reglab/housing_qa huggingface dataset:
NV Rev Stat § 92A.160 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.160 - Approval of plan of merger or exchange for domestic nonprofit corporation.

  1. A plan of merger or exchange involving a domestic nonprofit corporation must be adopted by the board of directors. The plan must also be approved by each public officer or other person whose approval of a plan of merger or exchange is required by the articles of incorporation of the domestic nonprofit corporation.  2. If the domestic nonprofit corporation has members entitled to vote on plans of merger or exchange, the board of directors of the domestic nonprofit corporation must recommend the plan of merger or exchange to the members, 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 members with the plan.  3. The board of directors may condition its submission of the proposed merger or exchange on any basis.  4. The members entitled to vote on a plan of merger or exchange must approve the plan at a meeting of members called for that purpose, by written consent pursuant to NRS 82.276, or by a vote by written ballot pursuant to NRS 82.326.  5. The corporation must notify, in the manner required by NRS 82.336, each nonprofit member of the time and place of the meeting of members at which the plan of merger or exchange will be submitted for a vote.  6. Unless the articles of incorporation of the domestic nonprofit corporation or the board of directors acting pursuant to subsection 3 require a greater vote or a vote by classes of members, the plan of merger or exchange to be authorized must be approved by a majority of a quorum of the members unless a class of members is entitled to vote thereon as a class. If a class of members is so entitled, the plan must be approved by a majority of a quorum of the votes entitled to be cast on the plan by each class.  7. Separate voting by a class of members 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 members to vote as a class on the proposed amendment; and  (b) On a plan of exchange by each class or series of memberships included in the exchange, with each class or series constituting a separate voting class.  (Added to NRS by 1995, 2082)
NV Rev Stat § 92A.162 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.162 - Approval of plan of merger, conversion or exchange for nonprofit cooperative corporation.

Unless otherwise provided in the articles of incorporation, a plan of merger, conversion or exchange involving a nonprofit cooperative corporation must be approved and adopted by the board of directors.  (Added to NRS by 2013, 774)
NV Rev Stat § 92A.165 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.165 - Approval of plan of merger, conversion or exchange for domestic business trust.

Unless otherwise provided in the certificate of trust or governing instrument of a domestic business trust, a plan of merger, conversion or exchange must be approved by all the trustees and beneficial owners of each domestic business trust that is a constituent entity in the merger.  (Added to NRS by 1999, 1626; A 2001, 1409, 3199; 2003, 3183)
NV Rev Stat § 92A.170 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.170 - Abandonment of planned merger, conversion or exchange before filing of articles.

After a merger, conversion or exchange is approved, and at any time before the articles of merger, conversion or exchange are filed, the planned merger, conversion or exchange may be abandoned, subject to any contractual rights, without further action, in accordance with the procedure set forth in the plan of merger, conversion or exchange or, if none is set forth, in the case of:  1. A domestic corporation, whether or not for profit, by the board of directors;  2. A domestic limited partnership, unless otherwise provided in the partnership agreement or certificate of limited partnership, by all general partners;  3. A domestic limited-liability company, unless otherwise provided in the articles of organization or an operating agreement, by members who own a majority in interest in the current profits of the company then owned by all of the members or, if the company has more than one class of members, by members who own a majority in interest in the current profits of the company then owned by the members in each class;  4. A domestic business trust, unless otherwise provided in the certificate of trust or governing instrument, by all the trustees;  5. A domestic general partnership, unless otherwise provided in the partnership agreement, by all the partners; and  6. A nonprofit cooperative corporation, unless otherwise provided in the articles of incorporation, by the board of directors.  (Added to NRS by 1995, 2083; A 1999, 1627; 2001, 1409, 3199; 2013, 774)
NV Rev Stat § 92A.175 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.175 - Termination of planned merger, conversion or exchange after filing of articles.

After a merger, conversion or exchange is approved, at any time after the articles of merger, conversion or exchange are filed but before an effective date specified in the articles which is later than the date of filing the articles, the planned merger, conversion or exchange may be terminated in accordance with a procedure set forth in the plan of merger, conversion or exchange by filing articles of termination pursuant to the provisions of NRS 92A.240.  (Added to NRS by 1999, 1626; A 2001, 1410, 3199)
NV Rev Stat § 92A.190 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.190 - Merger or exchange with foreign entity.

