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Nevada law-makers adopted a “pro-business” legal environment for doing business in the State.
This is the legal framework for starting and running an LLC in Nevada.
| CHAPTER 86 – LIMITED-LIABILITY COMPANIES | |
| GENERAL PROVISIONS | |
| Definitions. | 86.011 |
| “Articles” and “articles of organization” defined. | 86.022 |
| “Bankrupt” defined. | 86.031 |
| “Foreign limited-liability company” defined. | 86.051 |
| “Limited-liability company” and “company” defined. | 86.061 |
| “Majority in interest” defined. | 86.065 |
| “Manager” defined. | 86.071 |
| “Member” defined. | 86.081 |
| “Member’s interest” defined. | 86.091 |
| “Noneconomic member” defined. | 86.095 |
| “Operating agreement” defined. | 86.101 |
| “Real property” defined. | 86.111 |
| “Record” defined. | 86.116 |
| “Registered office” defined. | 86.121 |
| “Resident agent” defined. | 86.125 |
| “Series” and “series of members” defined. | 86.1255 |
| “Sign” defined. | 86.126 |
| “Signature” defined. | 86.127 |
| “Street address” defined. | 86.128 |
| Applicability of chapter to foreign and interstate commerce. | 86.131 |
| Amendment or repeal of provisions of chapter; chapter deemed part of articles of company. | 86.135 |
| ORGANIZATION | |
| Purpose for organization. | 86.141 |
| Filing requirements. | 86.151 |
| Perpetual existence of company. | 86.155 |
| Articles of organization: Required and optional provisions. | 86.161 |
| Name of company: Distinguishable name required; availability of name of revoked, merged or otherwise terminated company; limitations; regulations. | 86.171 |
| Name of company: Reservation; injunctive relief. | 86.176 |
| Commencement of organizational existence. | 86.201 |
| Articles of organization: Notice imparted by filing. | 86.211 |
| Amendment of articles of organization before issuance of member’s interest. | 86.216 |
| Amendment and restatement of articles of organization. | 86.221 |
| Filing of certificate of amendment or judicial decree of amendment; effective date. | 86.226 |
| RESIDENT AGENT AND REGISTERED OFFICE | |
| Resident agent required; address of registered office; change of address. | 86.231 |
| Resident agent: Revocation of appointment; change of name. | 86.235 |
| Maintenance of records at office in State; inspection and copying of records. | 86.241 |
| Resident agent: Resignation; designation of successor after death, resignation or movement from State. | 86.251 |
| Service of process, notice or demand upon resident agent. | 86.261 |
| ANNUAL LIST; DEFAULTING COMPANIES | |
| Filing requirements; fees; notice. | 86.263 |
| Additional filing requirements for certain companies: Criteria; statement; fees. | 86.264 |
| Certificate of authorization to transact business. | 86.266 |
| Addresses of managers and members required; failure to file. | 86.269 |
| Defaulting companies: Identification; reinstatement; penalty. | 86.272 |
| Defaulting companies: Duties of Secretary of State; forfeiture; distribution of assets. | 86.274 |
| Defaulting companies: Conditions and procedure for reinstatement. | 86.276 |
| Defaulting companies: Reinstatement under old or new name; regulations. | 86.278 |
| OPERATION | |
| General powers. | 86.281 |
| Operating agreement. | 86.286 |
| Management. | 86.291 |
| Noneconomic members. | 86.293 |
| Classes of members or managers; series of members. | 86.296 |
| Limitation on authority to contract debt or incur liability. | 86.301 |
| Acquisition, ownership and disposition of property. | 86.311 |
| Contributions to capital: Form. | 86.321 |
| Resignation or withdrawal of member: Limitation; payment to member who rightfully resigns or withdraws. | 86.331 |
| Resignation or withdrawal of member in violation of operating agreement; loss of right to participate upon resignation or withdrawal. | 86.335 |
| Distribution of profits. | 86.341 |
| Distribution of profits and contributions: Prohibition; applicable determinations; liability of member for violation. | 86.343 |
| Distributions: Form; status of member or transferee. | 86.346 |
