reglab/statecodes huggingface dataset:
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.505 - Restriction on power of rural electric cooperatives to sell, lease or dispose of assets.

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
(2) By a vote of the members at a meeting, notice of which has been given in the manner provided in NRS 82.336.
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.
(Added to NRS by 1987, 770; A 1989, 528; 1991, 1252)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.507 - Reversion of unclaimed capital credit to electric cooperative under certain circumstances.

1. Any capital credit distributed to a member by an electric cooperative formed under NRS 81.410 to 81.540, inclusive, which remains unclaimed for 1 year after the date authorized for distribution reverts to the cooperative and is not subject to the provisions of chapter 120A of NRS if:
(a) Not more than 6 months after the date the capital credit was authorized for distribution, the cooperative gives notice to the member that the capital credit is available; and
(b) The member fails to respond to such notice within 30 days after receipt of the notification.
2. The notice pursuant to subsection 1 must be sent by mail to the last known address of the member, as it appears in the records of the cooperative.
3. As used in this section, "capital credit" means money which is credited to the capital account of a member of a cooperative after deducting the member’s pro rata share of the operating costs of the cooperative from the amount paid by the member for electric service.
(Added to NRS by 2005, 1023)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.510 - Agreements for unified action by cooperative corporations.

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.
[Part 5:395:1955]—(NRS A 1965, 605; 1989, 528; 1991, 1253)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.540 - Applicability and effect of NRS 81.410 to 81.540, inclusive.

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, do not amend or repeal any of the provisions of NRS 81.010 to 81.160, inclusive, or 81.170 to 81.270, inclusive.
[8:395:1955] + [10:395:1955]—(NRS A 1991, 1254; 2005, 1024)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.570 - References to Internal Revenue Code.

As used in NRS 81.550 to 81.660, inclusive, unless otherwise indicated, section references are to the Internal Revenue Code of 1954 and include future amendments to those sections and corresponding provisions of future internal revenue laws.
(Added to NRS by 1971, 631; A 1991, 1254)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.580 - Definitions.

As used in NRS 81.550 to 81.660, inclusive, unless the context otherwise requires, the words and terms defined in NRS 81.600, 81.605 and 81.610, have the meanings ascribed to them in those sections.
(Added to NRS by 1971, 631; A 1991, 1254)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.610 - "Private foundation" defined.

"Private foundation" is any nonprofit corporation, 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).
(Added to NRS by 1971, 631; A 1991, 1254)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.620 - Applicability of NRS 81.550 to 81.660, inclusive.

The provisions of NRS 81.550 to 81.660, inclusive, apply to any private foundation whether it was created before or is created on or after October 1, 1991, if it is subject to the sections of the Internal Revenue Code set out in NRS 81.550 to 81.660, inclusive.
(Added to NRS by 1971, 631; A 1991, 1254)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.630 - Prohibited acts.

In the administration of any private foundation that is subject to the provisions of the Internal Revenue Code of 1954, 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).
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).
(Added to NRS by 1971, 631; A 1991, 1254)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.640 - Minimum distributions required.

Unless otherwise provided in the governing instrument, in the administration of any private foundation, there must be distributed for the purposes specified in the governing instrument, for each taxable year, amounts at least sufficient to avoid liability for the tax imposed by Section 4942(a).
(Added to NRS by 1971, 632; A 1991, 1255)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.650 - Amendment of governing instrument: Procedure.

1. The board of directors or trustees of any 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 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 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 governing instrument is to be amended.
3. 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 governing instrument must be filed with the Secretary of State.
(Added to NRS by 1971, 632; A 1983, 696; 1985, 1877; 1991, 1255; 2001, 1382, 3199)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.660 - Amendment of governing instrument: Provision for termination of status of private foundation.

In addition to amending the governing instrument of the private foundation in accordance with NRS 81.650, the amendment may include a provision for the private foundation to conform with the requirements for termination of status as a private foundation as provided in Section 507, in order to avoid the tax provided in Section 507(c).
(Added to NRS by 1971, 632; A 1991, 1255)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.705 - Definitions.

