reglab/statecodes huggingface dataset:
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.607 - Termination of registration.

The registration of a registered limited-liability limited partnership is effective until:
1. Its certificate of registration is revoked pursuant to NRS 88.405; or
2. The registered limited-liability limited partnership files with the Secretary of State a notice of withdrawal signed by a general partner. The notice must be accompanied by a fee of $100.
(Added to NRS by 2003, 20th Special Session, 86; A 2010, 26th Special Session, 75)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.6075 - Status of partnership and liability of partners not affected by errors in certain filed information.

The status of a limited partnership as a registered limited-liability limited partnership, and the liability of its partners, are not affected by errors in the information contained in a certificate of registration or an annual list required to be filed with the Secretary of State, or by changes after the filing of such a certificate or list in the information contained in the certificate or list.
(Added to NRS by 2003, 20th Special Session, 86)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.608 - Liability of partner for debt or liability of partnership.

1. Unless otherwise provided by the certificate of limited partnership or partnership agreement, a partner of a registered limited-liability limited partnership is not personally liable for a debt or liability of the registered limited-liability limited partnership unless the trier of fact determines that adherence to the fiction of a separate entity would sanction fraud or promote a manifest injustice.
2. For purposes of this section, the failure of a registered limited-liability limited partnership to observe the formalities or requirements relating to the management of the registered limited-liability limited partnership, in and of itself, is not sufficient to establish grounds for imposing personal liability on a partner for a debt or liability of the registered limited-liability limited partnership.
(Added to NRS by 2003, 20th Special Session, 86; A 2009, 1713)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.6085 - Liability of persons acting on behalf of partnership without authority.

All persons who assume to act on behalf of a registered limited-liability limited partnership without the authority to act on behalf of the registered limited-liability limited partnership are jointly and severally liable for all debts and liabilities of the registered limited-liability limited partnership.
(Added to NRS by 2003, 20th Special Session, 86)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.609 - Name of foreign partnership.

The name of a foreign registered limited-liability limited partnership that is doing business in this State must contain the words "Limited-Liability Limited Partnership" or "Registered Limited-Liability Limited Partnership" or the abbreviations "L.L.L.P." or "LLLP," or such other words or abbreviations as may be required or authorized by the laws of the other jurisdiction, as the last words or letters of the name.
(Added to NRS by 2003, 20th Special Session, 87)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.610 - Authority of limited partner to bring action.

A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely to succeed.
(Added to NRS by 1985, 1293)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.615 - Qualifications of plaintiff.

In a derivative action, the plaintiff must be a partner at the time of bringing the action and:
1. At the time of the transaction of which the plaintiff complains; or
2. The plaintiff’s status as a partner had devolved upon him or her by operation of law or pursuant to the terms of the partnership agreement from a person who was a partner at the time of the transaction.
(Added to NRS by 1985, 1293)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.625 - Expenses.

If a derivative action is successful, in whole or in part, or if anything is received by the plaintiff as a result of a judgment, compromise or settlement of an action or claim, the court may award the plaintiff reasonable expenses, including reasonable attorney’s fees, and shall direct the plaintiff to remit to the limited partnership the remainder of those proceeds received by the plaintiff.
(Added to NRS by 1985, 1294)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.635 - Applicability of NRS 87.010 to 87.430, inclusive.

In any case not provided for in this chapter, the provisions of NRS 87.010 to 87.430, inclusive, govern.
(Added to NRS by 1985, 1294; A 2005, 443)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.640 - Provisions for existing partnerships.

1. A limited partnership formed under any statute of this State prior to July 1, 1931, may become a limited partnership under this chapter by complying with the provisions of this chapter if the certificate sets forth:
(a) The amount of the original contribution of each limited partner, and the time when the contribution was made; and
(b) That the property of the partnership exceeds the amount sufficient to discharge its liabilities to persons not claiming as general or limited partners by an amount greater than the sum of the contributions of its limited partners.
2. A limited partnership formed under any statute of this State prior to July 1, 1931, until or unless it becomes a limited partnership under this chapter or chapter 87A of NRS, shall continue to be governed by the provisions of chapter 60, Laws of Nevada Territory 1862, entitled "An Act to Authorize the Formation of Limited Partnerships," approved December 19, 1862, except that such a partnership must not be renewed unless so provided in the original agreement.
[30:73:1931; 1931 NCL § 5029.29]—(NRS A 1985, 1296; 2007, 483)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.645 - Act repealed.

