving corporation the title to any property of any constituent corporation, the officers or any of them and directors of the surviving or constituent corporations may execute and deliver any deeds, assignments, confirmations and assurances and do all things necessary or proper to prove, confirm and ratify title to the property in the surviving corporation or otherwise to carry out the purposes of the merger and the terms of the agreement of merger.
κ1991 Statutes of Nevada, Page 1285 (CHAPTER 442, AB 655)κ
to vest or to perfect or confirm of record or otherwise in such surviving corporation the title to any property of any constituent corporation, the officers or any of them and directors of the surviving or constituent corporations may execute and deliver any deeds, assignments, confirmations and assurances and do all things necessary or proper to prove, confirm and ratify title to the property in the surviving corporation or otherwise to carry out the purposes of the merger and the terms of the agreement of merger. The surviving corporation has the same power and authority to act in respect to any debts, liabilities and duties of the constituent corporations as the constituent corporations would have had, had they continued in existence.
Sec. 252. 1. Except as otherwise provided in subsection 2 and unless otherwise provided in the articles or bylaws, any member of any constituent corporation governed by this chapter who voted against the merger may, without prior notice, but within 30 days following the effective date of the merger, resign from membership and is thereby excused from all contractual obligations to the constituent or surviving corporations which have not accrued before the members resignation and is thereby entitled to those rights, if any, which would have existed if there had been no merger and the membership had been terminated or the member had been expelled.
2. Unless otherwise provided in its articles or bylaws, no member of a corporation, including, but not limited to, a cooperative corporation, which supplies services described in chapter 704 of NRS to its members only, and no person who is a member of a corporation as a condition of or by reason of the ownership of an interest in real property, may resign and dissent pursuant to subsection 1.
Sec. 253. 1. Every corporation may, by action taken at a meeting of its board of directors, sell, lease or exchange all of its property and assets, including its good will and its corporate franchises, upon such terms and conditions as its board of directors may deem expedient and for the best interests of the corporation.
2. The sale, lease or exchange must be approved by every person or public official whose approval of the sale, lease or exchange is required by the articles.
3. If the corporation has members entitled to vote on the matter, the directors must call a meeting, either annual or special, of the members entitled to vote on the sale, lease or exchange or must submit the sale, lease or exchange to such members for a vote by written ballot pursuant to section 231 of this act. Notice of the proposed sale, lease or exchange must be given to each member and a vote of the members entitled to vote in person or by proxy must be taken for and against the proposed sale, lease or exchange. A majority of a quorum of the voting power of the members must vote in favor of the sale, lease or exchange.
4. The articles may require the vote of a larger proportion of the members and the separate vote or consent of any class of members.
5. Unless the articles provide otherwise, no vote of members is necessary for a transfer of assets by way of mortgage, or in trust or in pledge to secure indebtedness of the corporation.
Sec. 254. A corporation for public benefit must notify the attorney general of its intent to sell, lease or exchange all its property or assets. The notice must be mailed to the attorney general by registered mail, return receipt requested.
κ1991 Statutes of Nevada, Page 1286 (CHAPTER 442, AB 655)κ
must be mailed to the attorney general by registered mail, return receipt requested. No such corporation may sell, lease or exchange all its property or assets until 30 days after the corporation has placed the notice to the attorney general in the mail.
Sec. 255. 1. A corporation may be dissolved and its affairs wound up voluntarily by the written request of a majority of the members and any person or superior organization whose approval is required by a provision of the articles authorized by section 184 of this act. The request must:
(a) Be addressed to the directors.
(b) Specify reasons why the winding up of affairs of the corporation is deemed advisable.
(c) Name three persons who are members to act as trustees 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.
2. Upon filing of the request with the directors and in the offices of the secretary of state, and, if the corporation is a corporation for public benefit, upon mailing a copy of the request to the attorney general by registered mail, return receipt requested, all powers of the directors cease. The secretary of state shall issue a certificate that the corporation is dissolved.
Sec. 256. 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 section 184 of this act. 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 copy of the resolution, together with a list of the names and residences of the directors and officers, certified by the chairman of the board, president or vice president, and the secretary or an assistant secretary 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 section 184 of this act. A copy of the resolution and a list of the officers and directors, certified as provided in subsection 1, must be filed in the office of the secretary of state.
3. If the corporation is a corporation for public benefit, a copy of the resolution and list as filed with the secretary of state must be mailed to the attorney general by registered mail, return receipt requested.
4. Upon filing of the resolution or request in the office of the secretary of state, the secretary of state shall issue a certificate that the corporation is dissolved.
5. 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.
κ1991 Statutes of Nevada, Page 1287 (CHAPTER 442, AB 655)κ
Sec. 257. 1. Actions available to or against a corporation or its directors, officers or members are limited as provided in NRS 78.585.
2. A corporation dissolved under this chapter and its directors, trustees, receivers, members, creditors and the district court have all the rights, duties and liabilities they have with respect to dissolved corporations governed by chapter 78 of NRS as provided by NRS 78.585, 78.595 and 78.615.
3. The district court and the clerk of the court have the same powers and duties with respect to dissolved corporations governed by this chapter as they have with respect to dissolved corporations governed by chapter 78 of NRS as provided in NRS 78.600, 78.605, 78.615 and 78.620.
Sec. 258. 1. No assets may be transferred or conveyed by a corporation for public benefit as a part of its dissolution until 30 days after it has given notice to the attorney general pursuant to sections 255 and 256 of this act.
2. The directors, trustees, receivers or those persons appointed or authorized to act in liquidation of a dissolved corporation shall:
(a) Wind up the corporation;
(b) Realize upon its assets;
(c) Pay its debts; and
(d) Distribute the residue of its money and property as follows:
(1) Assets held by the corporation on the condition that upon dissolution they be returned, transferred or conveyed must be returned, transferred or conveyed as required;
(2) Assets received and held by the corporation subject to limitations permitting their use only for charitable, religious, eleemosynary, benevolent, educational or similar purposes, but not held upon a condition requiring return, transfer or conveyance upon dissolution, must be transferred or conveyed to one or more domestic or foreign corporations, societies or organizations engaged in activities substantially similar to those of the dissolving corporation, pursuant to a plan of distribution;
(3) Other assets, if any, must be distributed in accordance with the provisions of the articles or the bylaws to the extent the articles or bylaws determine the distribution of assets; and
(4) Any remaining assets may be distributed to the members and such persons, societies, organizations or domestic or foreign corporations, whether or not for profit, as may be specified in the plan of distribution.
Sec. 259. 1. A federal court may take the same actions with respect to corporations governed by this chapter as a federal court may take with respect to corporations governed by chapter 78 of NRS under subsection 1 of NRS 78.622.
2. A corporation governed by this chapter shall file with the secretary of state the plans of reorganization and the notices of bankruptcy described in NRS 78.622 and 78.626.
Sec. 260. 1. Whenever any corporation becomes insolvent or suspends its ordinary business for want of funds to carry on the business, or if its business has been and is being conducted at a great loss and greatly prejudicial to the interest of its creditors or members, creditors holding 10 percent of the outstanding indebtedness, or members, if any, having 10 percent of the voting power to elect directors, may, by petition or bill of complaint setting forth the facts and circumstances of the case, apply to the district court of the county in which the registered office of the corporation is located for a writ of injunction and the appointment of a receiver or receivers or trustee or trustees.
κ1991 Statutes of Nevada, Page 1288 (CHAPTER 442, AB 655)κ
which the registered office of the corporation is located for a writ of injunction and the appointment of a receiver or receivers or trustee or trustees.
2. The court, being satisfied by affidavit or otherwise of the sufficiency of the application and of the truth of the allegations contained in the petition or bill, and upon hearing after such notice as the court by order may direct, shall proceed in a summary way to hear the affidavits, proofs and allegations which may be offered in behalf of the parties.
3. If upon the inquiry it appears to the court that the corporation has become insolvent and is not about to resume its business in a short time thereafter, or that its business has been and is being conducted at a great loss and greatly prejudicial to the interests of its creditors or members, so that its business cannot be conducted with safety to the public, it may issue an injunction to restrain the corporation and its officers and agents from exercising any of its privileges or franchises and from collecting or receiving any debts or paying out, selling, assigning or transferring any of its estate, moneys, funds, lands, tenements or effects, except to a receiver appointed by the court, until the court otherwise orders.
4. Within 30 days after filing for the relief described in this section, the person filing for such relief must file with the secretary of state a notice of the application, specifying:
(a) The date of the application;
(b) The name and address of the court where the application is filed; and
(c) The number assigned to the case by the court.
The person filing for such relief with respect to a corporation for public benefit shall immediately send a copy of the notice to the attorney general by registered mail, return receipt requested.
Sec. 261. 1. The district court, at the time of ordering the injunction upon petition of the creditors or members, or at any time afterward, may appoint a receiver or receivers or a trustee or trustees for the creditors and members of the corporation.
2. The receiver or receivers or trustees have the following powers and duties:
(a) To demand, sue for, collect, receive and take into his or their possession all the goods and chattels, rights and credits, money and effects, lands and tenements, books, papers, choses in action, bills, notes and property, of every description, of the corporation;
(b) To institute suits at law or in equity for the recovery of any estate, property, damages or demands existing in favor of the corporation;
(c) In his or their discretion to compound and settle with any debtor or creditor of the corporation, or with persons having possession of its property or in any way responsible at law or in equity to the corporation at the time of its insolvency or suspension of business, or afterwards, upon such terms and in such manner as he or they deem just and beneficial to the corporation;
(d) In case of mutual dealings between the corporation and any person to allow just setoffs in favor of that person in all cases in which setoffs ought to be allowed according to law and equity;
(e) To take possession of the property of the corporation as provided in NRS 78.665;
κ1991 Statutes of Nevada, Page 1289 (CHAPTER 442, AB 655)κ
(f) To take inventory, account for debts and report to the courts every 3 months as provided in NRS 78.670;
(g) To pass upon the claims of creditors as provided in NRS 79.685;
(h) To be substituted in as a party to suits as provided in NRS 78.695; and
(i) To be vested with the property of the corporation as provided in NRS 78.640.