As used in NRS 81.700 to 81.890, inclusive, unless the context otherwise requires, the words and terms defined in NRS 81.710 to 81.740, inclusive, have the meanings ascribed to them in those sections.
(Added to NRS by 2009, 692)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.710 - "Established practices" defined.

"Established practices" means the practices used by an unincorporated nonprofit association without material change during the most recent 5 years of its existence or, if it has existed for less than 5 years, during its entire existence.
(Added to NRS by 2009, 692)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.715 - "Governing principles" defined.

"Governing principles" means the agreements, whether oral, in a record or implied from its established practices, that govern the purpose or operation of an unincorporated nonprofit association and the rights and obligations of its members and managers. The term includes any amendment or restatement of the agreements constituting the governing principles.
(Added to NRS by 2009, 692)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.730 - "Person" defined.

"Person" means an individual, corporation, business trust, statutory entity trust, estate, trust, partnership, limited-liability company, cooperative, association, joint venture, public corporation, government or governmental subdivision, agency or instrumentality, or any other legal or commercial entity.
(Added to NRS by 2009, 693)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.740 - "Unincorporated nonprofit association" defined.

"Unincorporated nonprofit association" means an unincorporated organization consisting of two or more members joined under an agreement that is oral, in a record or implied from conduct, for one or more common nonprofit purposes. The term does not include:
1. A trust;
2. A marriage, domestic partnership, common law domestic relationship, civil union or other domestic living arrangement;
3. An organization formed under any other statute that governs the organization and operation of unincorporated associations;
4. A joint tenancy, tenancy in common or tenancy by the entireties, even if the co-owners share use of the property for a nonprofit purpose; or
5. A relationship under an agreement in a record which expressly provides that the relationship between the parties does not create an unincorporated nonprofit association.
(Added to NRS by 2009, 693)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.745 - Relation to other law.

1. Unless displaced by particular provisions of NRS 81.700 to 81.890, inclusive, the principles of law and equity supplement the provisions of NRS 81.700 to 81.890, inclusive.
2. A statute governing a specific type of unincorporated nonprofit association prevails over an inconsistent provision in NRS 81.700 to 81.890, inclusive, to the extent of the inconsistency.
3. The provisions of NRS 81.700 to 81.890, inclusive, supplement the laws of this State that apply to nonprofit associations operating in this State. If a conflict exists, such law applies.
(Added to NRS by 2009, 693)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.750 - Governing law.

1. Except as otherwise provided in subsection 2, the law of this State governs the operation in this State of all unincorporated nonprofit associations formed or operating in this State.
2. Unless the governing principles specify a different jurisdiction, the law of the jurisdiction in which an unincorporated nonprofit association has its main place of activities governs the internal affairs of the association.
(Added to NRS by 2009, 693)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.755 - Legal entity; perpetual existence; powers.

1. An unincorporated nonprofit association is a legal entity distinct from its members and managers.
2. An unincorporated nonprofit association has perpetual duration unless the governing principles specify otherwise.
3. An unincorporated nonprofit association has the same powers as an individual to do all things necessary or convenient to carry on its purposes.
4. An unincorporated nonprofit association may engage in profit-making activities but profits from any activities must be used or set aside for the association’s nonprofit purposes.
(Added to NRS by 2009, 693)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.760 - Ownership and transfer of property.

1. An unincorporated nonprofit association may acquire, hold, encumber or transfer in its name an interest in real or personal property.
2. An unincorporated nonprofit association may be a beneficiary of a trust or contract, a legatee or a devisee.
(Added to NRS by 2009, 694)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.765 - Statement of authority as to real property.