Except as affecting existing limited partnerships to the extent set forth in NRS 87A.695 and 88.640, chapter 60, Laws of Nevada Territory 1862, entitled "An Act to Authorize the Formation of Limited Partnerships," approved December 19, 1862, is hereby repealed.
[31:73:1931; 1931 NCL § 5029.30]—(NRS A 2007, 483)
2023 Nevada Revised Statutes › Chapter 88 - Uniform Limited Partnership Act › NRS 88.650 - Operation of domestic partnership in another jurisdiction.

To the extent permitted by the law of that jurisdiction:
1. A limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, may conduct its business, carry on its operations, and exercise the powers granted by this chapter in any state, territory, district or possession of the United States or in any foreign country.
2. The internal affairs of a limited partnership, including a registered limited-liability limited partnership, formed and existing under this chapter, including the liability of partners for debts, obligations and liabilities of or chargeable to the partnership, are governed by the laws of this State.
(Added to NRS by 2003, 20th Special Session, 86)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.010 - Definitions.

As used in this chapter, unless the context otherwise requires, the words and terms defined in NRS 88A.020 to 88A.110, inclusive, have the meanings ascribed to them in those sections.
(Added to NRS by 1999, 1561; A 2003, 3155; 2007, 2695)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.030 - "Business trust" defined.

"Business trust" means an unincorporated association which:
1. Is created by a governing instrument under which property is held, administered, managed, controlled, invested, reinvested or operated, or any combination of these, or business or professional activities for profit are carried on, by a trustee or trustees for the benefit of the persons entitled to a beneficial interest in the trust property or as otherwise provided in the governing instrument; and
2. Files a certificate of trust pursuant to NRS 88A.210.
The term includes, without limitation, a trust of the type known at common law as a business trust or Massachusetts trust, a trust qualifying as a real estate investment trust pursuant to 26 U.S.C. §§ 856 et seq., as amended, or any successor provision, or a trust qualifying as a real estate mortgage investment conduit pursuant to 26 U.S.C. § 860D, as amended, or any successor provision.
(Added to NRS by 1999, 1561; A 2001, 1401, 3199; 2011, 2808)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.050 - "Governing instrument" defined.

"Governing instrument" means any one or more instruments, whether referred to as a trust instrument, declaration of trust or otherwise, that create a trust and provide for the governance of its affairs and the conduct of its business.
(Added to NRS by 1999, 1561; A 2003, 3156; 2011, 2808)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.150 - Applicability of chapter to foreign and interstate commerce.

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 business trusts formed pursuant to this chapter be recognized beyond the limits of this State and that, subject to any reasonable requirement of registration, any such business trust transacting business outside this State be granted protection of full faith and credit pursuant to Section 1 of Article IV of the Constitution of the United States.
(Added to NRS by 1999, 1562)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.160 - Applicability of laws pertaining to trusts; principle of freedom of contract and enforceability of governing instruments.

1. Except as otherwise provided in the certificate of trust, the governing instrument or this chapter, the laws of this State pertaining to trusts apply to a business trust.
2. In applying the provisions of this chapter, the court shall give the greatest effect to the principle of freedom of contract and the enforceability of governing instruments.
(Added to NRS by 1999, 1573)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.200 - Purpose; prohibition against formation of business trust for certain illegal purposes.

1. A business trust may be formed to carry on any lawful business or activity.
2. A person shall not form a business trust for any illegal purpose or with the fraudulent intent to conceal any business activity, or lack thereof, from another person or a governmental agency.
(Added to NRS by 1999, 1562; A 2013, 889)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.210 - Filing requirements; required and optional provisions of certificate of trust.