| Nature and transfer of member’ s interest; rights of transferee; substituted members. | 86.351 |
| LIABILITY, INDEMNIFICATION AND INSURANCE | |
| Liability of persons assuming to act as company without authority. | 86.361 |
| Liability of member or manager for debts or liabilities of company. | 86.371 |
| Member of company is not proper party in proceeding by or against company; exception. | 86.381 |
| Liability of member to company. | 86.391 |
| Rights and remedies of creditor of member. | 86.401 |
| Indemnification of manager, member, employee or agent: Proceeding other than by company. | 86.411 |
| Indemnification of manager, member, employee or agent: Proceeding by company. | 86.421 |
| Indemnification of manager, member, employee or agent: Scope; authorization. | 86.431 |
| Indemnification of member or manager: Advancement of expenses. | 86.441 |
| Indemnification of manager, member, employee or agent: Effect of provisions on other rights; continuation after cessation of status. | 86.451 |
| Maintenance of insurance or other financial arrangements against liability of member, manager, employee or agent. | 86.461 |
| Effect of providing insurance or other financial arrangements against liability of member, manager, employee or agent. | 86.471 |
| Exclusion of company which provides self-insurance from title 57 of NRS. | 86.481 |
| DERIVATIVE ACTIONS | |
| Authority of member to bring action. | 86.483 |
| Qualifications of plaintiff. | 86.485 |
| Pleading. | 86.487 |
| Expenses. | 86.489 |
| DISSOLUTION | |
| Events requiring dissolution and winding up of affairs; effect of certain events affecting member. | 86.491 |
| Dissolution by decree of court; termination of series by decree of court. | 86.495 |
| Continuation of company after dissolution for winding up of affairs; limitation on actions by or against dissolved company. | 86.505 |
| Distribution of assets after dissolution. | 86.521 |
| Articles of dissolution: Required provisions. | 86.531 |
| Articles of dissolution: Filing; effect of filing. | 86.541 |
| FOREIGN LIMITED-LIABILITY COMPANIES | |
| Law governing organization, internal affairs and liability of managers and members. | 86.543 |
| Filing requirements; required provisions of application for registration. | 86.544 |
| Issuance of certificate of registration by Secretary of State. | 86.545 |
| Name for registration. | 86.546 |
| Annual list: Filing requirements; fees; powers and duties of Secretary of State. | 86.5461 |
| Additional filing requirements for certain companies: Criteria; statement; fees. | 86.5462 |
| Certificate of authorization to transact business. | 86.5463 |
| Addresses of managers or managing members required; failure to file. | 86.5464 |
| Defaulting companies: Identification; forfeiture of right to transact business; penalty. | 86.5465 |
| Defaulting companies: Duties of Secretary of State. | 86.5466 |
| Defaulting companies: Conditions and procedure for reinstatement. | 86.5467 |
| Defaulting companies: Reinstatement under old or new name; regulations. | 86.5468 |
| Cancellation of registration. | 86.547 |
| Transaction of business without registration. | 86.548 |
| Activities not constituting transaction of business. | 86.5483 |
| Determination of whether solicitation is made or accepted. | 86.5487 |
| Action by Attorney General to restrain transaction of business. | 86.549 |
| MISCELLANEOUS PROVISIONS | |
| Issuance of occupational or professional license to limited-liability company by board or commission; regulations. | 86.555 |
| Form required for filing of records. | 86.557 |
| Fees. | 86.561 |
| Procedure to submit replacement page to Secretary of State before actual filing of record. | 86.563 |
| Filing of records written in language other than English. | 86.566 |
| Correction of inaccurate or defective record filed with Secretary of State. | 86.568 |
| Waiver of notice. | 86.571 |
| Renewal or revival of charter: Procedure; fee; certificate as evidence. | 86.580 |
| Renewal or revival of charter: Status of company. | 86.590 |
Click hereto view all titles of Nevada Revised Statutes. The laws on this page are applicable to Limited-Liability Companies only.