reglab/statecodes huggingface dataset:
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.650 - Defaulting trusts: Conditions and procedure for reinstatement.

1. Except as otherwise provided in subsections 3 and 4 and NRS 88A.345, the Secretary of State shall reinstate a business trust which has forfeited or which forfeits its right to transact business pursuant to the provisions of this chapter and shall restore to the business trust its right to carry on business in this State, and to exercise its privileges and immunities, if it:
(a) Files with the Secretary of State:
(1) The list required by NRS 88A.600;
(2) The information required pursuant to NRS 77.310; and
(3) A declaration under penalty of perjury, on a form provided by the Secretary of State, that the reinstatement is authorized by a court of competent jurisdiction in this State or by the duly selected trustees of the business trust; and
(b) Except as otherwise provided in NRS 231.14057, pays to the Secretary of State:
(1) The filing fee and penalty set forth in NRS 88A.600 and 88A.630 for each year or portion thereof during which its certificate of trust was revoked; and
(2) A fee of $300 for reinstatement.
2. When the Secretary of State reinstates the business trust, the Secretary of State shall issue to the business trust a certificate of reinstatement if the business trust:
(a) Requests a certificate of reinstatement; and
(b) Pays the required fees pursuant to NRS 88A.900.
3. Except as otherwise provided in NRS 231.14057, the Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid, and the revocation of the certificate of trust occurred only by reason of the failure to file the list or pay the fees and penalties.
4. If a certificate of business trust has been revoked pursuant to the provisions of this chapter and has remained revoked for a period of 5 consecutive years, the certificate must not be reinstated.
5. Except as otherwise provided in NRS 88A.660, a reinstatement pursuant to this section relates back to the date on which the business trust forfeited its right to transact business under the provisions of this chapter and reinstates the business trust’s right to transact business as if such right had at all times remained in full force and effect.
(Added to NRS by 1999, 1568; A 2001, 3189; 2003, 20th Special Session, 108; 2007, 1334, 2431, 2698; 2013, 891; 2019, 927)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.660 - Defaulting trusts: Reinstatement or revival under old or new name.

1. Except as otherwise provided in subsection 2, if a certificate of trust is revoked pursuant to the provisions of this chapter and the name of the business trust has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the business trust shall submit in writing to the Secretary of State some other name under which it desires to be reinstated or revived. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate or revive the business trust under that new name.
2. If the defaulting business trust submits the written, acknowledged consent of the artificial person using a name, or the person who has reserved a name, which is not distinguishable from the old name of the business trust or a new name it has submitted, it may be reinstated or revived under that name.
(Added to NRS by 1999, 1569; A 2003, 20th Special Session, 109; 2015, 1317)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.665 - Cancellation of revoked certificate of trust without additional fees and penalties; regulations.

1. The Secretary of State shall authorize a business trust whose certificate of trust has been revoked to cancel its certificate of trust without paying additional fees and penalties, other than the fee for filing a certificate of cancellation required by NRS 88A.900, if the business trust provides evidence satisfactory to the Secretary of State that the business trust did not transact business in this State or as a business trust organized pursuant to the laws of this State:
(a) During the entire period for which its certificate of trust was revoked; or
(b) During a portion of the period for which its certificate of trust was revoked and the business trust paid the fees and penalties for the portion of that period in which the business trust transacted business in this State or as a business trust organized pursuant to the laws of this State.
2. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2015, 1314)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.700 - Laws governing organization, internal affairs and liability of beneficial owners, trustees, officers, employees and managers.

Subject to the Constitution of this State:
1. The laws of the state under which a foreign business trust is organized govern its organization and internal affairs and the liability of its beneficial owners, trustees, officers, employees or managers; and
2. A foreign business trust may not be denied registration by reason of any difference between those laws and the laws of this State.
(Added to NRS by 1999, 1574)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.710 - Filing requirements; required provisions of application for registration; prohibition against registration for certain illegal purposes.