1. One or more persons may create a business trust by adopting a governing instrument and signing and filing with the Secretary of State a certificate of trust. The certificate of trust must set forth:
(a) The name of the business trust;
(b) The name and address, either residence or business, of at least one trustee;
(c) The information required pursuant to NRS 77.310;
(d) The name and address, either residence or business, of each person signing the certificate of trust; and
(e) Any other information the trustees determine to include.
2. Upon the filing of the certificate of trust with the Secretary of State and the payment to the Secretary of State of the required filing fee, the Secretary of State shall issue to the business trust a certificate that the required records with the required content have been filed. From the date of that filing, the business trust is legally formed pursuant to this chapter.
3. Except as otherwise provided in the governing instrument, a business trust organized on or after October 1, 2011, is deemed to be an entity separate from its trustee or trustees and beneficial owner. Except as otherwise provided in the governing instrument, a business trust may hold or take title to property in its own name, or in the name of a trustee in the trustee’s capacity as trustee, whether in an active, passive or custodial capacity. The provisions of this subsection do not change the status of any business trust existing as an entity or aggregation before October 1, 2011.
4. Neither the use of the designation "business trust" nor a statement in a governing instrument or certificate of trust to the effect that the trust formed thereby is or will qualify as a business trust under this chapter creates a presumption or inference that the trust so formed is a business trust for the purposes of Title 11 of the United States Code.
(Added to NRS by 1999, 1562; A 2003, 3156; 2005, 2268; 2007, 2695; 2011, 2809)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.215 - Penalty for purporting to do business as business trust without filing certificate of trust; enforcement; regulations.

1. Every person, other than a foreign business trust, who is purporting to do business in this State as a business trust and who willfully fails or neglects to file with the Secretary of State a certificate of trust is subject to a fine of not less than $1,000 but not more than $10,000, to be recovered in a court of competent jurisdiction.
2. When the Secretary of State is advised that a person, other than a foreign business trust, is subject to the fine described in subsection 1, the Secretary of State may, as soon as practicable, refer the matter to the district attorney of the county in which the person’s principal place of business is located or the Attorney General, or both, for a determination of whether to institute proceedings to recover the fine. The district attorney of the county in which the person’s principal place of business is located or the Attorney General may institute and prosecute the appropriate proceedings to recover the fine. If the district attorney or the Attorney General prevails in a proceeding to recover the fine described in subsection 1, the district attorney or the Attorney General is entitled to recover the costs of the proceeding, including, without limitation, the cost of any investigation and reasonable attorney’s fees.
3. In the course of an investigation of a violation of this section, the Secretary of State may require a person to answer any interrogatory submitted by the Secretary of State that will assist in the investigation.
4. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2009, 1713; A 2013, 889)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.220 - Amendment and restatement of certificate of trust.

1. A certificate of trust may be amended by filing with the Secretary of State a certificate of amendment signed by at least one trustee. The certificate of amendment must set forth:
(a) The name of the business trust; and
(b) The amendment to the certificate of trust.
2. A certificate of trust may be restated by integrating into a single instrument all the provisions of the original certificate, and all amendments to the certificate, which are then in effect or are to be made by the restatement. The restated certificate of trust must be so designated in its heading, must be signed by at least one trustee and must set forth:
(a) The present name of the business trust;
(b) The provisions of the original certificate of trust, and all amendments to the certificate, which are then in effect; and
(c) Any further amendments to the certificate of trust.
3. A certificate of trust may be amended or restated at any time for any purpose determined by the trustees.
(Added to NRS by 1999, 1562; A 2001, 1401, 3199; 2003, 20th Special Session, 105)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.230 - Name of trust: Distinguishable name required; availability of name of revoked, merged or otherwise terminated trust; regulations.

1. The name of a business trust formed pursuant to the provisions of this chapter must contain the words "Business Trust" or the abbreviation "B.T." or "BT."
2. The name proposed for a business trust must be distinguishable on the records of the Secretary of State from the names of all other artificial persons formed, organized, registered or qualified pursuant to the provisions of this title that are on file in the Office of the Secretary of State and all names that are reserved in the Office of the Secretary of State pursuant to the provisions of this title. If a proposed name is not so distinguishable, the Secretary of State shall return the certificate of trust containing it to the signers of the certificate, unless the written, acknowledged consent of the holder of the name on file or reserved name to use the same name or the requested similar name accompanies the certificate.
3. For the purposes of this section and NRS 88A.240, a proposed name is not distinguishable from a name on file or reserved name solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or trade name, or any combination of these.
4. The name of a business trust whose certificate of trust has been revoked, which has merged and is not the surviving entity or whose existence has otherwise terminated is available for use by any other artificial person.
5. The Secretary of State may adopt regulations that interpret the requirements of this section.
(Added to NRS by 1999, 1563)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.240 - Name of trust: Reservation; injunctive relief.