3. An act approved or done by a majority of the receivers or trustees is the act of the receivers or trustees.
4. A debtor who in good faith has paid his debt to the corporation without notice of its insolvency or suspension of business is not liable therefor, and the receiver or receivers or trustee or trustees have power to sell, convey and assign all the estate, rights and interests, and must hold and dispose of the proceeds thereof under the directions of the district court.
Sec. 262. The district court may reconvey the property of the corporation back to it or dissolve the corporation and declare it null and void as provided in NRS 78.645.
Sec. 263. 1. The persons described in subsections 2 and 3 may apply to the district court in the district where the corporation has its registered office:
(a) For an order dissolving the corporation and appointing a receiver to wind up its affairs, and by injunction restrain the corporation from exercising any of its powers or doing business whatsoever, except by or through a receiver appointed by the court; or
(b) For such other equitable relief that is just and proper in the circumstances.
2. A member or members, if any, holding at least one-third of the voting power for the election of directors or a majority of the directors in office, may apply for the relief described in subsection 1 whenever it is established that:
(a) The corporation has willfully violated its charter;
(b) Its trustees or directors have been guilty of fraud or collusion or gross mismanagement in the conduct or control of its affairs;
(c) Its trustees or directors have been guilty misfeasance, malfeasance or nonfeasance;
(d) The corporation is unable to conduct its activities or conserve its assets by reason of the act, neglect or refusal to function of any of the directors or trustees;
(e) The assets of the corporation are in danger of waste, misapplication, sacrifice or loss;
(f) The corporation has abandoned its business;
(g) The corporation has not proceeded diligently to wind up its affairs or to distribute its assets in a reasonable time;
(h) The corporation has become insolvent;
(i) The corporation, although not insolvent, is for any cause not able to pay its debts or other obligations as they mature;
(j) The corporation is not about to resume its business with safety to the public;
(k) The period of corporate existence has expired and has not been lawfully extended;
(l) The corporation has solicited property and has failed to use it for the purpose solicited;
κ1991 Statutes of Nevada, Page 1290 (CHAPTER 442, AB 655)κ
(m) The corporation has fraudulently used or solicited property; or
(n) The corporation has exceeded its powers.
3. The attorney general may apply for the relief described in subsection 1 whenever the corporation is a corporation for public benefit and whenever it is established that:
(a) The corporation has willfully violated its charter;
(b) Its trustees or directors have been guilty of fraud or collusion or gross mismanagement in the conduct or control of its affairs;
(c) The corporation has abandoned its business;
(d) The corporation has become insolvent;
(e) The corporation, although not insolvent, is for any cause not able to pay its debts or other obligations as they mature;
(f) The corporation has solicited property and has failed to use it for the purpose solicited;
(g) The corporation has fraudulently used or solicited property; or
(h) The period of corporate existence has expired and has not been lawfully extended.
4. Any person or superior organization under which the corporation was formed, if expressly authorized to act by the articles, may apply for the relief described in subsection 1 pursuant to the grounds, if any, set forth in the articles.
Sec. 264. 1. The court may appoint a temporary receiver upon the same grounds and pursuant to the same procedure as provided in the Nevada Rules of Civil Procedure for granting a temporary restraining order. A hearing must be held on the appointment of a temporary receiver within 15 days after the receivers appointment, unless the appointment is extended by order of the court or upon stipulation of the parties.
2. The court may, if good cause exists, appoint one or more receivers. Directors or trustees who have not been guilty of negligence or active breach of duty must be preferred in making the appointment.
3. Receivers so appointed have, among the usual powers, all the functions, powers, tenure and duties to be exercised under the direction of the court as are conferred on receivers and as provided in sections 261 and 262 of this act whether the corporation is insolvent or not.
4. The court may, at any time, grant lesser equitable relief, order a partial liquidation, terminate the receivership, or dissolve or terminate the corporation as would be just and proper in the circumstances.
5. Within 30 days after filing for the relief described in section 263 of this act, the person filing for that relief must file with the secretary of state a notice of the application, specifying:
(a) The date of the application;
(b) The name and address of the court in which the application was filed; and
(c) The number assigned to the case by the court.
The person filing for such relief with respect to a corporation for public benefit shall immediately send a copy of the notice to the attorney general by registered mail, return receipt requested.
Sec. 265. In an action for dissolution, the district court may:
1. Send for and examine persons as provided in NRS 78.660;
κ1991 Statutes of Nevada, Page 1291 (CHAPTER 442, AB 655)κ
2. Sell encumbered property as provided in NRS 78.700;
3. Remove and replace receivers as provided in NRS 78.715; and
4. Pass upon creditors appeals from the decision of the trustees or receivers as provided in NRS 78.685.
Sec. 266. All creditors must present and make proof to the receiver of their respective claims against the corporation within 6 months from the date of appointment of the receiver or trustee for the corporation, or sooner if the court so orders. All creditors and claimants failing to do so within the time limited by this section, or the time prescribed by the order of court, are barred from participating in the distribution of the assets of the corporation. The court shall prescribe what notice, by publication or otherwise, must be given to creditors of the time within which they must present and prove their claims.
Sec. 267. Every claim against a corporation for which a receiver has been appointed must be presented to the receiver in writing and upon oath. The claimant, if required, must submit himself to such examination in relation to the claim as the court directs, and must produce such books and papers relating to the claim as the court requires. The court may authorize the receiver to examine, under oath or affirmation, all witnesses produced before him touching the claim or any part thereof.
Sec. 268. No action against a receiver of a corporation abates by reason of his death, but, upon suggestion of the facts on the record, must be continued against his successor, or against the corporation in case no new receiver be appointed.
Sec. 269. After payment of all allowances, expenses and costs, and the satisfaction of all special and general liens upon the funds of the corporation to the extent of their lawful priority, the creditors must be paid proportionately to the amount of their respective debts, except mortgagees and judgment creditors when the judgment has not been by confession for the purpose of preferring creditors. The creditors are entitled to distribution on debts not due, making in such case a rebate of interest, when interest is not accruing on the debts. The surplus, if any, after payment of the creditors and the costs, expenses and allowances, must be distributed as provided in paragraph (d) of subsection 2 of section 258 of this act.
Sec. 270. 1. When a corporation becomes insolvent or is dissolved, the employees performing labor or service in the regular employ of the corporation have a lien upon the assets thereof for the amount of wages due to them, not exceeding $1,000, which have been earned within 3 months before the date of the insolvency or dissolution, which must be paid before any other debt of the corporation.
2. The word employees does not include any of the officers or directors of the corporation.
Sec. 271. 1. A corporation governed by this chapter may indemnify any person against expenses as provided in NRS 78.751. For the purposes of this section, the word stockholders in NRS 78.751 is equivalent to the word members.
2. A corporation governed by this chapter may purchase and maintain insurance or make other financial arrangements on behalf of any person for any liability asserted against him as provided in NRS 78.752.
κ1991 Statutes of Nevada, Page 1292 (CHAPTER 442, AB 655)κ
Sec. 272. 1. The fee for filing articles of incorporation and amendments to articles of incorporation is $25.00 for each document.
2. Except as otherwise provided in sections 195, 196, 198 and 200 of this act and subsection 1 of this section, the fees for filing documents are those set forth in NRS 78.765 to 78.775, inclusive.
Sec. 273. Each national charitable organization and each corporation for public benefit and statewide charitable organization which is operating in this state and receives its major support from donations from the public shall upon July 1 of each year file with the secretary of state a report of its financial condition, showing all receipts and expenditures realized through operation in this state for the preceding year.
Sec. 274. NRS 84.030 is hereby amended to read as follows:
84.030 The articles of incorporation shall specify:
1. The name of the corporation [by which it shall be known, which name shall] , which must be the name of the person making and subscribing the articles and the title of his office in [such] the church or religious society, naming it if desired, and followed by the words and his successors, a corporation sole, or the title of his office in such church or religious society, naming it if desired, and followed by the words and his successors, a corporation sole.
2. The object of the corporation.
3. [The estimated value of the property at the time of making the articles of incorporation.
4.] The title of the person making the articles, and the manner in which any [such] vacancy occurring in the incumbency of [such] an archbishop, bishop, president, trustee in trust, president of stake, president of congregation, overseer, presiding elder, district superintendent, or other presiding officer, or clergyman is required by the rules, regulations or discipline of such church, society or denomination to be filled.
Sec. 275. Chapter 86 of NRS is hereby amended by adding thereto the provisions set forth as sections 276 to 332, inclusive, of this act.
Sec. 276. As used in this chapter, unless the context otherwise requires, the words and terms defined in sections 277 to 287, inclusive, have the meanings ascribed to them in those sections.
Sec. 277. Articles of organization means the articles of organization filed with the secretary of state for the purpose of forming a limited-liability company pursuant to this chapter.
Sec. 278. Bankrupt is limited to the effect of the federal statutes codified as Title 11 of the United States Code.
Sec. 279. Contribution means anything of value which a person contributes to the limited-liability company as a prerequisite for or in connection with membership, including cash, property or services rendered or a promissory note or other binding obligation to contribute cash or property or to perform services.
Sec. 280. Foreign limited-liability company means a limited-liability company formed under the laws of any jurisdiction other than this state.
Sec. 281. Limited-liability company or company means a limited-liability company organized and existing under this chapter.
κ1991 Statutes of Nevada, Page 1293 (CHAPTER 442, AB 655)κ
Sec. 282. Manager means a person elected by the members of a limited-liability company to manage the company pursuant to section 312 of this act.
Sec. 283. Member means a person who owns an interest in a limited-liability company.
Sec. 284. Members interest means a members share of the profits and losses of a limited-liability company and the right to receive distributions of the companys assets.
Sec. 285. Operating agreement means any valid written agreement of the members as to the affairs of a limited-liability company and the conduct of its business.
Sec. 286. Real property includes land, any interest, leasehold or estate in land, and any improvements on it.
Sec. 287. Registered office means the office required to be maintained by section 296 of this act.
Sec. 288. A limited-liability company may be organized under this chapter for any lawful purpose, except banking or insurance.
Sec. 289. Two or more persons may form a limited-liability company by signing, verifying and delivering in duplicate to the secretary of state articles of organization for the company.