1. An interest in real property held in the name of an unincorporated nonprofit association may be transferred by a person authorized to do so in a statement of authority recorded by the association in the office of the county recorder in which a transfer of the property would be recorded.
2. A statement of authority must set forth:
(a) The name of the unincorporated nonprofit association;
(b) The address in this State, including the street address, if any, of the association or, if the association does not have an address in this State, its out-of-state address;
(c) That the association is an unincorporated nonprofit association; and
(d) The name, title or position of a person authorized to transfer an estate or interest in real property held in the name of the association.
3. A statement of authority must be executed in the same manner as a deed by a person other than the person authorized in the statement to transfer the interest.
4. A county recorder may collect a fee for recording a statement of authority in the amount authorized for recording a transfer of real property.
5. A document amending, revoking or cancelling a statement of authority or stating that the statement is unauthorized or erroneous must meet the requirements for executing and recording an original statement.
6. Unless cancelled earlier, a recorded statement of authority and its most recent amendment expire 5 years after the date of the most recent recording.
7. If the record title to real property is in the name of an unincorporated nonprofit association and the statement of authority is recorded in the office of the county recorder in which a transfer of the property would be recorded, the authority of the person named in the statement to transfer is conclusive in favor of a person that gives value without notice that the person lacks authority.
8. As used in this section, "statement of authority" means a statement authorizing a person to transfer an interest in real property held in the name of an unincorporated nonprofit association.
(Added to NRS by 2009, 694)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.770 - Liability.

1. A debt, obligation or other liability of an unincorporated nonprofit association, whether arising in contract, tort or otherwise:
(a) Is solely the debt, obligation or other liability of the association; and
(b) Does not become a debt, obligation or other liability of a member or manager solely because the member acts as a member or the manager acts as a manager.
2. A person’s status as a member or manager does not prevent or restrict law other than the provisions of NRS 81.700 to 81.890, inclusive, from imposing liability on the person or the association because of the person’s conduct.
(Added to NRS by 2009, 694)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.775 - Assertion and defense of claims.

1. An unincorporated nonprofit association may sue or be sued in its own name.
2. A member or manager may assert a claim the member or manager has against the unincorporated nonprofit association. An association may assert a claim it has against a member or manager.
(Added to NRS by 2009, 695)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.785 - Appointment of agent to receive service of process; service of process.

1. An unincorporated nonprofit association may, in the manner provided pursuant to chapter 77 of NRS, appoint a registered agent who is authorized to receive any process, notice or demand required or permitted by law to be served upon the association.
2. In an action or proceeding against an unincorporated nonprofit association, any process, notice or demand may be served:
(a) On a registered agent appointed pursuant to subsection 1;
(b) On a manager of the association; or
(c) In any other manner authorized by law.
3. 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 an unincorporated nonprofit association in any other manner permitted by law.
4. As used in this section, "registered agent" has the meaning ascribed to it in NRS 77.230.
(Added to NRS by 2009, 695)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.795 - Venue.

Unless otherwise provided by law other than the provisions of NRS 81.700 to 81.890, inclusive, venue of an action against an unincorporated nonprofit association brought in this State is determined under the statutes applicable to an action brought in this State against a corporation.
(Added to NRS by 2009, 695)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.805 - Certain actions require approval by members.

1. Except as otherwise provided in the governing principles, an unincorporated nonprofit association must have the approval of its members to:
(a) Admit, suspend, dismiss or expel a member;
(b) Select or dismiss a manager;
(c) Adopt, amend or repeal the governing principles;
(d) Sell, lease, exchange or otherwise dispose of all or substantially all of the association’s property, with or without the association’s goodwill, outside the ordinary course of its activities;
(e) Dissolve under paragraph (b) of subsection 1 of NRS 81.865 or merge under NRS 81.875;
(f) Undertake any other act outside the ordinary course of the association’s activities; or
(g) Determine the policy and purposes of the association.
2. An unincorporated nonprofit association must have the approval of the members to do any other act or exercise a right that the governing principles require to be approved by members.
(Added to NRS by 2009, 695)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.810 - Meetings of members: Voting, notice and quorum requirements.

1. Unless the governing principles provide otherwise:
(a) Approval of a matter by members requires an affirmative majority of the votes cast at a meeting of members; and
(b) Each member is entitled to one vote on each matter that is submitted for approval by members.
2. Notice and quorum requirements for member meetings and the conduct of meetings of members are determined by the governing principles.
(Added to NRS by 2009, 696)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.815 - Duties of member.

1. A member does not have a fiduciary duty to an unincorporated nonprofit association or to another member solely by being a member.
2. A member shall discharge the duties to the unincorporated nonprofit association and the other members and exercise any rights under the provisions of NRS 81.700 to 81.890, inclusive, consistent with the governing principles and the obligation of good faith and fair dealing.
(Added to NRS by 2009, 696)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.820 - Admission, suspension, dismissal or expulsion of members.