1. The Secretary of State, when requested to do so, shall reserve, for a period of 90 days, the right to use a name available pursuant to NRS 88A.230 for the use of a proposed business trust. During the period, the name so reserved is not available for use or reservation by any other artificial person forming, organizing, registering or qualifying in the Office of the Secretary of State pursuant to the provisions of this title without the signed consent of the person at whose request the reservation was made.
2. The use by any artificial person of a name in violation of subsection 1 or NRS 88A.230 may be enjoined, even if the record under which the artificial person is formed, organized, registered or qualified has been filed by the Secretary of State.
(Added to NRS by 1999, 1563; A 2001, 101; 2003, 3156)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.250 - Certificate of amendment, restatement or cancellation and articles of merger: Filing and effectiveness of certificates and articles.

1. A certificate of amendment or restatement filed with the Secretary of State pursuant to this chapter is effective:
(a) At the time of the filing of the certificate or restatement with the Secretary of State;
(b) Upon a later date and time as specified in the certificate, which date must not be more than 90 days after the date on which the certificate or restatement is filed with the Secretary of State; or
(c) If the certificate or restatement specifies a later effective date but does not specify an effective time, at 12:01 a.m. in the Pacific time zone on the specified later date.
At the effective time of the certificate or restatement, the certificate of trust is amended or restated as set forth in the certificate or restatement.
2. A certificate of cancellation or the articles of merger in which the business trust is not a surviving entity are effective:
(a) At the time of the filing of the certificate or articles with the Secretary of State;
(b) Upon a later date and time as specified in the certificate or articles, which date must not be more than 90 days after the date on which the certificate or articles are filed with the Secretary of State; or
(c) If the certificate or 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.
At the effective time of the certificate or articles, the certificate of trust is cancelled.
(Added to NRS by 1999, 1563; A 2011, 2809)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.260 - Perpetual existence of trust; artificial person formed pursuant to other laws who is beneficial owner or trustee; inapplicability of certain laws.

1. Except as otherwise provided in the certificate of trust, the governing instrument or this chapter, a business trust has perpetual existence and may not be terminated or revoked by a beneficial owner or other person except in accordance with the certificate of trust or governing instrument.
2. Except as otherwise provided in the certificate of trust or the governing instrument, the death, incapacity, dissolution, termination or bankruptcy of a beneficial owner does not result in the termination or dissolution of a business trust.
3. An artificial person formed or organized pursuant to the laws of a foreign nation or other foreign jurisdiction or the laws of another state shall not be deemed to be doing business in this State solely because it is a beneficial owner or trustee of a business trust.
4. The provisions of NRS 662.245 do not apply to the appointment of a trustee of a business trust formed pursuant to this chapter.
5. A business trust or any series thereof does not terminate because the same person is the sole trustee and sole beneficial owner.
(Added to NRS by 1999, 1564; A 2011, 2810)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.270 - Governing instrument: Optional provisions.

A governing instrument may consist of one or more agreements, instruments or other writings and may include or incorporate bylaws containing provisions relating to the business of the business trust, the conduct of its affairs, and its rights or powers or the rights or powers of its trustees, beneficial owners, agents or employees. The governing instrument may provide that one or more of the beneficial owners may serve as trustee.
(Added to NRS by 1999, 1564)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.310 - Management of business and affairs by trustees; giving directions to trustees.

1. Except as otherwise provided in this section, the certificate of trust or the governing instrument, the business and affairs of a business trust must be managed by or under the direction of its trustees. To the extent provided in the certificate of trust or the governing instrument, any person, including a beneficial owner, may direct the trustees or other persons in the management of the business trust.
2. Except as otherwise provided in the certificate of trust or the governing instrument, neither the power to give direction to a trustee or other person nor the exercise thereof by any person, including a beneficial owner, makes the person a trustee. To the extent provided in the certificate of trust or the governing instrument, neither the power to give direction to a trustee or other person nor the exercise thereof by a person, including a beneficial owner, causes the person to have duties, fiduciary or other, or liabilities relating to the power or its exercise to the business trust or a beneficial owner thereof.
(Added to NRS by 1999, 1569)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.320 - Ownership of beneficial interest in trust: Participation in profits and losses; creditor of beneficial owner; personal property; evidence of interest; transferability; distributions.