Sec. 290. 1. The articles of organization must set forth:
(a) The name of the limited-liability company;
(b) The period of its duration, which may not exceed 30 years from the date of filing with the secretary of state;
(c) The purpose for which the company is organized;
(d) The address of its principal place of business in the state and the name and business address of the agent for service of process in the state;
(e) The right, if given, of the members to admit additional members, and the terms and conditions of the admission;
(f) The right, if given, of the remaining members of the company to continue the business on the death, retirement, resignation, expulsion, bankruptcy or dissolution of a member or occurrence of any other event which terminates the continued membership of a member in the company; and
(g) 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.
2. If the company is to be managed by a manager or managers, the articles of organization must so state and must set out the names and addresses of such manager or managers who are to serve as managers until the first annual meeting of members or until their successors are elected and qualify. If the management of a limited-liability company is reserved to the members, the names and addresses of the members must be set out in the articles of organization, and the rights, if any, of the members to contract debts on behalf of the limited-liability company.
3. It is not necessary to set out in the articles of organization any of the powers enumerated in this act.
κ1991 Statutes of Nevada, Page 1294 (CHAPTER 442, AB 655)κ
Sec. 291. The articles of organization must be executed in the following manner:
1. Original articles of organization must be signed by all members then existing as named in the articles.
2. Amended articles of organization which admit new members must be signed by all members, including the new members.
Sec. 292. The two signed copies of the articles of organization delivered to the secretary of state must be filed and acted upon according to the procedure prescribed by NRS 88.380 for the certificate of limited partnership.
Sec. 293. 1. Upon the endorsement of the articles of organization, the limited-liability company is considered organized, and the endorsed articles of organization are rebuttable evidence that all conditions precedent required to be performed by the members have been complied with and that the limited-liability company has been legally organized pursuant to this chapter.
2. A limited-liability company must not transact business or incur indebtedness, except that which is incidental to its organization or to obtaining subscriptions for or payment of contributions, until the secretary of state has endorsed the articles of organization.
Sec. 294. The fact that the articles of organization are on file in the office of the secretary of state is notice that the limited-liability company is a limited liability company and is notice of all other facts sets forth therein which are required to be set forth in the articles of organization, unless the existence and facts set forth have been rebutted and made a part of a record of any court of competent jurisdiction.
Sec. 295. 1. The words limited-liability company must be the last words of the name of every limited-liability company formed under the provisions of this chapter and, in addition, the name of the limited-liability company may not:
(a) Contain a word or phrase which indicates or implies that it is organized for a purpose other than one or more of the purposes contained in its articles of organization; and
(b) Be the same as, or deceptively similar to the name of a limited-liability company, limited partnership or corporation existing under the laws of this state or a foreign limited-liability company, foreign limited partnership, or foreign corporation authorized to transact business in this state, or a name the exclusive right to which is, at the time, reserved in the manner provided under the laws of this state, unless:
(1) The written acknowledged consent of the other limited-liability company or holder of a reserved or registered name to use the same name or a name which is deceptively similar to the registered name accompanies the articles of organization;
(2) One or more words are added, altered or deleted so that the name is not the same as or deceptively similar to the reserved or registered name; or
(3) A certified copy of a final decree of a court of competent jurisdiction establishing the prior right of the applicant to the use of the name in this state.
κ1991 Statutes of Nevada, Page 1295 (CHAPTER 442, AB 655)κ
2. Omission of the word limited or as abbreviated, Ltd., in the use of the name of a limited-liability company renders any person who participates in the omission, or knowingly acquiesces in it, liable for indebtedness, damage or liability occasioned by the omission.
3. The identification a limited-liability company must appear after the name of a limited-liability company on all correspondence, stationery, checks, invoices and all documents and papers executed by the limited-liability company.
4. The exclusive right to the use of a name may be reserved by the manner prescribed in NRS 88.325.
Sec. 296. 1. Each limited-liability company shall have and continuously maintain in this state:
(a) A registered office, which may be, but need not be, the same as its place of business and at which its records must be maintained in written form, or in a form which can be converted to written form in a reasonable time.
(b) An agent for service of process, who may be a natural person resident in this state whose business office is identical with the registered office, or a domestic corporation, or a foreign corporation authorized to transact business in this state, which has a business office identical with the registered office.
2. Every agent for service of process must, within 10 days after acceptance of an initial appointment, file a certificate thereof in the office of the secretary of state.
3. Within 30 days after changing the location of his office from one address to another in this state, an agent for service of process must file a certificate with the secretary of state setting forth the names of the limited-liability companies represented by him, the address at which he has maintained the office for each of the limited-liability companies, and the new address to which the office is transferred.
Sec. 297. 1. Each limited-liability company shall keep at its registered office:
(a) A current list of the full name and last known business address of each member and manager separately indentifying the members in alphabetical order and the managers, if any, in alphabetical order;
(b) A copy of the filed articles of organization and all amendments thereto, together with executed copies of any powers of attorney pursuant to which any document has been executed;
(c) Copies of the companys federal income tax returns and reports, if any, for the 3 most recent years;
(d) Copies of any then effective written operating agreement and of any financial statements of the company for the 3 most recent years; and
(e) Unless contained in the articles of organization, 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 member and which each member has agreed to contribute;
(2) The items as which or events on the happening of which any additional contributions agreed to be made by each member are to be made;
κ1991 Statutes of Nevada, Page 1296 (CHAPTER 442, AB 655)κ
(3) Any right of a member to receive, or of a manager to make, distributions to a member which include a return of all or any part of the members contribution; and
(4) Any events upon the happening of which the limited liability is to be dissolved and its affairs wound up.
2. Records kept pursuant to this section are subject to inspection and copying at the reasonable request, and at the expense, of any member during ordinary business hours.
Sec. 298. The resignation of an agent for service of process, notice, and the designation of new agent must be conducted in the same manner prescribed by NRS 88.332 for limited partnerships.
Sec. 299. 1. If a limited-liability company has failed for 30 days to appoint and maintain an agent for service of process in this state, or has failed for 30 days after change of its registered office or agent for service of process to file in the office of the secretary of state a statement of the change, or has failed to pay the fee required by section 332 of this act, it is transacting business in this state without authority and it has forfeited any franchises, rights or privileges acquired under the laws of this state. The forfeiture must be made as provided in this section.
2. The secretary of state shall compile a list in the manner as required by NRS 88.405 for limited partnerships and notify the defaulting companies in the manner as required by NRS 88.405 for limited partnerships. Unless compliance is made within 30 days of the delivery of notice, the limited-liability company is defunct and its filed articles of organization are suspended.
3. A defunct limited-liability company may at any time within 1 year after the suspension of its articles of organization, in the manner as required by NRS 88.410 for limited partnerships, be revived and reinstated, by filing the necessary statement under this chapter and paying the prescribed fee, together with a penalty of $100.
Sec. 300. 1. The agent for service of process appointed by a limited-liability company is an agent of the company upon whom any process, notice or demand required or permitted by law to be served upon the company may be served.
2. If a limited-liability company fails to appoint or maintain an agent for service of process in this state, or if its agent for service of process cannot with reasonable diligence be found at the registered office, then the secretary of state is an agent of the company upon whom any process, notice or demand may be served. Service on the secretary of state of any process, notice or demand must be made by delivering to and leaving with him, or with any clerk of his office, duplicate copies of the process, notice or demand. If any process, notice or demand is served on the secretary of state, he shall immediately cause one of the copies thereof to be forwarded by registered mail addressed to the limited-liability company at its registered office. Any service so had on the secretary of state must be returnable in not less than 30 days.
3. The secretary of state shall keep a record of all process, notices and demands served upon him pursuant to this section and shall record therein the time of service and his action with reference thereto.
κ1991 Statutes of Nevada, Page 1297 (CHAPTER 442, AB 655)κ
4. This section does not limit or affect the right to serve any process, notice or demand required or permitted by law to be served upon a limited-liability company in any other manner permitted by law.
Sec. 301. A limited-liability company organized and existing under this chapter may:
1. Sue and be sued, complain and defend, in its name;
2. Purchase, take, receive, lease or otherwise acquire, own, hold, improve, use and otherwise deal in and with real or personal property, or an interest in it, wherever situated;
3. Sell, convey, mortgage, pledge, lease, exchange, transfer and otherwise dispose of all or any part of its property and assets;
4. Lend money to and otherwise assist its members;
5. Purchase, take, receive, subscribe for or otherwise acquire, own, hold, vote, use, employ, sell, mortgage, lend, pledge or otherwise dispose of, and otherwise use and deal in and with shares or other interests in or obligations of domestic or foreign limited-liability companies, domestic or foreign corporations, associations, general or limited partnerships or natural persons, or direct or indirect obligations of the United States or of any government, state, territory, governmental district or municipality or of any instrumentality of it;
6. Make contracts and guarantees and incur liabilities, borrow money at such rates of interest as the company may determine, issue its notes, bonds and other obligations and secure any of its obligations by mortgage or pledge of all or any part of its property, franchises and income;
7. Lend money for its proper purposes, invest and reinvest its money and take and hold real property and personal property for the payment of money so loaned or invested;
8. Conduct its business, carry on its operations and have and exercise the powers granted by this chapter in any state, territory, district or possession of the United States, or in any foreign country;
9. Elect or appoint managers and agents, and define their duties and fix their compensation;
10. Make and alter operating agreements, not inconsistent with its articles of organization or with the laws of this state, for the administration and regulation of the affairs of the limited-liability company;
11. Cease its activities and surrender its articles of organization;
12. Have and exercise all powers necessary or convenient to effect any of the purposes for which the company is organized; and
13. Become a member of a general partnership, limited partnership, joint venture or similar association, or any other limited-liability company.
Sec. 302. A limited-liability company may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, except an action by or in the right of the company, by reason of the fact that he is or was a manager, member, employee or agent of the company, or is or was serving at the request of the company as a manager, member, employee or agent of another limited-liability company, partnership, joint venture, trust or other enterprise, against expenses, including attorneys fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with the action, suit or proceeding if he acted in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the company, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.
κ1991 Statutes of Nevada, Page 1298 (CHAPTER 442, AB 655)κ
in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the company, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement or conviction, or upon a plea of nolo contendere or its equivalent, does not, of itself, create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the limited liability company, and that, with respect to any criminal action or proceeding, he had reasonable cause to believe that his conduct was unlawful.