1. A person becomes a member and may be suspended, dismissed or expelled in accordance with the association’s governing principles. If there are no applicable governing principles, a person may become a member or be suspended, dismissed or expelled from an association only by a vote of its members. A person may not be admitted as a member without the person’s consent.
2. Unless the governing principles provide otherwise, the suspension, dismissal or expulsion of a member does not relieve the member from any unpaid capital contribution, dues, assessments, fees or other obligation incurred or commitment made by the member before the suspension, dismissal or expulsion.
(Added to NRS by 2009, 696)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.825 - Resignation of member.

1. A member may resign as a member in accordance with the governing principles. In the absence of applicable governing principles, a member may resign at any time.
2. Unless the governing principles provide otherwise, resignation of a member does not relieve the member from any unpaid capital contribution, dues, assessments, fees or other obligation incurred or commitment made by the member before resignation.
(Added to NRS by 2009, 696)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.835 - Selection of managers; management rights of managers.

Except as otherwise provided in NRS 81.700 to 81.890, inclusive, or the governing principles:
1. Only the members may select a manager or managers;
2. A manager may be a member or a nonmember;
3. If a manager is not selected, all members are managers;
4. Each manager has equal rights in the management and conduct of the association’s activities;
5. All matters relating to the association’s activities are decided by its managers except for matters reserved for approval by members in NRS 81.805; and
6. A difference among managers is decided by a majority of the managers.
(Added to NRS by 2009, 696)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.840 - Duties of managers.

1. A manager owes to the unincorporated nonprofit association and to its members the fiduciary duties of loyalty and care.
2. A manager shall manage the unincorporated nonprofit association in good faith, in a manner the manager reasonably believes to be in the best interests of the association, and with such care, including reasonable inquiry, as a prudent person would reasonably exercise in a similar position and under similar circumstances. A manager may rely in good faith upon any opinion, report, statement or other information provided by another person that the manager reasonably believes is a competent and reliable source for the information.
3. After full disclosure of all material facts, a specific act or transaction that would otherwise violate the duty of loyalty by a manager may be authorized or ratified by a majority of the members that are not interested directly or indirectly in the act or transaction.
4. A manager that makes a business judgment in good faith satisfies the duties specified in subsection 1 if the manager:
(a) Is not interested, directly or indirectly, in the subject of the business judgment and is otherwise able to exercise independent judgment;
(b) Is informed with respect to the subject of the business judgment to the extent the manager reasonably believes to be appropriate under the circumstances; and
(c) Believes that the business judgment is in the best interests of the unincorporated nonprofit association and in accordance with its purposes.
5. The governing principles in a record may limit or eliminate the liability of a manager to the unincorporated nonprofit association or its members for damages for any action taken, or for failure to take any action, as a manager, except liability for:
(a) The amount of financial benefit improperly received by a manager;
(b) An intentional infliction of harm on the association or one or more of its members;
(c) An intentional violation of criminal law;
(d) Breach of the duty of loyalty; or
(e) Improper distributions.
(Added to NRS by 2009, 697)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.850 - Right of member or manager to information.

1. On reasonable notice, a member or manager of an unincorporated nonprofit association may inspect and copy during the regular operating hours of the unincorporated nonprofit association, at a reasonable location specified by the association, any record maintained by the association regarding its activities, financial condition and other circumstances, to the extent the information is material to the member’s or manager’s rights and duties under the governing principles.
2. An unincorporated nonprofit association may impose reasonable restrictions on access to and use of information to be furnished under this section, including designating the information confidential and imposing obligations of nondisclosure and safeguarding on the recipient.
3. An unincorporated nonprofit association may charge a person that makes a demand under this section reasonable copying costs, limited to the costs of labor and materials.
4. A former member or manager is entitled to information to which the member or manager was entitled while a member or manager if the information pertains to the period during which the person was a member or manager, the former member or manager seeks the information in good faith and the former member or manager satisfies subsections 1, 2 and 3.
(Added to NRS by 2009, 697)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.855 - Distributions prohibited; compensation and other permitted payments.

