Senate Bill No. 462--Committee on Judiciary

                  CHAPTER........


AN ACT relating to business associations; prohibiting certain 
       documents which are in a language other than English from 
       being filed or submitted for filing with the secretary of 
       state unless accompanied by a translation; revising the 
       duties of the secretary of state upon the default of 
       various business associations; revising the fees required 
       to be paid by those associations; and providing other 
       matters properly relating thereto.

   THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN SENATE
              AND ASSEMBLY, DO ENACT AS FOLLOWS:


  Section 1.  Chapter 78 of NRS is hereby 
amended by adding thereto the provisions set forth as 
sections 2 and 3 of this act.
  Sec. 2.  \1.  Any natural person or corporation 
residing or located in this state may, on or after January 1 
of any year but before January 31 of that year, register his 
willingness to serve as the resident agent of a domestic or 
foreign corporation, limited-liability company or limited 
partnership with the secretary of state. The registration 
must be accompanied by a fee of $250.
  2.  The secretary of state shall maintain a list of those 
persons who are registered pursuant to subsection 1 and make 
the list available to persons seeking to do business in this 
state.\\
  Sec. 3.  \No document 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 document into the English 
language.\\
  Sec. 4.  NRS 78.045 is hereby amended to read 
as follows:
  78.045  1.  The secretary of state shall not accept for 
filing any articles of incorporation or any certificate of 
amendment of articles of incorporation of any corporation 
formed under the laws of this state which provides that the 
name of the corporation contain the word \"bank" 
or\\ "trust," unless:
  (a) It appears from the articles or the certificate of 
amendment that the corporation proposes to carry on business 
as a \banking or\\ trust company, either 
exclusively or in connection with its business as a bank or 
savings and loan association; and
  (b) The articles or certificate of amendment is first 
approved by the commissioner of financial institutions.
  2.  The secretary of state shall not accept for filing any 
articles of incorporation or any certificate of amendment of 
articles of incorporation of any corporation formed under 
this chapter when it appears from the articles or the 
certificate of amendment that the business to be carried on 
by the corporation is subject to supervision by the 
commissioner of insurance [,] \or by the commissioner 
of financial institutions,\\ unless the articles or 
certificate of amendment is first approved by the 
commissioner [of insurance.] \who will be supervising 
the business of the corporation.\\
  3.  Except as otherwise provided in subsection 4, the 
secretary of state shall not accept for filing any articles 
of incorporation or any certificate or amendment of articles 
of incorporation of any corporation formed under the laws of 
this state if the name of the corporation contains the words 
"engineer," "engineered," "engineering," "professional 
engineer" or "licensed engineer" unless:
  (a) The state board of professional engineers and land 
surveyors certifies that the principals of the corporation 
are registered to practice engineering or are registered to 
practice engineering and architecture, except landscape 
architecture, under the laws of this state; or
  (b) The state board of professional engineers and land 
surveyors certifies that the corporation is exempt from the 
prohibitions of NRS 625.520.
  4.  The provisions of subsection 3 do not apply to any 
corporation, whose securities are publicly traded and 
regulated by the Securities [and] Exchange Act of 1934, 
which does not engage in the practice of professional 
engineering.
  5.  The commissioner of financial institutions and the 
commissioner of insurance may approve or disapprove the 
articles or amendments referred to them under the provisions 
of this section.
  Sec. 5.  NRS 78.095 is hereby amended to read 
as follows:
  78.095  1.  [The] \Within 30 days after changing 
the\\ location of [the office of any resident agent of 
corporations in any county in this state may be transferred] 
\his office\\ from one address to another [, in the 
same county, upon the making and executing by the] \in 
this state, a\\ resident agent [of] \shall 
execute\\ a certificate setting forth [the] \:
  (a) The\\ names of all the corporations represented by 
the resident agent [, and the] \;
  (b) The\\ address at which the resident agent has 
maintained the registered office for each of such 
corporations [, and further certifying to the] \; and
  (c) The\\ new address to which the resident agency 
will be transferred and at which the resident agent will 
thereafter maintain the registered office for each of the 
corporations recited in the certificate.
  2.  Upon the filing of the certificate in the office of 
the secretary of state the registered office in this state 
of each of the corporations recited in the certificate is 
located at the new address of the resident agent thereof as 
[given] \set forth\\ in the certificate.
  Sec. 6.  (Deleted by amendment.)
  Sec. 7.  NRS 78.115 is hereby amended to read 
as follows:
  78.115  The business of every corporation must be managed 
by a board of directors or trustees, all of whom must be 
\natural persons who are\\ at least 18 years of 
age. A corporation must have at least one director, and may 
provide in its articles of incorporation or in its bylaws 
for a fixed number of directors or a variable number of 
directors within a fixed minimum and maximum, and for the 
manner in which the number of directors may be increased or 
decreased. Unless otherwise provided in the articles of 
incorporation, directors need not be stockholders.
  Sec. 8.  NRS 78.170 is hereby amended to read 
as follows:
  78.170  1.  Each corporation required to make a filing 
and pay the fee prescribed in NRS 78.150 to 78.185, 
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 $15 \.\\ [, and unless the filing 
is made and the fee and penalty are paid on or before the 
first day of the ninth month following the month in which 
filing was required, the defaulting corporation, by reason 
of its default, forfeits the amount of the fee and penalty 
to the State of Nevada.] The fee and penalty must be 
collected as provided in this chapter.
  Sec. 9.  NRS 78.175 is hereby amended to read 
as follows:
  78.175  1.  [On or before the 15th day of the 3rd month 
following the month in which filing was required, the] 
\The\\ secretary of state shall [compile a complete 
list of all defaulting corporations, together with] 
\notify, by letter addressed to its resident agent, 
each corporation deemed in default pursuant to NRS 78.170. 
The notice must be accompanied by a statement 
indicating\\ the amount of the filing fee, penalties and 
costs remaining unpaid.
  2.  On the [1st] \first\\ day of the [9th] 
\ninth\\ month following the month in which the 
filing was required, the charter of the corporation 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 corporations whose right to do 
business has been forfeited. The secretary of state shall 
forthwith notify \,\\ by letter addressed to its 
[president or secretary] \resident agent,\\ each 
such corporation of the forfeiture of its charter. \The 
notice must be accompanied by a statement indicating the 
amount of the filing fee, penalties and costs remaining 
unpaid.\\
  4.  If the charter of a corporation is revoked and the 
right to transact business is forfeited as provided in 
subsection 2, all of the property and assets of the 
defaulting domestic corporation must be held in trust by the 
directors of the corporation as for insolvent corporations, 
and the same proceedings may be had with respect thereto as 
are applicable to insolvent corporations. Any person 
interested may institute proceedings at any time after a 
forfeiture has been declared, but if the secretary of state 
reinstates the charter the proceedings must at once be 
dismissed and all property restored to the officers of the 
corporation.
  5.  Where the assets are distributed they must be applied 
in the following manner:
  (a) To the payment of the filing fee, penalties and costs 
due to the state;
  (b) To the payment of the creditors of the corporation; 
and
  (c) Any balance remaining to distribution among the 
stockholders.
  Sec. 10.  NRS 78.180 is hereby amended to read 
as follows:
  78.180  1.  Except as otherwise provided in subsections 3 
and 4, the secretary of state shall reinstate a corporation 
which has forfeited its right to transact business under the 
provisions of this chapter and restore to the corporation 
its right to carry on business in this state, and to 
exercise its corporate privileges and immunities, if it:
  (a) Files with the secretary of state the list and 
designation required by NRS 78.150; and
  (b) Pays to the secretary of state [all filing fees, 
licenses, penalties, costs and expenses due and in arrears 
at the time of the revocation of its charter, all filing 
fees, licenses and penalties which have accrued since the 
revocation of its charter, and a] \:
    (1) The annual filing fee and penalty set forth in NRS 
78.150 and 78.170 for each year or portion thereof during 
which its charter was revoked; and
    (2) \\A fee of $50 for reinstatement.
  2.  When the secretary of state reinstates the corporation 
\,\\ he shall:
  (a) Immediately issue and deliver to the corporation a 
certificate of reinstatement authorizing it to transact 
business as if the filing fee had been paid when due; and
  (b) Upon demand, issue to the corporation one or more 
certified copies of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees [, penalties and costs] \and 
penalties\\ have been paid, and the revocation of the 
charter occurred only by reason of failure to pay the fees 
[, penalties and costs.] \and penalties.\\
  4.  If a corporate charter has been revoked pursuant to 
the provisions of this chapter and has remained revoked for 
a period of 5 consecutive years, the charter must not be 
reinstated.
  Sec. 11.  NRS 78.575 is hereby amended to read 
as follows:
  78.575  Before the payment of any part of the capital and 
before beginning the business for which the corporation was 
created, the incorporators or the board of directors named 
in the articles of incorporation may dissolve a corporation 
by filing in the office of the secretary of state a 
certificate, [verified by the oath or affirmation of] 
\signed and acknowledged by\\ a majority of the 
incorporators or of the board of directors named in the 
articles of incorporation, \stating\\ that no part 
of the capital has been paid and the business has not [been] 
begun, and thereupon the corporation is dissolved.
  Sec. 12.  NRS 78.760 is hereby amended to read 
as follows:
  78.760  1.  The fee for filing articles of incorporation 
is prescribed in the following schedule:
    If the amount represented by the total number of shares 
      provided for in the articles or agreement is:
    