Sec. 303. A limited-liability company may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the company to procure a judgment in its favor by reason of the fact that he is or was a manager, member, employee or agent of the company, or is or was serving at the request of the company as a manager, member, employee or agent of another limited-liability company, corporation, partnership, joint venture, trust or other enterprise against expenses, including amount paid in settlement and attorneys fees actually and reasonably incurred by him in connection with the defense or settlement of the action or suit if he acted in good faith and in a manner in which he reasonably believed to be in or not opposed to the best interests of the company. Indemnification may not be made for any claim, issue or matter as to which such a person has been adjudged by a court of competent jurisdiction, after exhaustion of all appeals therefrom, to be liable to the company or for amounts paid in settlement to the company, unless and only to the extent that the court in which the action or suit was brought or other court of competent jurisdiction determines upon application that in view of all the circumstances of the case, he is fairly and reasonably entitled to indemnity for such expenses as the court deems proper.
Sec. 304. 1. To the extent that a manager, member, employee or agent of a limited-liability company has been successful on the merits or otherwise in defense of any action, suit or proceeding described in sections 285 and 286 of this act, or in defense of any claim, issue or matter therein, the company shall indemnify him against expenses, including attorneys fees, actually and reasonably incurred by him in connection with the defense.
2. Any indemnification under sections 302 and 303 of this act, unless ordered by a court or advanced pursuant to section 303 of this act, may be made by the limited-liability company only as authorized in the specific case upon a determination that indemnification of the manager, member, employee or agent is proper in the circumstances. The determination must be made:
(a) By the members;
(b) By a majority vote of a quorum of managers, if the company has managers, who were not parties to the act, suit or proceeding;
(c) If a majority vote of the managers who were not parties to the act, suit or proceeding so ordered, by independent legal counsel in a written opinion; or
(d) If managers who were not parties to the act, suit or proceeding cannot be obtained, by independent legal counsel in a written opinion.
κ1991 Statutes of Nevada, Page 1299 (CHAPTER 442, AB 655)κ
Sec. 305. The articles of organization and the operating agreement made by a limited-liability company may provide that the expenses of members and managers incurred in defending a civil or criminal action, suit or proceeding must be paid by the company as they are incurred and in advance of the final disposition of the action, suit or proceeding, upon receipt of an undertaking by or on behalf of the manager or member to repay the amount if it is ultimately determined by a court of competent jurisdiction that he is not entitled to be indemnified by the company. The provisions of this section do not affect any rights to advancement of expenses to which personnel of the company other than managers or members may be entitled under any contract or otherwise by law.
Sec. 306. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this section:
1. Does not exclude any other rights to which a person seeking indemnification or advancement of expenses may be entitled under the articles of organization or any operating agreement, vote of members or disinterested managers, if any, or otherwise, for an action in his official capacity or an action in another capacity while holding his office, except that indemnification, unless ordered by a court pursuant to section 303 of this act or for the advancement of expenses made pursuant to section 305 of this act, may not be made to or on behalf of any member or manager if a final adjudication establishes that his acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action.
2. Continues for a person who has ceased to be a member, manager, employee or agent and inures to the benefit of his heirs, executors and administrators.
Sec. 307. 1. A limited-liability company may purchase and maintain insurance or make other financial arrangements on behalf of any person who is or was a member, manager, employee or agent of the company, or is or was serving at the request of the company as a manager, member, employee or agent of another corporation, limited-liability company, partnership, joint venture, trust or other enterprise for any liability asserted against him and liability and expenses incurred by him in his capacity as a manager, member, employee or agent, or arising out of his status as such, whether or not the company has the authority to indemnify him against such liability and expenses.
2. The other financial arrangements made by the company pursuant to subsection 1 may include:
(a) The creation of a trust fund.
(b) The establishment of a program of self-insurance.
(c) The securing of its obligation of indemnification by granting a security interest or other lien on any assets of the company.
(d) The establishment of a letter of credit, guaranty or surety.
No financial arrangement made pursuant to this subsection may provide protection for a person adjudged by a court of competent jurisdiction, after exhaustion of all appeals therefrom, to be liable for intentional misconduct, fraud or a knowing violation of law, except with respect to the advancement of expenses or indemnification ordered by a court.
κ1991 Statutes of Nevada, Page 1300 (CHAPTER 442, AB 655)κ
3. Any insurance or other financial arrangement made on behalf of a person pursuant to this section may be provided by the company or any other person approved by the managers, if any, or by the members, if no managers exist, even if all or part of the other persons members interest in the company is owned by the company.
Sec. 308. In the absence of fraud:
1. The decision of a limited-liability company as to the propriety of the terms and conditions of any insurance or other financial arrangement made pursuant to section 307 of this act and the choice of the person to provide the insurance or other financial arrangement is conclusive; and
2. The insurance or other financial arrangement:
(a) Is not void or voidable; and
(b) Does not subject any manager or member approving it to personal liability for his action,
even if a manager or member approving the insurance or other financial arrangement is a beneficiary of the insurance or other financial arrangement.
Sec. 309. A limited-liability company or its subsidiary which provides self-insurance for itself or for an affiliated limited-liability company pursuant to this section is not subject to the provisions of Title 57 of NRS.
Sec. 310. The members of a limited-liability company and the managers of a limited-liability company managed by a manager or managers are not liable under a judgment, decree or order of a court, or in any other manner, for a debt, obligation or liability of the company.
Sec. 311. The contributions to capital of a member to a limited-liability company may be in cash, property or services rendered, or a promissory note or other obligation to contribute cash or property or to perform services.
Sec. 312. Except as otherwise provided in this section, management of a limited-liability company is vested in its members in proportion to their contribution to its capital, as adjusted from time to time to reflect properly any additional contributions or withdrawals by the members. If provision is made in the articles of organization, management of the company may be vested in a manager or managers who must be elected annually by the members in the manner prescribed by the operating agreement of the company. The manager or managers also hold the offices and have the responsibilities accorded to them by the members and set out in the operating agreement.
Sec. 313. Except as otherwise provided in this chapter, no debt may be contracted or liability incurred by or on behalf of a limited-liability company, except by one or more of its managers if management of the limited liability company has been vested by the members in a manager or managers or, if management of the limited liability company is retained by the members, then as provided in the articles of organization.
Sec. 314. Real and personal property owned or purchased by a limited-liability company must be held and owned, and conveyance made, in the name of the company. Instruments and documents providing for the acquisition, mortgage or disposition of property of the company are valid and binding upon the company if executed by one or more managers of a company which has a manager or managers or as provided by the articles of organization of a company in which management has been retained by the members.
κ1991 Statutes of Nevada, Page 1301 (CHAPTER 442, AB 655)κ
Sec. 315. A limited-liability company may, from time to time, divide the profits of its business and distribute them to its members upon the basis stipulated in the operating agreement, if after distribution is made, the assets of the company are in excess of all liabilities of the company except liabilities to members on account of their contributions.
Sec. 316. 1. A member is not entitled to receive out of a limited-liability company property any part of his contributions to capital until:
(a) All liabilities of the company, except liabilities to members on account of their contributions to capital, have been paid or there remains property of the company sufficient to pay them;
(b) The consent of all members is had, unless the return of the contribution to capital may be rightfully demanded as provided in this chapter; or
(c) The articles of organization are canceled or so amended as to set out the withdrawal or reduction.
2. Subject to the provisions of subsection 1 of this section, a member may rightfully demand the return of his or its contribution:
(a) On the dissolution of the limited-liability company; or
(b) After he has given all other members of the limited liability company 6 months prior notice in writing, if no time is specified in the articles of organization for the dissolution of the limited liability company.
3. In the absence of a statement in the articles of organization to the contrary or the consent of all members of the company, a member, irrespective of that nature of his contribution, has only the right to demand and receive cash in return for his or its contribution to capital.
4. A member of a limited-liability company may petition the district court to order the company dissolved and its affairs wound up when:
(a) The member rightfully but unsuccessfully has demanded the return of his or its contribution; or
(b) The other liabilities of the company have not been paid, or the companys property is insufficient for their payment and the member would otherwise be entitled to the return of his contribution.
Sec. 317. 1. A member is liable to a limited-liability company:
(a) For the difference between his contributions to capital as actually made and that stated in the articles of organization or operating agreement as having been made; and
(b) For any unpaid contribution to capital which he agreed in the articles of organization or operating agreement to make in the future at the time and on the conditions stated in the articles of organization or operating agreement.
2. A member holds as trustee for the company:
(a) Specific property stated in the articles of organization or operating agreement as contributed by him, but which was not contributed or which has been wrongfully or erroneously returned; and
(b) Money or other property wrongfully paid or conveyed to him on account of his contribution.
3. The liabilities of a member as set out in this section can be waived or compromised only by the consent of all members, but a waiver or compromise does not affect the right of a creditor of the company who extended credit or whose claim arose after the filing and before a cancellation or amendment of the articles of organization or operating agreement, to enforce the liabilities.
κ1991 Statutes of Nevada, Page 1302 (CHAPTER 442, AB 655)κ
whose claim arose after the filing and before a cancellation or amendment of the articles of organization or operating agreement, to enforce the liabilities.
4. When a contributor has rightfully received the return in whole or in part of his contribution to capital, the contributor is liable to the company for any sum, not in excess of the return with interest, necessary to discharge its liability to all of its creditors who extended credit or whose claims arose before the return.
Sec. 318. 1. The interest of each member of a limited-liability company is personal property, and except as otherwise provided in this section may be transferred or assigned as provided in the operating agreement. If all of the other members of the company other than the member proposing to dispose of his interest do not approve of the proposed transfer or assignment by unanimous written consent, the transferee of the members interest has no right to participate in the management of the business and affairs of the company or to become a member. The transferee is only entitled to receive the share of profits or other compensation by way of income, and the return of contributions, to which that member would otherwise be entitled.
2. A substituted member is a person admitted to all the rights of a member who has died or has assigned his interest in a limited-liability company with the approval of all the members of the company by unanimous written consent. The substituted member has all the rights and powers and is subject to all the restrictions and liabilities of his assignor, except that the substitution of the assignee does not release the assignor from liability to the company under this section.