1. Except as otherwise provided in subsection 2, an unincorporated nonprofit association may not pay dividends or make distributions to a member or manager.
2. An unincorporated nonprofit association may:
(a) Pay reasonable compensation or reimburse reasonable expenses to a member or manager for services rendered;
(b) Confer benefits on a member or manager in conformity with its nonprofit purposes;
(c) Repurchase a membership and repay a capital contribution made by a member to the extent authorized by its governing principles; or
(d) Make distributions of property to members upon winding up and termination to the extent permitted by NRS 81.870.
(Added to NRS by 2009, 698)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.860 - Reimbursement; indemnification; advancement of expenses.

1. Except as otherwise provided in the governing principles, an unincorporated nonprofit association shall reimburse a member or manager for authorized expenses reasonably incurred in the course of the member’s or manager’s activities on behalf of the association.
2. An unincorporated nonprofit association may indemnify a member or manager for any debt, obligation or other liability incurred in the course of the member’s or manager’s activities on behalf of the association if the member or manager seeking indemnification has complied with NRS 81.815 and 81.840. Governing principles in a record may broaden or limit indemnification.
3. If a person is made or threatened to be made a party in an action based on that person’s activities on behalf of an unincorporated nonprofit association and the person makes a request in a record to the association, a majority of the disinterested managers may approve in a record advance payment or reimbursement by the association of all or a part of the reasonable expenses, including attorney’s fees and costs, incurred by the person before the final disposition of the proceeding. To be entitled to an advance payment or reimbursement, the person must state in a record that the person has a good faith belief that the criteria for indemnification in subsection 2 have been satisfied and that the person will repay the amounts advanced or reimbursed if the criteria for payment have not been satisfied. The governing principles in a record may broaden or limit the advance payments or reimbursements.
4. An unincorporated nonprofit association may purchase insurance on behalf of a member or manager for liability asserted against or incurred by the member or manager in the capacity of a member or manager, whether or not the association has authority under the provisions of NRS 81.700 to 81.890, inclusive, to reimburse, indemnify or advance expenses to the member or manager against the liability.
5. The rights of reimbursement, indemnification and advancement of expenses under this section apply to a former member or manager for an activity undertaken on behalf of the unincorporated nonprofit association while a member or manager.
(Added to NRS by 2009, 698)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.865 - Dissolution.

1. An unincorporated nonprofit association may be dissolved as follows:
(a) If the governing principles provide a time or method for dissolution, at that time or by that method;
(b) If the governing principles do not provide a time or method for dissolution, upon approval by the members;
(c) If no member can be located and the association’s operations have been discontinued for at least 3 years, by the managers or, if the association has no current manager, by its last manager;
(d) By court order; or
(e) Under law other than NRS 81.700 to 81.890, inclusive.
2. After dissolution, an unincorporated nonprofit association continues in existence until its activities have been wound up and it is terminated pursuant to NRS 81.870.
(Added to NRS by 2009, 699)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.870 - Winding up and termination.

Winding up and termination of an unincorporated nonprofit association must proceed in accordance with the following rules:
1. All known debts and liabilities must be paid or adequately provided for.
2. Any property subject to a condition requiring return to the person designated by the donor must be transferred to that person.
3. Any property subject to a trust must be distributed in accordance with the trust agreement.
4. Any remaining property must be distributed as follows:
(a) As required by law other than NRS 81.700 to 81.890, inclusive, that requires assets of an association to be distributed to another person with similar nonprofit purposes;
(b) In accordance with the association’s governing principles or, in the absence of applicable governing principles, to the members of the association per capita or as the members direct; or
(c) If neither paragraph (a) nor (b) applies, pursuant to chapter 120A of NRS.
(Added to NRS by 2009, 699)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.880 - Transition concerning real and personal property.