1. Before transacting business in this State, a foreign business trust shall register with the Secretary of State. A person shall not register a foreign business trust with the Secretary of State for any illegal purpose or with the fraudulent intent to conceal any business activity, or lack thereof, from another person or a governmental agency.
2. In order to register, a foreign business trust shall submit to the Secretary of State an application for registration as a foreign business trust, signed by a trustee. The application for registration must set forth:
(a) The name of the foreign business trust and, if different, the name under which it proposes to register and transact business in this State;
(b) The state and date of its formation;
(c) The information required pursuant to NRS 77.310;
(d) The address of the office required to be maintained in the state of its organization by the laws of that state or, if not so required, of the principal office of the foreign business trust; and
(e) The name and address, either residence or business, of one trustee.
(Added to NRS by 1999, 1574; A 2003, 20th Special Session, 109; 2007, 2698; 2013, 892)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.720 - Issuance of certificate of registration by Secretary of State.

If the Secretary of State finds that an application for registration conforms to law and all requisite fees have been paid, the Secretary of State shall issue a certificate of registration to transact business in this State and mail it to the person who filed the application or the person’s representative.
(Added to NRS by 1999, 1575)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.730 - Registration of name.

A foreign business trust may register with the Secretary of State under any name, whether or not it is the name under which it is registered in its state of organization, which includes the words "Business Trust" or the abbreviation "B.T." or "BT" and which could be registered by a domestic business trust.
(Added to NRS by 1999, 1575)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.733 - Certificate of authorization to transact business.

If a foreign business trust has filed the initial or annual list in compliance with NRS 88A.732 and has paid the appropriate fee for the filing, the cancelled check or other proof of payment received by the foreign business trust constitutes a certificate authorizing it to transact its business within this State until the last day of the month in which the anniversary of its qualification to transact business occurs in the next succeeding calendar year.
(Added to NRS by 2003, 20th Special Session, 103)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.734 - Addresses of trustees required; failure to file.

1. Each list required to be filed under the provisions of NRS 88A.732 to 88A.738, inclusive, must, after the name of each trustee listed thereon, set forth the address, either residence or business, of each trustee.
2. If the addresses are not stated for each person on any list offered for filing, the Secretary of State may refuse to file the list, and the foreign business trust for which the list has been offered for filing is subject to all the provisions of NRS 88A.732 to 88A.738, inclusive, relating to failure to file the list within or at the times therein specified, unless a list is subsequently submitted for filing which conforms to the provisions of this section.
(Added to NRS by 2003, 20th Special Session, 103)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.7345 - List or statement to be maintained at principal place of business or with custodian of records; requirement to assist in criminal investigation; failure to comply; regulations.

1. A foreign business trust shall maintain at its principal place of business in this State or with its custodian of records:
(a) A current list of its beneficial owners; or
(b) A statement indicating where such a list is maintained.
2. Upon the request of the Secretary of State, the foreign business trust shall:
(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1. 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 list described in subsection 1.
3. Upon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a foreign business trust to:
(a) Submit to the Secretary of State, within 3 business days, a copy of the list required to be maintained pursuant to subsection 1; or
(b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
4. If a foreign business trust fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the right of the foreign business trust to transact business in this State.
5. The Secretary of State shall not reinstate or revive the right of a foreign business trust to transact business in this State that was revoked or suspended pursuant to subsection 4 unless:
(a) The foreign business trust complies with the requirements of subsection 3; or
(b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the foreign business trust to transact business in this State.
6. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2007, 1333; A 2009, 2856; 2019, 399)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.735 - Defaulting trusts: Identification; forfeiture of right to transact business; penalty.

1. Each foreign business trust which is required to make a filing and pay the fee prescribed in NRS 88A.732 to 88A.738, inclusive, and which refuses or neglects to do so within the time provided is in default.
2. For default there must be added to the amount of the fee a penalty of $75, and unless the filing is made and the fee and penalty are paid on or before the last day of the month in which the anniversary date of the foreign business trust occurs, the defaulting foreign business trust by reason of its default forfeits its right to transact any business within this State. The fee and penalty must be collected as provided in this chapter.
(Added to NRS by 2003, 20th Special Session, 103)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.736 - Defaulting trusts: Duties of Secretary of State.