1. Except as otherwise provided in the governing instrument, a beneficial owner participates in the profits and losses of a business trust in the proportion of his or her beneficial interest to the entire beneficial interest. A governing instrument may provide that the business trust, or the trustees on its behalf, hold beneficial ownership of income earned on securities owned by the business trust.
2. A creditor of a beneficial owner has no right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, property of the business trust.
3. A beneficial interest in a business trust is personal property regardless of the nature of the property of the business trust. Except as otherwise provided in the certificate of trust or the governing instrument, a beneficial owner has no interest in specific property of the business trust.
4. A beneficial interest in a business trust may be evidenced by the issuance of certificates of ownership or by other means set forth in the certificate of trust or the governing instrument.
5. Except as otherwise provided in the certificate of trust or the governing instrument, a beneficial interest in a business trust is freely transferable.
6. Except as otherwise provided in the certificate of trust or the governing instrument, if a beneficial owner becomes entitled to receive a distribution, the beneficial owner has the status of, and is entitled to all remedies available to, a creditor of the business trust with respect to the distribution. The governing instrument may provide for the establishment of record dates with respect to allocations and distributions by a business trust.
7. The fact of ownership of a beneficial interest in a business trust is determined, and the means of evidencing it are set forth, by the applicable provisions of the certificate of trust or the governing instrument.
(Added to NRS by 1999, 1564)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.330 - Beneficial owners: Contributions to trust; obligations; penalties.

1. A contribution of a beneficial owner to a business trust may be any tangible or intangible property or benefit to the business trust, including cash, a promissory note, services performed, a contract for services to be performed, or a security of the business trust. A person may become a beneficial owner of a business trust and may receive a beneficial interest in a business trust without making, or being obligated to make, a contribution to the business trust.
2. Except as otherwise provided in the certificate of trust or the governing instrument, a beneficial owner is obligated to the business trust to perform a promise to make a contribution even if the beneficial owner is unable to perform because of death, disability or any other reason. If a beneficial owner does not make a promised contribution of property or services, the beneficial owner is obligated at the option of the business trust to contribute cash equal to that portion of the agreed value, as stated in the records of the business trust, of the contribution which has not been made. The foregoing option is in addition to any other rights, including specific performance, that the business trust may have against the beneficial owner under the governing instrument or applicable law.
3. A certificate of trust or governing instrument may provide that the interest of a beneficial owner who fails to make a contribution that the beneficial owner is obligated to make is subject to specific penalties for, or specified consequences of, such failure. The penalty or consequence may take the form of reducing or eliminating the defaulting beneficial owner’s proportionate interest in the business trust, subordinating that beneficial interest to those of nondefaulting owners, a forced sale of the beneficial interest, forfeiture of the beneficial interest, the lending by other beneficial owners of the amount necessary to meet the defaulter’s commitment, a fixing of the value of the beneficial interest by appraisal or formula and redemption or sale of the beneficial interest at that value, or any other form.
(Added to NRS by 1999, 1571)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.340 - Maintenance of records at principal office in State or with custodian of records.

1. A business trust shall keep a copy of the following records at its principal office in this State or with its custodian of records whose name and street address are available at the registered office of the business trust:
(a) A copy certified by the Secretary of State of its certificate of trust and all amendments thereto or restatements thereof;
(b) A copy certified by one of its trustees of its governing instrument and all amendments thereto; and
(c) A ledger or duplicate ledger, revised annually, containing the names, alphabetically arranged, of all its beneficial owners, showing their places of residence if known.
2. A business trust shall maintain the records required by subsection 1 in written form or in another form capable of conversion into written form within a reasonable time.
(Added to NRS by 1999, 1566; A 2015, 1317)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.345 - Information concerning records; requirement to assist in criminal investigation; failure to comply; regulations.