1. If, before October 1, 2009, an interest in property was, by terms of a transfer, purportedly transferred to an unincorporated nonprofit association, but under the laws of this State, the interest did not vest in the association, or in one or more persons on behalf of the association under subsection 2, on October 1, 2009, the interest vests in the association, unless the parties to the transfer have treated the transfer as ineffective.
2. If, before October 1, 2009, an interest in property was, by terms of a transfer, purportedly transferred to an unincorporated nonprofit association, but the interest was vested in one or more persons to hold the interest for members of the association, on or after October 1, 2009, the persons, or their successors in interest, may transfer the interest to the association in its name, or the association may require that the interest be transferred to it in its name.
(Added to NRS by 2009, 701)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.885 - Uniformity of application and construction.

In applying and construing the provisions of NRS 81.700 to 81.890, inclusive, consideration must be given to the need to promote uniformity of the law with respect to its subject matter among states that enact it.
(Added to NRS by 2009, 701)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.890 - Relations to Electronic Signatures in Global and National Commerce Act.

The provisions of NRS 81.700 to 81.890, inclusive, modify, limit and supersede the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. §§ 7001 et seq., but do not modify, limit or supersede Section 101(c) of that Act, 15 U.S.C. § 7001(c), or authorize electronic delivery of any of the notices described in Section 103(b) of that Act, 15 U.S.C. § 7003(b).
(Added to NRS by 2009, 701)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.901 - Definitions.

As used in NRS 81.901 to 81.959, inclusive, unless the context otherwise requires, the words and terms defined in NRS 81.903 to 81.915, inclusive, have the meanings ascribed to them in those sections.
(Added to NRS by 2019, 907)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.917 - Legislative findings and declarations.

The Legislature hereby finds and declares that a worker cooperative:
1. Has the purpose of creating and maintaining sustainable jobs and generating wealth.
2. Is essential to:
(a) Improving the quality of life of the members of the worker cooperative;
(b) Dignifying human work;
(c) Allowing democratic self-management of employees; and
(d) Promoting community and local development in this State.
(Added to NRS by 2019, 907)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.919 - Election of corporation to be governed as worker cooperative; applicable law.

1. A corporation formed pursuant to chapter 78 of NRS may elect to be governed as a worker cooperative under the provisions of NRS 81.901 to 81.959, inclusive, and such an election must be stated in the articles of incorporation of the corporation or in an amendment to the articles of incorporation of the corporation filed pursuant to chapter 78 of NRS.
2. The provisions of chapter 78 of NRS govern a worker cooperative established pursuant to NRS 81.901 to 81.959, inclusive, except to the extent that the provisions of chapter 78 of NRS are inconsistent with NRS 81.901 to 81.959, inclusive.
(Added to NRS by 2019, 907)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.921 - Apportionment and distribution of net earnings and losses.

1. The net earnings and losses of a worker cooperative must be apportioned and distributed at the time and in the manner specified by the articles of incorporation or bylaws of the worker cooperative.
2. Any net earnings declared as patronage dividends and paid to members must be apportioned among the members in the proportion of the patronage of each member during a given period of time to the total patronage by all members during that period of time.
3. The apportionment, distribution and payment of net earnings pursuant to this section may be in cash, credits, written notices of allocation or corporate shares issued by the worker cooperative.
(Added to NRS by 2019, 912)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.923 - Use of internal capital and collective reserve accounts; redemption of corporate shares and written notices of allocation; recall and redemption of membership shares.

The articles of incorporation or bylaws of a worker cooperative may:
1. Establish a system of internal capital accounts to reflect the book value of the worker cooperative and to determine the redemption price of membership shares, corporate shares and written notices of allocation.
2. Permit the periodic redemption of written notices of allocation and corporate shares and may provide for recall and redemption of membership shares upon termination of membership in the worker cooperative unless the redemption would result in the liability of a director of the worker cooperative.
3. Authorize the worker cooperative to pay or credit interest on the balance of the internal capital account of each member.
4. Authorize the assignment of a portion of retained net earnings and net losses to a collective reserve account. Such assigned earnings may be used for any corporate purpose determined by the board of directors of the worker cooperative.
(Added to NRS by 2019, 912)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.925 - Reserve accounts; allocation of indivisible reserve account upon dissolution or sale.