1. The Secretary of State shall notify, by providing written notice to its registered agent, each foreign business trust deemed in default pursuant to NRS 88A.735. 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 last day of the month in which the anniversary date of the filing of the certificate of trust occurs, the Secretary of State shall compile a complete list containing the names of all foreign business trusts whose right to transact business has been forfeited.
3. The Secretary of State shall notify, by providing written notice to its registered agent, each foreign business trust specified in subsection 2 of the forfeiture of its right to transact business. The written notice:
(a) Must include a statement indicating the amount of the filing fee, penalties incurred and costs remaining unpaid.
(b) At the request of the registered agent, may be provided electronically.
(Added to NRS by 2003, 20th Special Session, 103; A 2007, 2700)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.737 - Defaulting trusts: Conditions and procedure for reinstatement.

1. Except as otherwise provided in subsections 3 and 4 and NRS 88A.7345, the Secretary of State shall reinstate a foreign business trust which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign business trust its right to transact business in this State, and to exercise its privileges and immunities, if it:
(a) Files with the Secretary of State:
(1) The list required by NRS 88A.732;
(2) The information required pursuant to NRS 77.310; and
(3) A declaration under penalty of perjury, on a form provided by the Secretary of State, that the reinstatement is authorized by a court of competent jurisdiction in this State or by the duly selected trustees of the foreign business trust; and
(b) Except as otherwise provided in NRS 231.14057, pays to the Secretary of State:
(1) The filing fee and penalty set forth in NRS 88A.732 and 88A.735 for each year or portion thereof that its right to transact business was forfeited; and
(2) A fee of $300 for reinstatement.
2. When the Secretary of State reinstates the foreign business trust, the Secretary of State shall issue to the foreign business trust a certificate of reinstatement if the foreign business trust:
(a) Requests a certificate of reinstatement; and
(b) Pays the required fees pursuant to NRS 88A.900.
3. Except as otherwise provided in NRS 231.14057, the Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.
4. If the right of a foreign business trust to transact business in this State has been forfeited pursuant to the provisions of this chapter and has remained forfeited for a period of 5 consecutive years, the right to transact business must not be reinstated.
5. Except as otherwise provided in NRS 88A.738, a reinstatement pursuant to this section relates back to the date the foreign business trust forfeited its right to transact business under the provisions of this chapter and reinstates the foreign business trust’s right to transact business as if such right had at all times remained in full force and effect.
(Added to NRS by 2003, 20th Special Session, 104; A 2007, 1334, 2432, 2700; 2013, 894; 2019, 928)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.738 - Defaulting trusts: Reinstatement or revival under old or new name; regulations.

1. Except as otherwise provided in subsection 2, if a foreign business trust applies to reinstate or revive its certificate of trust and its name has been legally reserved or acquired by another artificial person formed, organized, registered or qualified pursuant to the provisions of this title whose name is on file with the Office of the Secretary of State or reserved in the Office of the Secretary of State pursuant to the provisions of this title, the foreign business trust must submit in writing in its application for reinstatement or revival to the Secretary of State some other name under which it desires its existence to be reinstated or revived. If that name is distinguishable from all other names reserved or otherwise on file, the Secretary of State shall reinstate or revive the foreign business trust under that new name.
2. If the applying foreign business trust submits the written, acknowledged consent of the artificial person having a name, or the person who has reserved a name, which is not distinguishable from the old name of the applying foreign business trust or a new name it has submitted, it may be reinstated or revived under that name.
3. For the purposes of this section, a proposed name is not distinguishable from a name on file or reserved solely because one or the other contains distinctive lettering, a distinctive mark, a trademark or a trade name, or any combination thereof.
4. The Secretary of State may adopt regulations that interpret the requirements of this section.
(Added to NRS by 2003, 20th Special Session, 104; A 2015, 1317)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.739 - Cancellation of revoked registration without additional fees and penalties; regulations.