  1. One or more foreign entities may merge or enter into an exchange of owner’s interests with one or more domestic entities if:  (a) In a merger, the merger is permitted by the law of the jurisdiction under whose law each foreign entity is organized and governed and each foreign entity complies with that law in effecting the merger;  (b) In an exchange, the entity whose owner’s interests will be acquired is a domestic entity, whether or not an exchange of owner’s interests is permitted by the law of the jurisdiction under whose law the acquiring entity is organized;  (c) The foreign entity complies with NRS 92A.200 to 92A.240, inclusive, if it is the surviving entity in the merger or acquiring entity in the exchange and sets forth in the articles of merger or exchange its address where copies of process may be sent by the Secretary of State; and  (d) Each domestic entity complies with the applicable provisions of NRS 92A.100 to 92A.180, inclusive, and, if it is the surviving entity in the merger or acquiring entity in the exchange, with NRS 92A.200 to 92A.240, inclusive.  2. When the merger or exchange takes effect, the surviving foreign entity in a merger and the acquiring foreign entity in an exchange shall be deemed:  (a) To appoint the Secretary of State as its agent for service of process in a proceeding to enforce any obligation which accrued before the merger or exchange became effective or the rights of dissenting owners of each domestic entity that was a party to the merger or exchange. Service of such process must be made by personally delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of $100 for accepting and transmitting the process. The Secretary of State shall forthwith send by registered or certified mail one of the copies to the surviving or acquiring entity at its specified address, unless the surviving or acquiring entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.  (b) To agree that it will promptly pay to the dissenting owners of each domestic entity that is a party to the merger or exchange the amount, if any, to which they are entitled under or created pursuant to NRS 92A.300 to 92A.500, inclusive.  3. This section does not limit the power of a foreign entity to acquire all or part of the owner’s interests of one or more classes or series of a domestic entity through a voluntary exchange or otherwise.  (Added to NRS by 1995, 2086; A 1997, 728; 1999, 1628; 2001, 3192; 2003, 3183; 2003, 20th Special Session, 125)
NV Rev Stat § 92A.195 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.195 - Conversion of foreign or domestic entity or foreign or domestic general partnership.

  1. One foreign entity or foreign general partnership may convert into one domestic entity if:  (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion;  (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205, 92A.207, 92A.210, 92A.230 and 92A.240; and  (c) The resulting domestic entity complies with the applicable provisions of NRS 92A.205 and 92A.220.  2. One domestic entity or domestic general partnership may convert into one foreign entity if:  (a) The conversion is permitted by the law of the jurisdiction governing the resulting foreign entity and the resulting foreign entity complies with that law in effecting the conversion; and  (b) The domestic entity complies with the applicable provisions of NRS 92A.105, 92A.120, 92A.135, 92A.140, 92A.165, 92A.205, 92A.207, 92A.210, 92A.230 and 92A.240.  3. When a conversion pursuant to subsection 2 takes effect, the resulting foreign entity shall be deemed to have appointed the Secretary of State as its agent for service of process in a proceeding to enforce any obligation. Service of process must be made personally by delivering to and leaving with the Secretary of State duplicate copies of the process and the payment of a fee of $100 for accepting and transmitting the process. The Secretary of State shall send one of the copies of the process by registered or certified mail to the resulting entity at its specified address, unless the resulting entity has designated in writing to the Secretary of State a different address for that purpose, in which case it must be mailed to the last address so designated.  (Added to NRS by 2001, 1403; A 2001, 3199; 2003, 20th Special Session, 126; 2011, 2813)
NV Rev Stat § 92A.200 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.200 - Filing requirements for mergers or exchanges; dependency of terms of plan of merger, conversion or exchange on extrinsic facts.