1. A worker cooperative may use:
(a) A divisible reserve account; or
(b) An indivisible reserve account.
2. An account used pursuant to subsection 1 may be used to pay the expenses of a worker cooperative, including, without limitation, wages.
3. Upon the dissolution or sale of a worker cooperative, an indivisible reserve account of the worker cooperative must be allocated to an indivisible reserve account of another worker cooperative or nonprofit corporation.
(Added to NRS by 2019, 912)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.927 - Authority to operate as internal capital account cooperative; accounts.

1. The articles of incorporation or bylaws of a worker cooperative may establish the worker cooperative as an internal capital account cooperative.
2. Each member of an internal capital account cooperative shall have one vote.
3. An internal capital account cooperative shall:
(a) Credit the membership fee and additional capital paid by a member to the internal capital account of that member; and
(b) Record the apportionment of retained net earnings or losses to the members in accordance with patronage by appropriately crediting or debiting the internal capital account of each member.
4. The capital reserve account in an internal capital account cooperative must reflect any capital, net losses and retained net earning not allocated to individual members.
5. The balances in every internal capital account and collective reserve account, if applicable, must be adjusted at the end of each accounting period so that the sum of the balances is equal to the net book value of the worker cooperative.
6. As used in this section, "internal capital account cooperative" means a worker cooperative whose entire net book value is reflected in internal capital accounts, one for each member, and a collective reserve account.
(Added to NRS by 2019, 913)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.929 - Membership: Establishment of qualifications and method of acceptance, expulsion, termination and suspension; composition of members; effect of leave of absence; rights and responsibilities of members.

1. The articles of incorporation or bylaws of a worker cooperative must establish:
(a) The qualifications for membership, including, without limitation, that a member must be employed by the worker cooperative on a full- or part-time basis; and
(b) The method of acceptance, expulsion, termination and suspension of members.
2. At least 51 percent of the members of a worker cooperative must be employees of the worker cooperative.
3. An authorized and voluntary leave of absence from a worker cooperative by a member of the worker cooperative must not revoke the membership status of the member.
4. Members shall have all the rights and responsibilities of a stockholder of a corporation pursuant to chapter 78 of NRS.
(Added to NRS by 2019, 907)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.931 - Board of directors: Composition; annual meeting with members; authority of members to override decisions; considerations when exercising powers.

1. A majority of the directors on the board of directors of a worker cooperative must be members.
2. The board of directors shall meet with the members not less than annually.
3. A majority vote of the members shall override any decision by the board of directors, unless the articles of incorporation or bylaws of the worker cooperative require a larger percentage of the vote to override such a decision.
4. A meeting in which the members will vote whether to override a decision of the board of directors must be called by at least 5 percent of the members.
5. The board of directors of a worker cooperative, in exercising their respective powers with a view of the interests of the worker cooperative, may:
(a) Consider all relevant facts, circumstances, contingencies or constituencies, including, without limitation:
(1) The interests of the members, employees, suppliers, creditors and customers of the worker cooperative;
(2) The economy of this State or the nation;
(3) The interests of the community or society;
(4) The local and global environment;
(5) The long-term and short-term interests of the worker cooperative, including, without limitation, the possibility that such interests may be best served by control of the worker cooperative remaining unchanged; and
(6) The long-term and short-term interests of the members and shareholders, as applicable, of the worker cooperative.
(b) Consider or assign weight to the interests of any particular person or group, or to any other relevant facts, circumstances, contingencies or constituencies.
(Added to NRS by 2019, 908)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.933 - Membership shares; voting power of shares other than membership shares.

1. Each member shall own one membership share, and only members may own such shares.
2. Membership shares:
(a) Must be issued for a fee determined by the board of directors of the worker cooperative.
(b) Must not be considered a security.
3. Except as otherwise provided in subsection 4:
(a) No shares of the corporation other than membership shares may be given voting power in a worker cooperative.
(b) The power to amend or repeal the bylaws of a worker cooperative may only be given to the members.
4. An amendment that adversely affects the rights of the holders of corporate shares other than membership shares may not be adopted without the vote of such shareholders pursuant to chapter 78 of NRS.
(Added to NRS by 2019, 908)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.935 - Procedure for expulsion, termination or suspension of member.