1. The Secretary of State shall authorize a foreign business trust whose right to transact business in this State has been revoked to cancel its registration in this State without paying additional fees and penalties, other than the fee for filing a certificate of cancellation required by NRS 88A.900, if the foreign business trust provides evidence satisfactory to the Secretary of State that the foreign business trust did not transact business in this State:
(a) During the entire period for which its right to transact business in this State was revoked; or
(b) During a portion of the period for which its right to transact business in this State was revoked and the foreign business trust paid the fees and penalties for the portion of that period in which the foreign business trust transacted business in this State.
2. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2015, 1315)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.740 - Cancellation of registration.

1. A foreign business trust may cancel its registration by filing with the Secretary of State a certificate of cancellation signed by a trustee. The certificate must set forth:
(a) The name of the foreign 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 deemed necessary by the trustee.
A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign business trust with respect to causes of action arising out of the transaction of business in this State.
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 registration is effective at 12:01 a.m. in the Pacific time zone on the specified later date.
(Added to NRS by 1999, 1575; A 2003, 20th Special Session, 109; 2005, 2200; 2011, 2811)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.750 - Penalty for transacting business without registration; enforcement; regulations.

1. Every foreign business trust transacting business in this State which willfully fails or neglects to register with the Secretary of State pursuant to the provisions of NRS 88A.710 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. Every foreign business trust transacting business in this State which fails or neglects to register with the Secretary of State pursuant to the provisions of NRS 88A.710 may not commence or maintain any action, suit or proceeding in any court of this State until it has registered with the Secretary of State.
3. The failure of a foreign business trust to register with the Secretary of State does not impair the validity of any contract or act of the foreign business trust or prevent the foreign business trust from defending any action, suit or proceeding in any court of this State.
4. When the Secretary of State is advised that 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 where the foreign business trust has its principal place of business or the Attorney General, or both, for a determination of whether to institute proceedings to recover the fine. The district attorney of the county where the foreign business trust has its principal place of business 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.
5. In the course of an investigation of a violation of this section, the Secretary of State may require a foreign business trust to answer any interrogatory submitted by the Secretary of State that will assist in the investigation.
6. A foreign business trust, by transacting business in this State without registering with the Secretary of State, appoints the Secretary of State as its agent for service of process with respect to causes of action arising out of the transaction of business in this State.
7. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 1999, 1575; A 2009, 1713; 2013, 894)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.890 - Form required for filing of records.

1. Each record filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.
2. The Secretary of State may refuse to file a record which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the record.
3. If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any record that is submitted for filing with the form:
(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the record in order for the record to be filed; and
(b) Unless otherwise provided in the record, the provisions of the record control in every other situation.
4. The Secretary of State may by regulation provide for the electronic filing of records with the Office of the Secretary of State.
(Added to NRS by 2003, 20th Special Session, 102)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.900 - Fees.

The Secretary of State shall charge and collect the following fees for:
1. Filing an original certificate of trust, or for registering a foreign business trust, $75.
2. Filing an amendment or restatement, or a combination thereof, to a certificate of trust, $175.
3. Filing a certificate of cancellation, $100.
4. Certifying a copy of a certificate of trust or an amendment or restatement, or a combination thereof, $30 per certification.
5. Certifying an authorized printed copy of this chapter, $30.
6. Reserving a name for a business trust, $25.
7. Signing a certificate of existence of a business trust which does not list the previous records relating to it, or a certificate of change in the name of a business trust, $50.
8. Signing a certificate of existence of a business trust which lists the previous records relating to it, $50.
9. Signing, certifying or filing any certificate or record not otherwise provided for in this section, $50.
10. Examining and provisionally approving a record before the record is presented for filing, $125.
11. Copying a record on file with the Secretary of State, for each page, $2.
(Added to NRS by 1999, 1574; A 2001, 1402, 3189, 3199; 2003, 3158; 2003, 20th Special Session, 110; 2007, 2701; 2010, 26th Special Session, 75)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.910 - Manner in which record may be filed.

A record may be filed by telecopy, facsimile or similar electronic transmission, but the Secretary of State need not accept any record that is illegible or otherwise unsuitable for the procedures of the Office of the Secretary of State.
(Added to NRS by 1999, 1564; A 2003, 3158)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.920 - Procedure to submit replacement page to Secretary of State before actual filing of record.