  1. After a plan of merger or exchange is approved as required by this chapter, the surviving or acquiring entity shall deliver to the Secretary of State for filing articles of merger or exchange setting forth:  (a) The name and jurisdiction of organization of each constituent entity;  (b) That a plan of merger or exchange has been adopted by each constituent entity or the parent domestic entity only, if the merger is pursuant to NRS 92A.180;  (c) If approval of the owners of one or more constituent entities was not required, a statement to that effect and the name of each entity;  (d) If approval of owners of one or more constituent entities was required, the name of each entity and a statement for each entity that the plan was approved by the required consent of the owners;  (e) In the case of a merger, the amendment, if any, to the charter document of the surviving entity, which amendment may be set forth in the articles of merger as a specific amendment or in the form of an amended and restated charter document or attached in that form as an exhibit; and  (f) If the entire plan of merger or exchange is not set forth, a statement that the complete signed plan of merger or plan of exchange is on file at the principal office or with the custodian of records if a corporation, limited-liability company or business trust, or at the principal office or with the custodian of records, as described in paragraph (a) of subsection 1 of NRS 87A.215 or paragraph (a) of subsection 1 of NRS 88.330, if a limited partnership, or other place of business of the surviving entity or the acquiring entity, respectively.  2. Any of the terms of the plan of merger, conversion or exchange may be made dependent upon facts ascertainable outside of the plan of merger, conversion or exchange, provided that the plan of merger, conversion or exchange clearly and expressly sets forth the manner in which such facts shall operate upon the terms of the plan. As used in this section, the term "facts" includes, without limitation, the occurrence of an event, including a determination or action by a person or body, including a constituent entity.  (Added to NRS by 1995, 2084; A 1997, 729; 1999, 1629; 2001, 1411, 3199; 2003, 3184; 2003, 20th Special Session, 126; 2007, 483; 2015, 1319)
NV Rev Stat § 92A.205 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.205 - Filing requirements for conversions.

  1. After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall, at the time of filing the articles of conversion, deliver to the Secretary of State for filing:  (a) Articles of conversion setting forth:  (1) The name and jurisdiction of organization of the constituent entity and the resulting entity; and  (2) That a plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity.  (b) The charter document of the domestic resulting entity required by the applicable provisions of chapter 78, 78A, 78B, 82, 86, 87A, 88, 88A or 89 of NRS.  (c) The information required pursuant to NRS 77.310.  2. After a plan of conversion is approved as required by this chapter, if the resulting entity is a foreign entity, the constituent entity shall deliver to the Secretary of State for filing articles of conversion setting forth:  (a) The name and jurisdiction of organization of the constituent entity and the resulting entity;  (b) That a plan of conversion has been adopted by the constituent entity in compliance with the laws of this State; and  (c) The address of the resulting entity where copies of process may be sent by the Secretary of State.  3. If the entire plan of conversion is not set forth in the articles of conversion, the filing party must include in the articles of conversion a statement that the complete signed plan of conversion is on file at the principal office or with the custodian of records of the resulting entity or, if the resulting entity is a domestic limited partnership, at the principal office or with the custodian of records, as described in paragraph (a) of subsection 1 of NRS 87A.215 or paragraph (a) of subsection 1 of NRS 88.330.  4. If the conversion takes effect on a later date specified in the articles of conversion pursuant to NRS 92A.240, the charter document to be filed with the Secretary of State pursuant to paragraph (b) of subsection 1 must state the name and the jurisdiction of the constituent entity and that the existence of the resulting entity does not begin until the later date.  5. Any records filed with the Secretary of State pursuant to this section must be accompanied by the fees required pursuant to this title for filing the charter document.  (Added to NRS by 2001, 1404; A 2001, 3199; 2003, 3185; 2003, 20th Special Session, 127; 2007, 484, 1343, 2702; 2009, 1718; 2013, 418; 2015, 1320)
NV Rev Stat § 92A.207 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.207 - Form required for filing of records.

  1. Each record filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.  2. The Secretary of State may refuse to file a record which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the record.  3. If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any record that is submitted for filing with the form:  (a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the record in order for the record to be filed; and  (b) Unless otherwise provided in the record, the provisions of the record control in every other situation.  4. The Secretary of State may by regulation provide for the electronic filing of records with the Office of the Secretary of State.  (Added to NRS by 2003, 20th Special Session, 125)
NV Rev Stat § 92A.210 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.210 - Filing fees.

  1. Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is $350. The fee for filing the charter documents of a domestic resulting entity is the fee for filing the charter documents determined by the chapter of NRS governing the particular domestic resulting entity.  2. The fee for filing articles of merger of two or more domestic corporations, including, without limitation, a nonprofit cooperative corporation, is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporation.  3. The fee for filing articles of merger of one or more domestic corporations, including, without limitation, a nonprofit cooperative corporation, with one or more foreign corporations is the difference between the fee computed at the rates specified in NRS 78.760 upon the aggregate authorized stock of the corporation created by the merger and the fee computed upon the aggregate amount of the total authorized stock of the constituent corporations which have paid the fees required by NRS 78.760 and 80.050.  4. The fee for filing articles of merger of two or more domestic corporations, including, without limitation, nonprofit cooperative corporations, or foreign corporations must not be less than $350. The amount paid pursuant to subsection 3 must not exceed $35,000.  (Added to NRS by 1995, 2085; A 1999, 1629; 2001, 1412, 3192, 3199; 2003, 3186; 2003, 20th Special Session, 128; 2013, 774)
NV Rev Stat § 92A.220 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.220 - Duty when entire plan of merger, conversion or exchange is not set forth in articles.