1. An expulsion, termination or suspension of a member which deviates from the procedural requirements of this section is void and without effect.
2. An expulsion, termination or suspension of a member must be performed in good faith and in a fair and reasonable manner.
3. A procedure for the expulsion, termination or suspension of a member is fair and reasonable if such a procedure is set forth in the articles of incorporation or bylaws of a worker cooperative and the procedure:
(a) Provides 15 days’ notice of the expulsion, termination or suspension and such notice includes, without limitation, a reason for the expulsion, termination or suspension; and
(b) Gives the member an opportunity to be heard, orally or in writing, before a person or body authorized to make such a decision regarding the expulsion, termination or suspension not less than 5 days before the effective date of the expulsion, termination or suspension.
4. A court may determine that a procedure for the expulsion, termination or suspension of a member was fair and reasonable pursuant to subsection 2.
5. The notice pursuant to subsection 3 must be reasonably calculated to provide actual notice to a member. The notice may be served by first-class or registered mail sent to the last known address of the member as shown in the records of the worker cooperative.
6. A member who is expelled, terminated or suspended is liable for any services or benefits actually rendered, dues, assessments, fees or charges incurred before his or her expulsion, termination or suspension.
(Added to NRS by 2019, 909)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.937 - Action challenging expulsion, termination or suspension of member.

1. An action challenging an expulsion, termination or suspension of a member, including, without limitation, a claim alleging defective notice, pursuant to NRS 81.935 must be commenced within 1 year after the date of the expulsion, termination or suspension.
2. If a member is successful in his or her claim pursuant to subsection 1, a court may order any relief, including, without limitation, the reinstatement of a membership.
3. Unless a court finds that the member was expelled, terminated or suspended in bad faith in order to affect the outcome of a vote, a decision made by a vote of the members or the board of directors of a workers cooperative must not be set aside because a member was successful in his or her claim pursuant to subsection 1.
(Added to NRS by 2019, 909)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.939 - Notice of meeting at which members are required or permitted to vote; notice of special meeting.

1. For a meeting during which members are required or permitted to vote, notice must be given, in writing, not less than 10 days or more than 90 days before the date of the meeting. Such notice must be provided to each member who, on the record date, is entitled to vote.
2. Except as otherwise provided in this subsection, if the notice pursuant to subsection 1 is provided by mail, such notice must be given not less than 20 days before the meeting. If the notice is mailed by first-class, registered or certified mail, such notice must be given not less than 10 days before the meeting.
3. If a member submits a written request to hold a special meeting to the chair of the board of directors, president, vice president or secretary of a worker cooperative, the special meeting must be held not less than 35 days and not more than 90 days after the receipt of such a request. The requesting member must not be a director of the board of directors.
4. If notice of a special meeting is not given within 20 days after a request is submitted pursuant to subsection 3:
(a) The member requesting the special meeting pursuant to subsection 3 may provide notice to the members in accordance with the requirements of subsection 3; or
(b) The member may request that a district court order service of the notice pursuant to subsection 3.
5. A district court shall provide a worker cooperative with an opportunity to be heard before the court makes an order pursuant to paragraph (b) of subsection 4.
(Added to NRS by 2019, 909)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.941 - Personal notice of meeting consisting only of members; authority to veto decision made at meeting for which notice was not received.

1. Before a meeting consisting of only members, personal notice must be given to each member not less than 48 hours before the meeting. Such notice must be provided to each member who, on the record date, is entitled to vote.
2. Any decision made at a meeting held pursuant to subsection 1 may be vetoed by a member who:
(a) Was not present at the meeting; and
(b) Did not receive 48 hours’ notice,
unless a majority of the members or another percentage of the members as specified in the articles of incorporation or the bylaws of the worker cooperative were present at the meeting.
(Added to NRS by 2019, 910)
2023 Nevada Revised Statutes › Chapter 81 - Miscellaneous Organizations › NRS 81.943 - Contents of notice.

Notice of a meeting given pursuant to NRS 81.939 or 81.941 must include, without limitation:
1. The place, date and time of the meeting;
2. A description of the general nature of the matters before the board of directors or members, as applicable;
3. If a director is to be elected, the names of each of the candidates for such a position; and
4. If applicable, information regarding the electronic or video transmission of the meeting.
(Added to NRS by 2019, 910)