A trustee of a business trust may authorize the Secretary of State in writing to replace any page of a record submitted for filing on an expedited basis, before the actual filing, and to accept the page as if it were part of the original record.
(Added to NRS by 2001, 1401; A 2001, 3199; 2003, 3158)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.930 - Correction of inaccurate or defective record filed with Secretary of State; cancellation of filings.

1. A business trust may correct a record filed in the Office of the Secretary of State with respect to the business trust if the record contains an inaccurate description of a trust action or if the record was defectively signed, attested, sealed, verified or acknowledged, including, without limitation, if the record was filed erroneously.
2. To correct a record, the business trust must:
(a) Prepare a certificate of correction that:
(1) States the name of the business trust;
(2) Describes the record, including, without limitation, its filing date;
(3) Specifies the inaccuracy or defect in the record, including, without limitation, if and to the extent applicable, the error in the filing of the record;
(4) Sets forth such information as is necessary so as to clarify or otherwise remedy the inaccuracy or defect; and
(5) Is signed by a trustee of the business trust or by some other person specifically authorized by the business trust to sign the certificate.
(b) Deliver the certificate to the Secretary of State for filing.
(c) Pay a filing fee of $175 to the Secretary of State.
3. A certificate of correction is effective on the effective date of the record it corrects except as to persons relying on the uncorrected record and adversely affected by the correction. As to those persons, the certificate is effective when filed.
4. If a business trust has made a filing with the Secretary of State and the Secretary of State has not processed the filing and placed the filing into the public record, the business trust may cancel the filing by:
(a) Filing a statement of cancellation with the Secretary of State; and
(b) Paying a fee of $50.
(Added to NRS by 2001, 1401; A 2001, 3199; 2003, 3158; 2003, 20th Special Session, 110; 2009, 2857; 2013, 895; 2023, 380)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.935 - Manner of storage of records; conversion of electronic records into clear and legible paper form; admissibility in evidence of electronic records.

1. Except as otherwise required by federal or state law, any records maintained by a business trust in its regular course of business may be kept on, or by means of, any information processing system or other information storage device or medium, including, without limitation, a blockchain, or in the form of an electronic record.
2. A business trust shall convert within a reasonable time any records that are kept in a manner described in subsection 1 into clear and legible paper form upon the request of any person entitled to inspect the records maintained by the business trust pursuant to any provision of this chapter. If a requested record is kept on, or by means of, a blockchain, the business trust is not required to convert the entire blockchain into paper form but shall be deemed to comply with the requirements of this subsection by converting the requested record into paper form.
3. A clear and legible paper form produced from records that are kept in a manner described in subsection 1 is admissible in evidence and accepted for all other purposes to the same extent as an original paper record with the same information if the paper form portrays the record accurately.
(Added to NRS by 2019, 2825)
2023 Nevada Revised Statutes › Chapter 88A - Business Trusts › NRS 88A.940 - Secretary of State authorized to adopt certain regulations to allow business trust to carry out powers and duties through most recent technology.

The Secretary of State may adopt regulations to define, for the purposes of certain provisions of this chapter, the terms "meeting," "writing," "written," and other terms to allow a business trust or other entity which is subject to the provisions of this chapter to carry out its powers and duties as prescribed by this chapter through the use of the most recent technology available, including, without limitation, the use of electronic communications, videoconferencing, telecommunications and blockchains.
(Added to NRS by 2011, 781; A 2019, 2825)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.020 - Definitions.