Sec. 319. On application to a court of competent jurisdiction by a judgment creditor of a member, the court may charge the members 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 members interest. This section does not deprive any member of the benefit of any exemption applicable to his interest.
Sec. 320. 1. A limited-liability company organized under this chapter must be dissolved upon the occurrence of any of the following events:
(a) When the period fixed for the duration of the limited-liability company expires;
(b) By the unanimous written agreement of all members; or
(c) Upon the death, retirement, resignation, expulsion, bankruptcy or dissolution of a member or occurrence of any other event which terminates his continued membership in the company, unless the business of the company is continued by the consent of all the remaining members under a right to do so stated in the articles of organization of the company.
2. As soon as possible after the occurrence of any of the events specified in this section, the company must execute a statement of intent to dissolve in such form as prescribed by the secretary of state.
Sec. 321. Two signed copies of the statement of intent to dissolve must be delivered to the secretary of state. Unless the secretary of state finds that the statement does not conform to law, he shall, when all fees prescribed by law have been paid:
1. Endorse on each of such duplicate originals the word Filed and the month, day and year of the filing thereof;
κ1991 Statutes of Nevada, Page 1303 (CHAPTER 442, AB 655)κ
2. File one of the duplicate originals in his office; or
3. Return the other duplicate original to the limited-liability company or its representative.
Sec. 322. Upon the filing by the secretary of state of a statement of intent to dissolve, the limited-liability company shall cease to carry on its business, except insofar as may be necessary for the winding up of its business, but its separate existence continues until the articles of dissolution have been filed with the secretary of state or until a decree dissolving the company has been entered by a court of competent jurisdiction.
Sec. 323. 1. In settling accounts after dissolution, the liabilities of a limited-liability company are entitled to payment in the following order:
(a) Those to creditors, in the order of priority as provided by law, except those to members of the limited liability company on account of their contributions;
(b) Those to members of the limited liability company in respect of their share of the profits and other compensation by way of income on their contributions; and
(c) Those to members of the limited liability company in respect of their contributions to capital.
2. Subject to any statement in the operating agreement, members share in the companys assets in respect to their claims for capital and in respect to their claims for profits or for compensation by way of income on their contributions, respectively, in proportion to the respective amounts of the claims.
Sec. 324. When all debts, liabilities and obligations have been paid and discharged or adequate provision has been made therefor and all of the remaining property and assets have been distributed to the members, articles of dissolution must be executed in duplicate and verified by the person signing the articles, which must set forth:
1. The name of the limited-liability company;
2. That the secretary of state has theretofore endorsed a statement of intent to dissolve the company as filed and the date on which such statement was filed;
3. That all debts, obligations and liabilities have been paid and discharged or that adequate provision has been made therefor;
4. That all the remaining property and assets have been distributed among its members in accordance with their respective rights and interests; and
5. That there are no suits pending against the company in any court or that adequate provision has been made for the satisfaction of any judgment, order or decree which may be entered against it in any pending suit.
Sec. 325. 1. Two signed copies of the articles of dissolution must be delivered to the secretary of state. Unless the secretary of state finds that the articles of dissolution do not conform to law, he shall when all fees and license taxes prescribed by law have been paid:
(a) Endorse on each of such duplicate originals the word Filed and the month, day and year of the filing thereof; and
(b) File one of the duplicate originals in this office.
2. One duplicate original of the articles of dissolution filed by the secretary of state must be returned to the representative of the dissolved limited-liability company.
κ1991 Statutes of Nevada, Page 1304 (CHAPTER 442, AB 655)κ
liability company. Upon the filing of the articles of dissolution the existence of the company ceases, except for the purposes of suits, other proceedings and appropriate action as provided in this chapter. The manager or managers in office at the time of dissolution, or the survivors of them, are thereafter trustees for the members and creditors of the dissolved company and as such have authority to distribute any property of the company discovered after dissolution, convey real estate and take such other action as may be necessary on behalf of and in the name of the dissolved company.
3. The articles of organization must be canceled by the secretary of state upon filing of the articles of dissolution.
Sec. 326. 1. The articles of organization of a limited-liability company must be amended when:
(a) There is a change in the name of the company;
(b) There is a change in the character of the business of the company;
(c) There is a false or erroneous statement in the articles of organization;
(d) There is a change in the time as stated in the articles of organization for the dissolution of the company;
(e) A time is fixed for the dissolution of the company if no time is specified in the articles of organization; or
(f) The members desire to make a change in any other statement in the articles of organization to represent accurately the agreement between them.
2. The form prescribed by NRS 88.355 for the amendment of a certificate of limited partnership must be followed to evidence an amendment to the articles of organization of a limited-liability company. The amendment must be signed and sworn to by all members and an amendment adding a new member must be signed also by the member to be added. Duplicate originals of the amendment must be forwarded to the secretary of state for filing, accompanied by the requisite filing fee.
Sec. 327. A member of a limited-liability company is not a proper party to proceedings by or against the company, except where the object is to enforce the members right against or liability to the company.
Sec. 328. When, under the provisions of this chapter or under the provisions of the articles of organization or operating agreement of a limited-liability company, notice is required to be given to a member or to a manager of the company, if it has a manager or managers, a waiver in writing signed by the person or persons entitled to the notice, whether before or after the time stated in it, is equivalent to the giving of notice.
Sec. 329. All persons who assume to act as a limited-liability company without authority to do so are jointly and severally liable for all debts and liabilities of the company.
Sec. 330. The provisions of this chapter apply to commerce with foreign nations and among the several states. It is the intention of the legislature by enactment of this chapter that the legal existence of limited-liability companies formed under this chapter be recognized beyond the limits of this state and that, subject to any reasonable requirement of registration, any such company transacting business outside this state be granted protection of full faith and credit under Section 1 of Article IV of the Constitution of the United States.
κ1991 Statutes of Nevada, Page 1305 (CHAPTER 442, AB 655)κ
Sec. 331. A foreign limited-liability company may register with the secretary of state by complying with the provisions of NRS 88.570 to 88.605, inclusive, which provide for registration of foreign limited partnerships, except that:
(a) The provisions of subsection 7 of NRS 88.575 do not apply; and
(b) Cancellation is accomplished by filing articles of dissolution signed by all managers, if any, or by all members, if there are no managers.
Sec. 332. 1. The secretary of state shall charge and collect for:
(a) Filing the original articles of organization, or for registration of a foreign company, the same fee as required by subsection 1 of NRS 88.415 for filing a certificate of limited partnership;
(b) Amending the articles of organization, or amending the registration of a foreign company the same fee as required by subsection 2 of NRS 88.415 for filing a certificate of amendment of limited partnership or restated certificate of limited partnership;
(c) Filing a statement of intent to dissolve, $5;
(d) Filing articles of dissolution, and canceling the articles of organization of a domestic or foreign company, $10;
(e) Filing a statement of change of address of records office or change of the agent for service of process, or both, $15;
(f) The corresponding documents of a limited-liability company, the same fees as required by subsections 6 to 11, inclusive, of NRS 88.415; and
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, $5 which may be recovered as taxable costs by the party to the suit or action causing the service to be made if the party prevails in the suit or action.
Sec. 332.5. 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. If more than one person organizes such a corporation, each of the persons organizing the corporation must, except as otherwise provided in subsection 2 of NRS 89.050, be authorized to perform the same professional service. 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 residential addresses of the original stockholders and directors of the professional corporation.
(c) A certificate from the regulating board of the profession to be practiced showing that each of the [stockholders and] directors , and each of the stockholders who is a natural person, is licensed to practice the profession.
2. The corporate name of a professional corporation must contain the words Professional Corporation or the abbreviation Prof. Corp., or the word Chartered 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.
κ1991 Statutes of Nevada, Page 1306 (CHAPTER 442, AB 655)κ
Sec. 332.7. NRS 89.050 is hereby amended to read as follows:
89.050 1. Except as otherwise provided in subsection 2, a professional corporation may be organized only for the purpose of rendering one specific type of professional service and may not engage in any business other than rendering the professional service for which it was organized and services reasonably related thereto, except that a professional corporation may own real and personal property appropriate to its business and may invest its funds in any form of real property, securities or any other type of investment.
2. A professional corporation may be organized to render professional service relating to:
(a) Architecture, engineering and landscape architecture, or any combination thereof, and may be composed of persons engaged in the practice of architecture as provided in chapter 623 of NRS, persons engaged in the practice of landscape architecture as provided in chapter 623A of NRS and persons engaged in the practice of professional engineering as provided in chapter 625 of NRS.
(b) Medicine and osteopathy, and may be composed of persons engaged in the practice of medicine as provided in chapter 630 of NRS and persons engaged in the practice of osteopathic medicine as provided in chapter 633 of NRS. Such a professional corporation may market and manage additional professional corporations which are organized to render professional service relating to medicine and osteopathy.
3. A professional corporation may render professional service only through its officers and employees, all of whom must be authorized to render that professional service.
Sec. 333. NRS 89.070 is hereby amended to read as follows:
89.070 1. Except as otherwise provided in [subsection 3, no] subsections 2 and 3:
(a) No corporation organized under the provisions of this chapter may issue any of its [capital] stock to anyone other than a natural person who is licensed or authorized to render the same specific professional services as those for which the corporation was incorporated. [Except as provided in subsection 3, no]
(b) No stockholder of a corporation organized under this chapter may enter into a voting trust agreement or any other type of agreement vesting another person with the authority to exercise the voting power of any or all of his stock, unless the other person is licensed or authorized to render the same specific professional services as those for which the corporation was incorporated.
[2. Except as provided in subsection 3, no]
(c) No shares of a corporation organized under this chapter may be sold or transferred except to [an individual] a natural person who is eligible to be a stockholder of the corporation or to the personal representative or estate of a deceased or legally incompetent stockholder. The personal representative or estate of the stockholder may continue to own shares for a reasonable period, but may not participate in any decisions concerning the rendering of professional services. The articles of incorporation or bylaws may provide specifically for additional restrictions on the transfer of shares and may provide for the redemption or purchase of the shares by the corporation, its stockholders or an eligible individual account plan complying with the requirements of subsection [3] 2 at prices and in a manner specifically set forth.