1. Upon the request of the Secretary of State, a business trust shall:
(a) Provide the Secretary of State with the name and contact information of the custodian of the ledger, duplicate ledger or statement described in subsection 1 of NRS 88A.340. The information required pursuant to this paragraph shall be kept confidential by the Secretary of State.
(b) Provide written notice to the Secretary of State within 10 days after any change in the information contained in the ledger, duplicate ledger or statement described in subsection 1 of NRS 88A.340.
2. Upon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a business trust to:
(a) Submit to the Secretary of State, within 3 business days, a copy of the ledger, duplicate ledger or statement required to be maintained pursuant to subsection 1 of NRS 88A.340; or
(b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
3. If a business trust fails to comply with any requirement pursuant to subsection 2, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the certificate of trust.
4. The Secretary of State shall not reinstate or revive a certificate of trust that was revoked or suspended pursuant to subsection 3 unless:
(a) The business trust complies with the requirements of subsection 2; or
(b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the business trust.
5. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2007, 1332; A 2009, 2854)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.350 - Right of beneficial owners to inspect and copy ledger; denial of inspection.

1. A person who has been a beneficial owner of record of a business trust for at least 6 months immediately preceding the person’s demand, or a person holding, or authorized in writing by the holders of, at least 5 percent of its beneficial ownership, is entitled, upon at least 5 days’ written demand, to inspect in person or by agent or attorney, during usual business hours, the ledger or duplicate ledger, whether kept in the registered office of the business trust or elsewhere, and to make copies therefrom.
2. An inspection authorized by subsection 1 may be denied to a beneficial owner or other person upon the refusal of the beneficial owner or other person to furnish to the business trust an affidavit that the inspection is not desired for a purpose which is in the interest of a business or object other than the business of the business trust and that the beneficial owner or other person has not at any time sold or offered for sale any list of beneficial owners of a domestic or foreign business trust, stockholders of a domestic or foreign corporation or members of a domestic or foreign limited-liability company, or aided or abetted any person in procuring such a list for such a purpose.
(Added to NRS by 1999, 1567)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.360 - Duties and liabilities of trustee.

1. Except as otherwise provided in the governing instrument but subject to the provisions of subsection 3, a trustee shall act in good faith and in a manner the trustee reasonably believes to be in the best interest of the business trust.
2. If there is at least one trustee of a series trust that, in discharging its duties, is obligated to consider the interests of the trust and all series thereof, the governing instrument may provide that one or more other trustees, in discharging their duties, may consider only the interest of the trust or one or more series thereof.
3. The governing instrument may expand, restrict or eliminate the duties of the trustee of a business trust, except that a governing instrument may not eliminate the implied contractual covenant of good faith and fair dealing.
4. If the trustee acts pursuant to a governing instrument, the trustee is not liable to the business trust or to a beneficial owner for the trustee’s reliance in good faith on the provisions of the governing instrument.
(Added to NRS by 1999, 1571; A 2011, 2810)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.370 - Duties and liabilities of officer, employee, manager or other person acting pursuant to certificate of trust or governing instrument.

To the extent that, at law or in equity, an officer, employee, manager or other person acting pursuant to the certificate of trust or a governing instrument has duties, fiduciary or otherwise, and liabilities relating thereto to a business trust, beneficial owner or trustee:
1. If such a person acts pursuant to a governing instrument, the person is not liable to the business trust, a beneficial owner or a trustee for the person’s reliance in good faith on the provisions of the governing instrument; and
2. The duties and liabilities of such a person may be expanded or restricted by provisions in the governing instrument.
(Added to NRS by 1999, 1571)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.380 - Enforceability of debts, liabilities, obligations and expenses against assets of series of trustees, beneficial owners or beneficial interests.

The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular series of trustees, beneficial owners or beneficial interests are enforceable against the assets of only that series only if:
1. The governing instrument of the business trust creates one or more series of trustees, beneficial owners or beneficial interests;
2. Separate records are maintained for the series;
3. The assets associated with the series are held and accounted for separately from the other assets of the business trust or any other series of the business trust and the governing instrument requires separate holding and accounting; and
4. Notice of the limitation on liability of the series is set forth in the certificate of trust, or an amendment thereto, filed with the Secretary of State before the series is established.
(Added to NRS by 1999, 1571)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.390 - Liability of beneficial owner, trustee, officer, agent, manager or employee for debts or liabilities of trust.