As used in this chapter, unless the context requires otherwise:
1. "Articles" means either the articles of incorporation of a professional corporation or the articles of organization of a professional limited-liability company.
2. "Employee" means a person licensed or otherwise legally authorized to render professional service within this State who renders such service through a professional entity or a professional association, but does not include clerks, bookkeepers, technicians or other persons who are not usually considered by custom and practice of the profession to be rendering professional services to the public.
3. "Licensed" means legally authorized by the appropriate regulating board of this State to engage in a regulated profession in this State.
4. "Owner" means the owner of stock in a professional corporation or the owner of a member’s interest, as defined in NRS 86.091, in a professional limited-liability company.
5. "Owner’s interest" means the stock of a professional corporation or a member’s interest, as defined in NRS 86.091, of a professional limited-liability company.
6. "Professional association" means a common-law association of two or more persons licensed or otherwise legally authorized to render professional service within this State when created by written articles of association which contain in substance the following provisions characteristic of corporate entities:
(a) The death, insanity, bankruptcy, retirement, resignation, expulsion or withdrawal of any member of the association does not cause its dissolution.
(b) The authority to manage the affairs of the association is vested in a board of directors or an executive board or committee, elected by the members of the association.
(c) The members of the association are employees of the association.
(d) Members’ ownership is evidenced by certificates.
7. "Professional corporation" means a corporation organized under this chapter to render a professional service.
8. "Professional entity" means either a professional corporation or a professional limited-liability company.
9. "Professional limited-liability company" means a limited-liability company organized pursuant to this chapter to render professional service.
10. "Professional service" means any type of personal service which may legally be performed only pursuant to a license, certificate of registration or other legal authorization.
11. "Regulating board" means the body which regulates and authorizes the admission to the profession which a professional entity or a professional association is authorized to perform.
(Added to NRS by 1963, 865; A 1969, 519; 1995, 2117; 2003, 3159; 2007, 2432; 2011, 2811)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.023 - Form required for filing of records.

1. Each record filed with the Secretary of State pursuant to this chapter must be on or accompanied by a form prescribed by the Secretary of State.
2. The Secretary of State may refuse to file a record which does not comply with subsection 1 or which does not contain all of the information required by statute for filing the record.
3. If the provisions of the form prescribed by the Secretary of State conflict with the provisions of any record that is submitted for filing with the form:
(a) The provisions of the form control for all purposes with respect to the information that is required by statute to appear in the record in order for the record to be filed; and
(b) Unless otherwise provided in the record, the provisions of the record control in every other situation.
4. The Secretary of State may by regulation provide for the electronic filing of records with the Office of the Secretary of State.
(Added to NRS by 2003, 20th Special Session, 111)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.025 - Fees.

Except as otherwise provided in NRS 89.200 to 89.270, inclusive, the fees set forth in NRS 78.755 to 78.785, inclusive, apply to professional corporations and the fees set forth in NRS 86.561 apply to professional limited-liability companies.
(Added to NRS by 1995, 1139; A 2007, 2433; 2009, 1714)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.027 - Filing of records written in language other than English.

No record which is written in a language other than English may be filed or submitted for filing in the Office of the Secretary of State pursuant to the provisions of this chapter unless it is accompanied by a verified translation of that record into the English language.
(Added to NRS by 1995, 1137; A 2003, 3160)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.028 - Secretary of State authorized to adopt certain regulations to allow professional entity or professional association to carry out powers and duties through most recent technology.

The Secretary of State may adopt regulations to define, for the purposes of certain provisions of this chapter, the terms "meeting," "writing," "written" and other terms to allow a professional entity, professional association or other entity which is subject to the provisions of this chapter to carry out its powers and duties as prescribed by this chapter through the use of the most recent technology available including, without limitation, the use of electronic communications, videoconferencing, telecommunications and blockchains.
(Added to NRS by 2011, 781; A 2019, 2825)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.030 - Applicability of chapters 78 and 86 of NRS.

The laws applicable to other Nevada corporations organized under chapter 78 of NRS and limited-liability companies organized under chapter 86 of NRS and all rights, privileges and duties thereunder shall apply to professional corporations and professional limited-liability companies, respectively, except where such laws are in conflict with or inconsistent with the provisions of this chapter. In case of conflict, the provisions of this chapter shall apply.
(Added to NRS by 1963, 865; A 2007, 2433)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.040 - Filing requirements; required provisions of articles; name.