κ1991 Statutes of Nevada, Page 1307 (CHAPTER 442, AB 655)κ
or an eligible individual account plan complying with the requirements of subsection [3] 2 at prices and in a manner specifically set forth. [The provisions dealing with the purchase or redemption by the corporation of its shares may not be invoked at a time or in a manner which would impair the capital of the corporation.] A stockholder may transfer his shares in the corporation or any other interest in the assets of the corporation to a revocable trust if he acts as trustee of the revocable trust and any person who acts as cotrustee and is not licensed to perform the services for which the corporation was incorporated does not participate in any decisions concerning the rendering of those services.
[3.] 2. A person not licensed to render the professional services for which the corporation was incorporated may own a beneficial interest in any of the assets, including corporate shares, held for his account by an eligible individual account plan sponsored by the professional corporation for the benefit of its employees, which is intended to qualify under section 401 of the Internal Revenue Code ( 26 U.S.C. § 401 ) if the terms of the trust are such that the total number of shares which may be distributed for the benefit of persons not licensed to render the professional services for which the corporation was incorporated is less than a controlling interest and:
(a) The trustee of the trust is licensed to render the same specific professional services as those for which the corporation was incorporated; or
(b) The trustee is not permitted to participate in any corporate decisions concerning the rendering of professional services in his capacity as trustee. A trustee who is individually a stockholder of the corporation may participate in his individual capacity as a stockholder, director or officer in any corporate decision.
3. A professional corporation in which all the stockholders who are natural persons are licensed or authorized to render the same specific professional service, may acquire and hold stock in another professional corporation, or in a similar corporation organized pursuant to the corresponding law of another state, if all the stockholders who are natural persons of the corporation whose stock is acquired are licensed or authorized to render the same specific professional service as the stockholders who are natural persons of the professional corporation that acquires the stock.
4. Any act in violation of this section is void and does not pass any rights or privileges or vest any powers, except to an innocent person who is not a stockholder and who has relied on the effectiveness of the action.
Sec. 334. NRS 89.080 is hereby amended to read as follows:
89.080 1. If any officer, stockholder, director or employee of a corporation organized under this chapter who has been rendering professional service to the public becomes legally disqualified to render such professional services within this state, he shall sever within a reasonable period all employment with and financial interest in such corporation; but [nothing contained in this chapter shall] this chapter does not prevent a corporation formed under this chapter from entering into [an employment] a contract with an employee [that] which provides for severance pay or for compensation for past services upon termination of employment, whether by death or otherwise.
2. No person [shall] may be an officer or director of a corporation organized under this chapter other than [an individual] a natural person who is duly licensed or otherwise legally authorized to render the same specific professional services as those for which the corporation was incorporated.
κ1991 Statutes of Nevada, Page 1308 (CHAPTER 442, AB 655)κ
duly licensed or otherwise legally authorized to render the same specific professional services as those for which the corporation was incorporated.
3. Upon the death of an employee of a corporation who has transferred his interest in the corporation to a revocable trust as permitted by NRS 89.070, the trustee of the revocable trust may continue to retain any interest so transferred, including corporate shares, for a reasonable period, but may not exercise any authority concerning the rendering of professional services and may not distribute the corporate interest to any person not licensed to render the services for which the corporation was incorporated.
4. A corporations failure to require compliance with the provisions of this section [shall be] is a ground for the forfeiture of its charter.
Sec. 334.5. NRS 89.090 is hereby amended to read as follows:
89.090 1. Each professional corporation shall, on or before the last day of the month in which the anniversary date of its incorporation occurs in each year, furnish a statement to the secretary of state showing the names and residence addresses of all stockholders, directors, officers and employees in the corporation and shall certify that all stockholders [,] who are natural persons and all directors, officers and employees are licensed or otherwise legally authorized to render professional service in this state. The statement must be made on a form prescribed by the secretary of state, but must not contain any fiscal or other information except that expressly called for by this section. The statement must be signed by the president or vice president of the corporation. The statement is in lieu of the regular annual report of corporations otherwise required by chapter 78 of NRS.
2. Upon filing the statement, the professional corporation shall pay to the secretary of state a fee of $50. For default there must be added to the amount of the fee a penalty of $15.
Sec. 335. NRS 89.240 is hereby amended to read as follows:
89.240 1. If any member or employee of a professional association who has been rendering professional service to the public becomes legally disqualified to render such professional service within this state, he shall sever within a reasonable period all employment with and financial interest in such association; but [nothing contained in this chapter shall] this chapter does not prevent a professional association from entering into [an employment] a contract with a member or employee [that] which provides for severance pay or for compensation for past services upon termination of employment, whether by death or otherwise. Upon the death of a member of the association who has transferred his interest in the association to a revocable trust as permitted by subsection 2, the trustee of the revocable trust may continue to retain any interest so transferred for a reasonable period, but may not exercise any authority concerning the rendering of professional services and may not distribute the interest in the association or its assets to any person not licensed in the association or its assets to any person not licensed to render the services for which the association was organized.
2. No membership interest in a professional association [shall] may be sold or transferred except to [an individual] a natural person who is eligible to be a member of [such] the association or to the personal representative or estate of a deceased or legally incompetent member [.] , except as provided in this subsection. The personal representative of such a member may continue to own such interest for a reasonable period, but [shall not be authorized to] may not participate in any decisions concerning the rendering of professional service.
κ1991 Statutes of Nevada, Page 1309 (CHAPTER 442, AB 655)κ
to own such interest for a reasonable period, but [shall not be authorized to] may not participate in any decisions concerning the rendering of professional service. A member may transfer his interest in the association or any other interest in the assets of the association to a revocable trust if he acts as trustee of the revocable trust and any person who acts as cotrustee and is not licensed to perform the services for which the association is organized does not participate in any decisions concerning the rendering of those professional services.
3. The articles of association may provide specifically for additional restrictions on the transfer of members interests and may provide for the redemption or purchase of such interest by the association or its other members at prices and in a manner specifically set forth. [The provisions dealing with the purchase or redemption by the association of a members interest may not be invoked at a time or in a manner that would create a capital deficit for the association.]
Sec. 336. NRS 14.020 is hereby amended to read as follows:
14.020 1. Every incorporated company or association , every limited-liability company, every limited partnership, and every municipal corporation created and existing under the laws of any other state, territory, or foreign government, or the Government of the United States, owning property or doing business in this state, shall appoint and keep in this state an agent, who may be either an individual or a domestic corporation, upon whom all legal process may be served for the corporation, association or municipal corporation as provided in subsection 2. The corporation, association , company, partnership or municipal corporation shall file a certificate of acceptance of appointment executed by its resident agent. The certificate must set forth the full name and address of the resident agent, which must be the same as that of the [principal] registered office. The certificate must be renewed in the manner required by NRS 80.070 whenever a change is made in the appointment or a vacancy occurs in the agency.
2. All legal process and any demand or notice authorized by law to be served upon the foreign corporation , association, company or partnership 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. 337. NRS 41.480 is hereby amended to read as follows:
41.480 1. A nonprofit corporation, association or organization formed under the laws of this state is not immune from liability for the injury or damage caused any person, firm or corporation as a result of the negligent or wrongful act of the nonprofit corporation, association or organization, or its agents, employees or servants acting within the scope of their agency or employment.
2. No action may be brought against an officer, trustee, director or other possessor of the corporate powers of a nonprofit [corporation,] association or [organization] trust formed under the laws of this state based on any act or omission arising from failure in his official capacity to exercise due care regarding the management or operation of the entity unless the act or omission involves intentional misconduct, fraud or a knowing violation of the law.
κ1991 Statutes of Nevada, Page 1310 (CHAPTER 442, AB 655)κ
regarding the management or operation of the entity unless the act or omission involves intentional misconduct, fraud or a knowing violation of the law.
Sec. 338. NRS 127.220 is hereby amended to read as follows:
127.220 As used in NRS 127.230 to 127.310, inclusive, unless the context otherwise requires:
1. Arrange the placement of a child means to make preparations for or bring about any agreement or understanding concerning the adoption of a child.
2. Child-placing agency means the welfare division of the department of human resources or a nonprofit corporation organized [under NRS 81.290 to 81.340, inclusive,] pursuant to chapter 82 of NRS, and licensed by the welfare division to place children for adoption or permanent free care.
3. Person includes a hospital.
4. Recommend the placement of a child means to suggest to a licensed child-placing agency that a prospective adoptive parent be allowed to adopt a specific child, born or in utero.
Sec. 339. NRS 225.140 is hereby amended to read as follows:
225.140 1. 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 copy and use of the state seal, for each impression.............................................................................................................. 5.00
For registering a mark, insignia or name............................................ 25.00
For the delivery of an attested certificate of the record of the registration of a mark, insignia or name..................................................................... 5.00
For each passport or other document signed by the governor and attested by the secretary of state...................................................................... 10.00
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 [$50,] $100, for providing special services including, but not limited to, providing service on the day it is requested or within 24 hours [.]
κ1991 Statutes of Nevada, Page 1311 (CHAPTER 442, AB 655)κ
is requested or within 24 hours [.] , accepting documents filed by telecopier, and other use of new technology.
3. All fees collected pursuant to paragraph (d) of subsection 2 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 must be carried forward into the next fiscal year. Money in the account may be transferred to the secretary of states 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:
(a) On the day it is requested or within 24 hours; or
(b) 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.
Sec. 340. NRS 232.250 is hereby amended to read as follows:
232.250 The director:
1. Shall appoint, with the consent of the governor, a chief of each of the divisions of the department. In making the appointments, the director may obtain lists of qualified persons from professional organizations, associations or other groups recognized by the department, if any. The director shall consult the state fire marshals advisory board and appoint the state fire marshal from the list of candidates presented by the board. The chief of the consumer affairs division is the commissioner of consumer affairs, the chief of the division of financial institutions is the commissioner of financial institutions, the chief of the housing division is the administrator of the housing division, the chief of the insurance division is the commissioner of insurance, the chief of the manufactured housing division is the administrator of the manufactured housing division, the chief of the real estate division is the real estate administrator, the chief of the state fire marshal division is the state fire marshal and the chief of the division of unclaimed property is the administrator of unclaimed property.