If the entire plan of merger, conversion or exchange is not set forth in the articles of merger, conversion or exchange, a copy of the plan of merger, conversion or exchange must be furnished by the surviving, acquiring or resulting entity, on request and without cost, to any owner of any entity which is a party to the merger, conversion or exchange.  (Added to NRS by 1995, 2085; A 2001, 1413, 3199)
NV Rev Stat § 92A.230 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.230 - Signing of articles of merger, conversion or exchange.

Articles of merger, conversion or exchange must be signed by each foreign and domestic constituent entity as follows:  1. By an officer of a corporation, whether or not for profit;  2. By one of the general partners of a limited partnership;  3. By a manager of a limited-liability company with managers or by one member of a limited-liability company without managers;  4. By a trustee of a business trust; and  5. By one general partner of a general partnership.  (Added to NRS by 1995, 2085; A 1997, 730; 1999, 1630; 2001, 101, 1413, 2726, 3199; 2003, 48, 3186)
NV Rev Stat § 92A.240 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.240 - Effective date and time of merger, conversion or exchange; articles of termination.

  1. A merger, conversion or exchange takes effect:  (a) At the time of the filing of the articles of merger, conversion or exchange with the Secretary of State;  (b) Upon a later date and time as specified in the articles, which date must not be more than 90 days after the date on which the articles are filed; or  (c) If the articles specify a later effective date but do not specify an effective time, at 12:01 a.m. in the Pacific time zone on the specified later date.  2. If the filed articles of merger, conversion or exchange specify such a later effective date or effective date and time, the constituent entity or entities may file articles of termination before the effective time, setting forth:  (a) The name of each constituent entity and, for a conversion, the resulting entity; and  (b) That the merger, conversion or exchange has been terminated pursuant to the plan of merger, conversion or exchange.  3. The articles of termination must be signed in the manner provided in NRS 92A.230.  (Added to NRS by 1995, 2085; A 1999, 1630; 2001, 1413, 3199; 2003, 3187; 2011, 2814)
NV Rev Stat § 92A.260 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.260 - Liability of owner after merger, conversion or exchange.

An owner that is not personally liable for the debts, liabilities or obligations of the entity pursuant to the laws and constituent documents under which the entity was organized does not become personally liable for the debts, liabilities or obligations of the surviving entity or entities of the merger or exchange or the resulting entity of the conversion unless the owner consents to becoming personally liable by action taken in connection with the plan of merger, conversion or exchange.  (Added to NRS by 1995, 2081; A 2001, 1414, 3199)
NV Rev Stat § 92A.280 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.280 - Cancellation of filings.

If an entity has made a filing with the Secretary of State pursuant to this chapter and the Secretary of State has not processed the filing and placed the filing into the public record, the entity may cancel the filing by:  1. Filing a statement of cancellation with the Secretary of State; and  2. Paying a fee of $50.  (Added to NRS by 2009, 2859)
NV Rev Stat § 92A.300 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.300 - Definitions.

As used in NRS 92A.300 to 92A.500, inclusive, unless the context otherwise requires, the words and terms defined in NRS 92A.305 to 92A.335, inclusive, have the meanings ascribed to them in those sections.  (Added to NRS by 1995, 2086)
NV Rev Stat § 92A.305 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.305 - "Beneficial stockholder" defined.

Beneficial stockholder means a person who is a beneficial owner of shares held in a voting trust or by a nominee as the stockholder of record.  (Added to NRS by 1995, 2087)
NV Rev Stat § 92A.310 (2021)
2021 Nevada Revised Statutes|Chapter 92A - Mergers, Conversions, Exchanges and Domestications|NRS 92A.310 - "Corporate action" defined.

Corporate action means the action of a domestic corporation.  (Added to NRS by 1995, 2087)