1. One or more persons may organize a professional entity in the manner provided for organizing a corporation pursuant to chapter 78 of NRS or a limited-liability company pursuant to chapter 86 of NRS. Each person organizing the professional entity must, except as otherwise provided in subsection 2 of NRS 89.050, be authorized to perform the professional service for which the professional entity is organized. The articles must contain the following additional information:
(a) The profession to be practiced by means of the professional entity.
(b) The names and addresses, either residence or business, of the original stockholders and directors of the professional corporation or the original members and managers of the professional limited-liability company.
(c) Except as otherwise provided in paragraphs (d) and (e), a certificate from the regulating board of the profession to be practiced showing that each of the directors, stockholders, managers or members who is a natural person is licensed to practice the profession.
(d) For a professional entity organized pursuant to this chapter and practicing pursuant to the provisions of NRS 623.349, a certificate from the regulating board or boards of the profession or professions to be practiced showing that control and two-thirds ownership of the professional entity is held by persons registered or licensed pursuant to the applicable provisions of chapter 623, 623A or 625 of NRS. As used in this paragraph, "control" has the meaning ascribed to it in NRS 623.349.
(e) For a professional entity formed pursuant to subsection 5 of NRS 89.070, a certificate from the State Bar of Nevada showing at least one stockholder or member who is a natural person is admitted by the Supreme Court of the State of Nevada to practice law as a member of the State Bar of Nevada.
2. The corporate name of a professional corporation must contain the words "Professional Corporation" or the abbreviation "Prof. Corp.," "P.C." or "PC," or the word "Chartered" or the abbreviation "Chtd.," or "Limited" or the abbreviation "Ltd." The corporate name must contain the last name of one or more of its current or former stockholders.
3. The name of a professional limited-liability company must contain the words "Professional Limited-Liability Company" or the abbreviations "Prof. L.L.C.," "Prof. LLC," "P.L.L.C.," "PLLC," or the word "Chartered" or the abbreviation "Chtd.," or "Limited" or the abbreviation "Ltd." The name of a professional limited-liability company must contain the last name of one or more of its current or former members.
4. The professional entity may render professional services and exercise its authorized powers under a fictitious name if the professional entity has first registered the name in the manner required by chapter 602 of NRS.
(Added to NRS by 1963, 865; A 1969, 520; 1979, 122; 1987, 585; 1991, 323, 1305; 1995, 2118; 2001, 1780; 2003, 3160; 2003, 20th Special Session, 111; 2007, 2433; 2009, 1714)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.045 - List or statement to be maintained at principal place of business or with custodian of records; requirement to assist in criminal investigation; failure to comply; regulations.

1. A professional entity shall maintain at its principal place of business in this State or with its custodian of records:
(a) A current list of its owners of record; or
(b) A statement indicating where such a list is maintained.
2. Upon the request of the Secretary of State, the professional entity shall:
(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1. 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 list described in subsection 1.
3. Upon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a professional entity to:
(a) Submit to the Secretary of State, within 3 business days, a copy of the list required to be maintained pursuant to subsection 1; or
(b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
4. If a professional entity fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the corporate charter.
5. The Secretary of State shall not reinstate or revive a charter that was revoked or suspended pursuant to subsection 4 unless:
(a) The professional entity complies with the requirements of subsection 3; or
(b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the corporate charter.
6. The Secretary of State may adopt regulations to administer the provisions of this section.
(Added to NRS by 2007, 1335; A 2009, 2858; 2019, 400)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.055 - Prohibited acts by owner of entity organized to render certain medical and psychological services; prohibited acts by licensee who renders service through entity organized to render certain medical and psychological services.