2. Is responsible for the administration through the divisions of the department of the provisions of Titles 55, 56 and 57, of NRS, chapters 319, 599B and 645 of NRS, and NRS 598.360 to 598.640, inclusive, and for the administration directly or through a division of all other provisions of law relating to the functions of the department. The director may, if he deems it necessary to carry out his administrative responsibilities, be considered as a member of the staff of any division of the department for the purpose of budget administration or for the performance of any duty or the exercise of any power with respect to the division.
3. May, within the limits of the financial resources made available to him, promote, participate in the operation of, and create or cause to be created, any nonprofit corporation, pursuant to [NRS 81.350 to 81.400, inclusive,] chapter 82 of NRS, which he determines is necessary or convenient for the exercise of the powers and duties of the department. The purposes, powers and operation of the corporation must be consistent with the purposes, powers and duties of the department.
κ1991 Statutes of Nevada, Page 1312 (CHAPTER 442, AB 655)κ
4. For any bonds which he is otherwise authorized to issue, may issue bonds the interest on which is not exempt from federal income tax or excluded from gross revenue for the purposes of federal income tax.
Sec. 341. NRS 278.320 is hereby amended to read as follows:
278.320 1. Subdivision means any land, vacant or improved, which is divided or proposed to be divided into five or more lots, parcels, sites, units or plots, for the purpose of any transfer, development or any proposed transfer or development unless exempted by one of the following provisions:
(a) The term subdivision does not apply to any division of land which is subject to the provisions of NRS 278.471 to 278.4725, inclusive.
(b) Any joint tenancy or tenancy in common shall be deemed a single interest in land.
(c) Unless a method of disposition is adopted for the purpose of evading this chapter or would have the effect of evading this chapter, the term subdivision does not apply to:
(1) Any division of land which is ordered by any court in this state or created by operation of law;
(2) A lien, mortgage, deed of trust or any other security instrument;
(3) A security or unit of interest in any investment trust regulated under the laws of this state or any other interest in an investment entity;
(4) Cemetery lots; or
(5) An interest in oil, gas, minerals or building materials, which are now or hereafter severed from the surface ownership of real property.
2. The board of county commissioners of any county may exempt any parcel or parcels of land from the provisions of NRS 278.010 to 278.630, inclusive, if:
(a) [Such] The land is owned by a railroad company or by a nonprofit corporation organized and existing pursuant to the provisions of chapter 81 or 82 of NRS which is an immediate successor in title to a railroad company, and [such] the land was in the past used in connection with any railroad operation; and
(b) Other persons now permanently reside on [such] the land.
3. This chapter does not apply to the division of land for agricultural purposes into parcels of more than 10 acres, if a street, road, or highway opening or widening or easement of any kind is not involved.
Sec. 342. NRS 319.165 is hereby amended to read as follows:
319.165 1. The division may create or cause to be created:
(a) Nonprofit corporations, pursuant to [NRS 81.350 to 81.400, inclusive;] chapter 82 of NRS;
(b) Grantor trusts; or
(c) Other instrumentalities,
which the division determines are necessary or convenient for the exercise of its powers and duties pursuant to this chapter.
2. Any corporation created pursuant to subsection 1 must be subject to the control of the administrator. The purposes, powers and operation of the corporation must be consistent with the purposes, powers and duties of the division.
3. Any notes, bonds or other obligations issued by a corporation, trust or other instrumentality created pursuant to subsection 1 are subject to the same requirements prescribed for notes, bonds and other obligations of the division in NRS 319.171, 319.270, 319.280, 319.323 and 319.327.
κ1991 Statutes of Nevada, Page 1313 (CHAPTER 442, AB 655)κ
requirements prescribed for notes, bonds and other obligations of the division in NRS 319.171, 319.270, 319.280, 319.323 and 319.327.
Sec. 343. NRS 332.221 is hereby amended to read as follows:
332.221 1. A governing body may provide maintenance services for vehicles which belong to, and may purchase motor vehicle fuel to sell to:
(a) Any public agency or organization which is supported by tax money; and
(b) Any private agency or organization which is incorporated as a non-profit corporation pursuant to chapter 81 or 82 of NRS,
and which uses the vehicles and fuel in specially providing transportation to the elderly or handicapped.
2. The governing body shall establish regulations for determining the eligibility of applicants for maintenance services and fuel pursuant to this section.
3. The costs of all maintenance services and fuel provided pursuant to this section must be paid for by the agency or organization which receives the service or fuel.
Sec. 344. NRS 349.750 is hereby amended to read as follows:
349.750 1. The director shall administer the provisions of NRS 349.700 to 349.870, inclusive. The director may:
(a) Employ or contract for the services of attorneys, accountants, financial experts, and other advisers, employees, consultants and agents as the director determines to be necessary.
(b) Enter into any agreement or other transaction with, or accept any grant from and cooperate with any governmental entity or other source in furtherance of the purposes of NRS 349.700 to 349.870, inclusive.
(c) Within the financial resources made available to him in administering the program:
(1) Create or cause to be created any nonprofit corporation, pursuant to [NRS 81.350 to 81.400, inclusive,] chapter 82 of NRS, which he determines is necessary or convenient for the furtherance of the purposes of NRS 349.700 to 349.870, inclusive. The purposes, powers and operation of the corporation must be consistent with the purposes of NRS 349.700 to 349.870, inclusive.
(2) Promote and assist the creation of any corporate entity formed under the general corporation laws of this or any other state or nation for the purpose of qualifying as a shared foreign sales corporation or other similar entity pursuant to 26 U.S.C. §§ 922 to 927, inclusive. The state must not have any financial interest in such a corporation.
2. If revenue bonds have been issued pursuant to NRS 349.825, the director shall, before September of each even-numbered year, submit a report of the operations of the department of commerce in connection with this program for the biennium ending June 30 of that year to the state board of finance and the legislative commission. This report must include a complete statement of the income, expenses, assets and liabilities of the program.
Sec. 345. Chapter 361 of NRS is hereby amended by adding thereto the provisions set forth as sections 346 and 347 of this act.
Sec. 346. The cemetery lands and property of any nonprofit corporation governed by the provisions of chapter 82 of NRS formed for the purposes of procuring and holding lands to be used exclusively for a cemetery or place of burial of the dead are exempt from all public taxes, rates and assessments, and are not liable to be sold on execution or be applied in payment of debts due from any individual proprietors.
κ1991 Statutes of Nevada, Page 1314 (CHAPTER 442, AB 655)κ
procuring and holding lands to be used exclusively for a cemetery or place of burial of the dead are exempt from all public taxes, rates and assessments, and are not liable to be sold on execution or be applied in payment of debts due from any individual proprietors. The proprietors of lots or plats in such cemeteries, their heirs or devisees, may hold the lots or plats exempt in the same way so long as the lots or plats remain dedicated to the purpose of a cemetery.
Sec. 347. The property on which stands a hospital or other charitable asylum for the care or relief of orphan children, or of sick, infirm or indigent persons, owned by a nonprofit corporation organized or existing pursuant to chapter 82 of NRS, together with the buildings, while occupied for those objects and purposes, is exempt from taxation.
Sec. 348. NRS 385.091 is hereby amended to read as follows:
385.091 The state board, in the name and on behalf of the system of public schools in this state, may:
1. Cause to be formed a nonprofit corporation pursuant to [NRS 81.290 to 81.340, inclusive,] chapter 82 of NRS for the acquisition of money and personal property for awards in recognition of exceptional teachers, pupils and public schools and for special projects regarding educational enhancement, including, but not limited to, any unique educational activity which is conducted by officials of the public schools to improve the educational performance of or learning opportunities for pupils or teachers in the public schools.
2. Determine the name of the corporation.
3. Specify that the corporation is formed for charitable and educational purposes, subject to the basic purpose of the corporation as set forth in subsection 1.
4. Specify any incidental powers which the corporation may exercise, including:
(a) The power to solicit and receive contributions, gifts, grants, devises and bequests of money and personal property, or any combination thereof;
(b) Any of the powers enumerated in [NRS 81.310,] section 190 of this act, except that the corporation may not receive or hold real property; and
(c) The power to do all acts as may be necessary, convenient or desirable to carry out the purposes for which the corporation is formed.
5. Provide for:
(a) The location and relocation of the office of the corporation;
(b) Upon the dissolution of the corporation and the liquidation of its obligations, the distribution of its assets to the system of public schools in this state;
(c) The perpetual existence of the corporation;
(d) The governing body of the corporation and the appointment and reappointment of members thereto; and
(e) The adoption of the bylaws for the corporation and any amendments thereto.
[The provisions of NRS 81.312 do not apply to a corporation formed pursuant to this section.]
Sec. 349. NRS 396.7992 is hereby amended to read as follows:
396.7992 The board of regents, in the name and on the behalf of the University of Nevada System, may:
κ1991 Statutes of Nevada, Page 1315 (CHAPTER 442, AB 655)κ
1. Cause to be formed a nonprofit corporation pursuant to [NRS 81.290 to 81.340, inclusive,] chapter 82 of NRS for the acquisition of real property for the future development and expansion of the University of Nevada, Reno, in Washoe County.
2. Provide the name of the corporation.
3. Specify it is formed for charitable and education purposes, subject to the basic object provided therefor in subsection 1.
4. Specify incidental powers which the corporation may exercise, including without limitation:
(a) The power to solicit and receive contributions, gifts, grants, devises and bequests of real and personal property, or any combination thereof;
(b) The powers enumerated in [NRS 81.310 and 81.312;] section 190 of this act; and
(c) The power to do all acts and things as may be necessary or convenient or desirable to carry out the objects and purposes for which the corporation is formed.
5. Provide for:
(a) The location and relocation of the principal office of the corporation;
(b) The distribution of its assets, after the liquidation of its obligations, if any, to the University of Nevada System or its board of regents, as it may determine, for the benefit of the University of Nevada System upon any dissolution and liquidation of the corporation;
(c) Its perpetual existence;
(d) Its governing body and appointments and reappointments of members thereto; and
(e) The adoption and alteration from time to time of bylaws by the corporation.
Sec. 350. NRS 396.801 is hereby amended to read as follows:
396.801 The board of regents, in the name and on the behalf of the University of Nevada System, may:
1. Cause to be formed a nonprofit corporation pursuant to [NRS 81.290 to 81.340, inclusive,] chapter 82 of NRS for the acquisition of real property for the future development and expansion of the University of Nevada, Las Vegas, in Clark County.