1. Unless otherwise provided in the certificate of trust, the governing instrument or an agreement signed by the person to be charged, a beneficial owner, trustee, officer, agent, manager or employee of a business trust formed pursuant to the laws of this State is not personally liable for the debts or liabilities of the business trust.
2. Except as otherwise provided in the certificate of trust or the governing instrument, a trustee acting in that capacity is not personally liable to any person other than the business trust or a beneficial owner for any act or omission of the business trust or a trustee thereof.
3. Except as otherwise provided in the certificate of trust or the governing instrument, an officer, employee, agent or manager of a business trust or another person who manages the business and affairs of a business trust, acting in that capacity, is not personally liable to any person other than the business trust or a beneficial owner for any act or omission of the business trust or a trustee thereof.
4. Except as otherwise provided in the certificate of trust or the governing instrument, a trustee, officer, employee, agent or manager of a business trust or another person who manages the business and affairs of a business trust is not personally liable to the business trust or a beneficial owner for damages for breach of fiduciary duty in such capacity except for acts or omissions that involve intentional misconduct, fraud or a knowing violation of law.
(Added to NRS by 1999, 1572)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.400 - Indemnification of trustee, beneficial owner or other person.

1. Subject to the standards and restrictions, if any, set forth in the certificate of trust or the governing instrument, a business trust may indemnify and hold harmless a trustee, beneficial owner or other person from and against all claims and demands.
2. The absence of a provision for indemnity in the certificate of trust or governing instrument does not deprive a trustee or beneficial owner of any right to indemnity which is otherwise available to the trustee or beneficial owner pursuant to the laws of this State.
(Added to NRS by 1999, 1572)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.410 - Derivative actions: Authority of beneficial owner to bring action; qualifications of plaintiff; pleading; expenses.

1. A beneficial owner may maintain an action in the right of a business trust to recover a judgment in its favor if trustees having authority to do so have refused to bring the action or if an effort to cause those trustees to bring the action is unlikely to succeed.
2. In a derivative action, the plaintiff must be a beneficial owner at the time of bringing the action and:
(a) The plaintiff must have been a beneficial owner at the time of the transaction of which the plaintiff complains; or
(b) The plaintiff’s status as a beneficial owner must have devolved upon the plaintiff by operation of law or pursuant to a provision of the certificate of trust or the governing instrument from a person who was a beneficial owner at the time of the transaction.
3. In a derivative action, the complaint must state with particularity the effort, if any, of the plaintiff to cause the trustees to bring the act, or the reasons for not making the effort.
4. If a derivative action is successful, in whole or in part, or if anything is received by the business trust through judgment or settlement of the action, the court may award the plaintiff reasonable expenses, including attorney’s fees. If the plaintiff receives any proceeds of judgment or settlement, the court shall make the award of the plaintiff’s expenses payable from those proceeds and remit the remainder to the business trust. If the proceeds received by the plaintiff are less than the expenses awarded, the court may direct all or part of the remainder of the award to be paid by the business trust.
5. A beneficial owner’s right to bring a derivative action may be subject to additional standards and restrictions set forth in the governing instrument, including, without limitation, a requirement that beneficial owners of a specified beneficial interest join in the action.
(Added to NRS by 1999, 1573)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.420 - Cancellation of certificate of trust upon termination of trust.

1. A certificate of trust must be cancelled upon the completion or winding up of the business trust and its termination. A certificate of cancellation must be signed by a trustee, filed with the Secretary of State, and set forth:
(a) The name of the business trust;
(b) The effective date and time of the cancellation if other than the time of the filing of the certificate, which date must not be more than 90 days after the date on which the certificate is filed; and
(c) Any other information the trustee determines to include.
2. If a certificate filed pursuant to subsection 1 specifies a later effective date but does not specify an effective time, the cancellation of the certificate of trust is effective at 12:01 a.m. in the Pacific time zone on the specified later date.
(Added to NRS by 1999, 1573; A 2003, 20th Special Session, 105; 2005, 2200; 2011, 2810)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.500 - Requirement; address; penalty for noncompliance.

1. A business trust shall have a registered agent who resides or is located in this State. A registered agent shall have a street address for the service of process and may have a mailing address such as a post office box, which may be different from the street address.
2. A business trust formed 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.
(Added to NRS by 1999, 1565; A 2007, 2695)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.520 - Powers; service of process, demand or notice.