1. An owner of a professional entity organized pursuant to paragraph (b) of subsection 2 of NRS 89.050 shall not:
(a) Create a policy or contract, written or otherwise, to restrict or prohibit the good faith communication between a patient and a person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS, concerning the patient’s medical records, health care, risks or benefits of such health care or treatment options.
(b) Influence or interfere with the professional judgment of a person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS, including, without limitation, the professional judgment of such a person concerning:
(1) The care of a patient;
(2) The custodian of the medical records of a patient;
(3) Employment decisions, including hiring or terminating an employee; or
(4) Coding or billing procedures.
(c) Terminate a contract or refuse to renew a contract with a person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS because the person:
(1) Advocates on behalf of a patient in private or public;
(2) Assists a patient in seeking reconsideration of a denial of coverage of health care services; or
(3) Reports a violation of law to an appropriate authority.
(d) Require a person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS to:
(1) Provide professional services to a specified number of patients within a particular amount of time; or
(2) Work a certain number of hours in a specified period of time.
(e) Require a person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS to obtain the approval or review of a contract by a third party, including, without limitation, a provider of insurance.
2. A person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS who renders a professional service through a professional entity organized pursuant to paragraph (b) of subsection 2 of NRS 89.050 shall not:
(a) Render such a professional service if the service exceeds the scope of his or her licensed authority pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS; and
(b) Through the use of an agreement, directive, financial incentive or any other arrangement, influence or interfere with the professional judgment of another person licensed pursuant to chapter 630, 630A, 633, 634, 634B or 641 of NRS who renders a professional service through the same professional entity.
(Added to NRS by 2017, 1303; A 2019, 1392; 2023, 1687)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.060 - Professional relationship preserved.

The provisions of this chapter relating to professional entities do not modify any law applicable to the relationship between a person furnishing professional service and a person receiving such service, including liability arising out of such professional service, but nothing contained in this section renders:
1. A person personally liable in tort for any act in which the person has not personally participated.
2. A director, officer or employee of a professional entity liable in contract for any contract which the director, officer or employee signs on behalf of a professional entity within the limits of his or her actual authority.
(Added to NRS by 1963, 866; A 1969, 521; 2003, 3160; 2007, 2435)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.080 - Duties upon legal disqualification of officer, stockholder, director, member, manager or employee; qualifications of officer, director or manager; death of owner whose interest is in revocable trust.

1. If any officer, stockholder, director, member, manager or employee of a professional entity organized under this chapter who has been rendering professional service to the public becomes legally disqualified to render such professional services within this State, he or she shall sever within a reasonable period all professional service with and financial interest in the professional entity, but this chapter does not prevent a professional entity formed under this chapter from entering into a contract with an employee which provides for severance pay or for compensation for past services upon termination of professional service, whether by death or otherwise.
2. Except as otherwise provided in NRS 623.349, a natural person may not be an officer, director or manager of a professional entity formed under this chapter unless the natural person is licensed to render the same specific professional services as those for which the professional entity was formed.
3. Upon the death of an owner of a professional entity who has transferred his or her interest in the professional entity to a revocable trust as permitted by NRS 89.070, the trustee of the revocable trust may continue to retain any interest so transferred for a reasonable period, but may not exercise any authority concerning the rendering of professional services and may not, except as otherwise provided in NRS 623.349, distribute the owner’s interest to any person not licensed to render the services for which the professional entity was formed.
4. A professional entity’s failure to require compliance with the provisions of this section is a ground for the forfeiture of its charter.
(Added to NRS by 1963, 866; A 1969, 522; 1991, 1307; 1995, 2119; 2001, 1783; 2007, 2437)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.100 - Authority of regulating boards not affected.

The provisions of this chapter relating to professional entities do not bar the regulating board of any profession from taking any action otherwise within its power, nor do they affect the rules of ethics or practice of any profession.
(Added to NRS by 1963, 867; A 1969, 522; 2007, 2437)
2023 Nevada Revised Statutes › Chapter 89 - Professional Entities and Associations › NRS 89.210 - Filing requirements; name of association.

1. Within 30 days after the organization of a professional association under this chapter, the association shall file with the Secretary of State a copy of the articles of association, duly signed, and shall pay at that time a filing fee of $75. A copy of any amendments to the articles of association must also be filed with the Secretary of State within 30 days after the adoption of such amendments. Each copy of amendments so filed must be certified as true and correct and be accompanied by a filing fee of $175.
2. The name of such a professional association must contain the words "Professional Association," "Professional Organization" or the abbreviations "Prof. Ass’n" or "Prof. Org." The association may render professional services and exercise its authorized powers under a fictitious name if the association has first registered the name in the manner required under chapter 602 of NRS.
(Added to NRS by 1969, 523; A 1979, 123; 2001, 3190; 2003, 3160; 2003, 20th Special Session, 112)