2. Provide the name of the corporation.
3. Specify it is formed for charitable and education purposes, subject to the basic object provided therefor in subsection 1.
4. Specify incidental powers which the corporation may exercise, including without limitation:
(a) The power to solicit and receive contributions, gifts, grants, devises and bequests of real and personal property, or any combination thereof;
(b) The powers enumerated in [NRS 81.310 and 81.312;] section 190 of this act; and
(c) The power to do all acts and things as may be necessary or convenient or desirable to carry out the objects and purposes for which the corporation is formed.
5. Provide for:
(a) The location and relocation of the principal office of the corporation;
κ1991 Statutes of Nevada, Page 1316 (CHAPTER 442, AB 655)κ
(b) The distribution of its assets, after the liquidation of its obligations, if any, to the University of Nevada System or the board of regents, as it may determine, for the benefit of the University of Nevada, Las Vegas, upon any dissolution and liquidation of the corporation;
(c) Its perpetual existence;
(d) Its governing body and appointments and reappointments of members thereto; and
(e) The adoption and alteration from time to time of bylaws by the corporation.
Sec. 351. NRS 426.715 is hereby amended to read as follows:
426.715 Any person who sells, solicits orders for or delivers, in any public building or on any public land, any commodity which a blind vendor is authorized by the bureau to sell is guilty of a misdemeanor except:
1. A person licensed by or under contract to the bureau;
2. A person who delivers a commodity to a blind vendor or for his account;
3. A person who is raising money for the charitable activities of a corporation organized for educational, religious, scientific, charitable or eleemosynary purposes under the provisions of chapter [81] 82 of NRS;
4. Public employees jointly sharing in the cost of coffee or other beverages purchased by them for their own use, if there is no commercial arrangement for the delivery of products and supplies to the building or land; or
5. A person who is authorized to conduct such an activity under the terms of a contract, lease or other arrangement with a municipality pursuant to NRS 496.090.
Sec. 352. Chapter 452 of NRS is hereby amended by adding thereto the provisions set forth as sections 353 and 354 of this act.
Sec. 353. 1. Whenever the cemetery lands and property of any nonprofit corporation governed by the provisions of chapter 82 of NRS formed for the purpose of procuring and holding lands to be used exclusively for a cemetery or place of burial of the dead are laid off into lots or plats, and the lots or plats, or any of them, are transferred to individual holders, and after there has been an interment in a lot or plat so transferred, the lot or plat, from the time of the interment, is forever thereafter inalienable, and, upon the death of the holder or proprietor thereof, descends to the heirs at law of the holder or proprietor, and to their heirs at law forever. Any one or more of the heirs at law may release to any other of the heirs at law his or their interest in the lot or plat, on such conditions as are agreed on and specified in the release, which must be recorded with the county recorder of the county within which the cemetery is situated.
2. The body of any deceased person must not be interred in such a lot or plat, unless it is the body of a person having, at the time of his decease, an interest in the lot or plat, or the relative of some person having such an interest, or the wife of such a person, or her relative, except by the consent of all persons having an interest in the lot or plat.
Sec. 354. 1. Unless a greater penalty is provided by NRS 206.125, a person who:
(a) Willfully destroys, mutilates, defaces, injures or removes any tomb, monument, gravestone, building or other structure placed in any cemetery of any nonprofit corporation governed by the provisions of chapter 82 of NRS formed for the purpose of procuring and holding lands to be used exclusively for a cemetery or place of burial of the dead;
κ1991 Statutes of Nevada, Page 1317 (CHAPTER 442, AB 655)κ
any nonprofit corporation governed by the provisions of chapter 82 of NRS formed for the purpose of procuring and holding lands to be used exclusively for a cemetery or place of burial of the dead;
(b) Willfully destroys, mutilates, defaces, injures or removes any fence, railing or other work for the protection or ornament of any cemetery of any such nonprofit corporation, or any tomb, monument, gravestone, or any structure, plat or lot within the cemetery; or
(c) Willfully destroys, cuts, breaks or injures any tree, shrub or plant within the limits of any cemetery of such nonprofit corporation,
is guilty of a misdemeanor.
2. An offender is also liable in an action of trespass to be brought in all cases in the name of the nonprofit corporation, to pay all damages which are occasioned by his unlawful act or acts. Any money recovered must be applied by the trustees to the reparation or restoration of the property which was destroyed or injured.
Sec. 355. NRS 599B.210 is hereby amended to read as follows:
599B.210 1. Every licensee, other than a licensee incorporated in this state, shall file with the secretary of state an irrevocable consent appointing the secretary of state as his agent to receive service of any lawful process in any action or proceeding against him arising pursuant to this chapter. Any lawful process against the licensee served upon the secretary of state as provided in subsection [3 of NRS 80.240 is of] 2 has the same force and validity as if served upon the licensee personally.
2. Process authorized by subsection 1 must be served by delivering to and leaving with the secretary of state duplicate copies of the process with payment of a fee of $10. The secretary of state shall forthwith forward one copy of the process by registered or certified mail prepaid to the licensee, or in the case of a licensee organized under the laws of a foreign government, to the United States manager or last appointed United States general agent of the licensee, giving the day and the hour of the service. Service of process is not complete until the copy thereof has been mailed and received by the licensee, and the receipt of the addressee is prima facie evidence of the completion of the service. If service of summons is made upon the secretary of state in accordance with the provisions of this section, the time within which the licensee is required to appear is extended 10 days.
Sec. 356. NRS 659.115 is hereby amended to read as follows:
659.115 1. No corporation, except a bank maintaining an office in this state and doing business under the laws of the United States, may solicit or accept deposits in this state or otherwise engage in the banking business in this state without first obtaining from the commissioner, as provided in this section, a license authorizing the corporation to use the name and transact the business of a bank. The transacting of any banking business without such authority is a gross misdemeanor.
2. For the purposes of this section solicits deposits has the meaning ascribed to it in [subsection 6 of NRS 80.240.] section 131 of this act.
Sec. 357. NRS 673.595 is hereby amended to read as follows:
673.595 1. A foreign association whose activities are limited to any one or more of those enumerated in NRS [80.240] 80.015 need not be licensed under this chapter.
κ1991 Statutes of Nevada, Page 1318 (CHAPTER 442, AB 655)κ
2. Except as provided in NRS 666.225 to 666.375, inclusive, a foreign association may not solicit or accept deposits in this state, but if it was licensed before July 1, 1985, under the provisions of this section then in force, it may renew that license annually subject to all the provisions, and upon payment of the fee, then in force.
Sec. 358. NRS 680A.230 is hereby amended to read as follows:
680A.230 The general corporation laws of this state do not apply to foreign insurers holding certificates of authority to transact insurance in this state, except as otherwise provided in NRS 80.190 . [, 80.240 and 80.260.]
Sec. 359. NRS 686B.270 is hereby amended to read as follows:
686B.270 The provisions of NRS [78.505 to 78.521, inclusive, 81.130, 81.280] 81.130 and 81.510 do not apply to the conversion of an essential insurance association to a domestic stock insurer as provided in NRS 686B.280 to 686B.320, inclusive.
Sec. 360. NRS 78.145, 78.210, 78.270, 78.285, 78.290, 78.376, 78.3761, 78.3762, 78.3763, 78.3764, 78.3765, 78.3766, 78.3767, 78.3769, 78.377, 78.3772, 78.3773, 78.3774, 78.3775, 78.3776, 78.3777, 78.3778, 78.395, 78.410, 78.415, 78.420, 78.425, 78.430, 78.435, 78.440, 78.445, 78.450, 78.455, 78.460, 78.465, 78.470, 78.475, 78.480, 78.485, 78.486, 78.487, 78.488, 78.490, 78.495, 78.500, 78.505, 78.507, 78.510, 78.515, 78.520, 78.521, 78.525, 78.530, 78.535, 78.625, 78.690, 80.240, 80.260, 81.002, 81.004, 81.005, 81.007, 81.0075, 81.008, 81.0085, 81.009, 81.0095, 81.280, 81.290, 81.300, 81.310, 81.312, 81.320, 81.330, 81.340, 81.350, 81.360, 81.370, 81.380, 81.390, 81.400, 81.530, 81.590, 82.010, 82.020, 82.030, 82.040, 82.050, 82.060, 82.070, 82.080, 82.085, 82.090, 82.100, 82.110, 82.120, 82.130, 82.140, 82.150, 82.160, 82.170, 82.180, 82.190, 82.200, 82.210, 82.220, 82.230, 82.240, 82.250, 82.260, 82.270, 82.280, 82.290, 82.295, 82.2951, 82.2952, 82.2953, 82.2954, 82.2955, 82.2956, 82.2957, 82.300, 82.310, 82.320, 82.330, 82.360, 82.390, 82.400, 82.410, 82.420, 82.430, 82.440, 82.450, 82.520, 82.530, 82.540, 82.550, 82.560, 82.570, 82.580, 82.590, 82.600, 82.610, 82.620, 82.630, 82.640, 82.650, 82.660, 82.670, 82.680, 82.690, 83.010, 83.020, 83.030, 83.040, 83.050, 83.060, 83.070, 83.080, 83.090, 83.100, 83.110, 83.120, 83.130, 85.010, 85.020, 85.030, 85.040, 85.050, 85.060, 85.070, 86.010, 86.020, 86.030, 86.040, 86.050, 86.060, 86.070, 86.080, 86.100, 86.110, 86.120, 86.130, 86.140, 86.150, 86.160, 86.170, 86.180 and 86.190 are hereby repealed.
Sec. 361. Section 135 of Assembly Bill No. 221 of this session is hereby amended to read as follows:
Sec. 135. NRS 278.320 is hereby amended to read as follows:
278.320 1. Subdivision means any land, vacant or improved, which is divided or proposed to be divided into five or more lots, parcels, sites, units or plots, for the purpose of any transfer, development or any proposed transfer or development unless exempted by one of the following provisions:
(a) The term subdivision does not apply to any division of land which is subject to the provisions of NRS 278.471 to 278.4725, inclusive.