1. If the registered agent is a bank or an artificial person formed or organized pursuant to this title, it may:
(a) Act as the fiscal or transfer agent of a state, municipality, body politic or business trust, and in that capacity may receive and disburse money.
(b) Transfer, register and countersign certificates evidencing a beneficial owner’s interest in a business trust, bonds or other evidences of indebtedness and act as agent of any business trust, foreign or domestic, for any purpose required by statute or otherwise.
2. All legal process and any demand or notice authorized by law to be served upon a business trust may be served upon its registered agent in the manner provided in subsection 2 of NRS 14.020. If a demand, notice or legal process, other than a summons and complaint, cannot be served upon the registered agent, it may be served in the manner provided in NRS 14.030. These manners of service are in addition to any other service authorized by law.
(Added to NRS by 1999, 1565; A 2007, 2696)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.530 - Resignation of registered agent or termination of registration of commercial registered agent.

1. If its registered agent resigns pursuant to NRS 77.370 or if its commercial registered agent terminates its registration as a commercial registered agent pursuant to NRS 77.330, a business trust, before the effective date of the resignation or termination, shall file with the Secretary of State a statement of change of registered agent pursuant to NRS 77.340.
2. A business trust that fails to comply with subsection 1 shall be deemed in default and is subject to the provisions of NRS 88A.630 to 88A.665, inclusive.
3. As used in this section, "commercial registered agent" has the meaning ascribed to it in NRS 77.040.
(Added to NRS by 1999, 1566; A 2003, 3157; 2003, 20th Special Session, 105; 2007, 2696; 2013, 890)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.610 - Certificate of authorization to transact business.

When the fee for filing the annual list has been paid, the cancelled check or other proof of payment received by the business trust constitutes a certificate authorizing it to transact its business within this State until the last day of the month in which the anniversary of the filing of its certificate of trust occurs in the next succeeding calendar year.
(Added to NRS by 1999, 1567; A 2003, 20th Special Session, 107)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.620 - Addresses of trustees required; failure to file.

1. Each list required to be filed pursuant to the provisions of NRS 88A.600 to 88A.665, inclusive, must, after the name of each trustee listed thereon, set forth the trustee’s address, either residence or business.
2. If the addresses are not stated on a list offered for filing, the Secretary of State may refuse to file the list, and the business trust for which the list has been offered for filing is subject to all the provisions of NRS 88A.600 to 88A.665, inclusive, relating to failure to file the list when or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of those sections.
(Added to NRS by 1999, 1568; A 2003, 3157; 2003, 20th Special Session, 107)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.630 - Defaulting trusts: Identification; penalty.

1. Each business trust required to file the list and pay the fee prescribed in NRS 88A.600 to 88A.665, 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 $75. The fee and penalty must be collected as provided in this chapter.
(Added to NRS by 1999, 1568; A 2001, 3189; 2003, 20th Special Session, 107)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.640 - Defaulting trusts: Duties of Secretary of State; forfeiture of right to transact business; assets held in trust.

1. The Secretary of State shall notify, by providing written notice to its registered agent, each business trust deemed in default pursuant to the provisions of this chapter. The written notice:
(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.
(b) At the request of the registered agent, may be provided electronically.
2. Immediately after the first day of the first anniversary of the month following the month in which the filing was required, the certificate of trust of the business trust is revoked and its right to transact business is forfeited.
3. The Secretary of State shall compile a complete list containing the names of all business trusts whose right to transact business has been forfeited.
4. The Secretary of State shall forthwith notify, by providing written notice to its registered agent, each business trust specified in subsection 3 of the revocation of its certificate of trust. The written notice:
(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.
(b) At the request of the registered agent, may be provided electronically.
5. If the certificate of trust is revoked and the right to transact business is forfeited, all the property and assets of the defaulting business trust must be held in trust by its trustees as for insolvent business trusts, and the same proceedings may be had with respect thereto as are applicable to insolvent business trusts. Any person interested may institute proceedings at any time after a forfeiture has been declared, but, if the Secretary of State reinstates the certificate of trust, the proceedings must at once be dismissed.
(Added to NRS by 1999, 1568; A 2001, 1402, 3199; 2003, 48; 2003, 20th Special Session, 108; 2007, 2697)