    $25,000 or less....................................  $125
    Over $25,000 and not over $75,000...................  175
    Over $75,000 and not over $200,000..................  225
    Over $200,000 and not over $500,000.................  325
    Over $500,000 and not over $1,000,000...............  425
    Over $1,000,000:
         For the first $1,000,000.......................  425
         For each additional $500,000 or fraction thereof  22
         5
         
  2.  The maximum fee which may be charged under this 
section is $25,000 for:
  (a) The original filing of articles of incorporation.
  (b) A subsequent filing of any instrument which authorizes 
an increase in stock.
  3.  For the purposes of computing the filing fees 
according to the schedule in subsection 1, the amount 
represented by the total number of shares provided for in 
the articles of incorporation is:
  (a) The aggregate par value of the shares, if only shares 
with a par value are therein provided for;
  (b) The product of the number of shares multiplied by $1, 
regardless of any lesser amount prescribed as the value or 
consideration for which shares may be issued and disposed 
of, if only shares without par value are therein provided 
for; or
  (c) The aggregate par value of the shares with a par value 
plus the product of the number of shares without par value 
multiplied by $1, regardless of any lesser amount prescribed 
as the value or consideration for which the shares without 
par value may be issued and disposed of, if shares with and 
without par value are therein provided for.
\For the purposes of this subsection, shares with no 
prescribed par value shall be deemed shares without par 
value.
  4.  \\The secretary of state shall calculate filing 
fees pursuant to this section with respect to shares with a 
par value of less than one-tenth of a cent as if the par 
value were one-tenth of a cent.
  Sec. 13.  NRS 78.765 is hereby amended to read 
as follows:
  78.765  1.  The fee for filing a certificate changing the 
number of authorized shares pursuant to NRS 78.207 or a 
certificate of amendment to articles of incorporation that 
increases the corporation's authorized stock is the 
difference between the fee computed at the rates specified 
in NRS 78.760 upon the total authorized stock of the 
corporation, including the proposed increase, and the fee 
computed at the rates specified in NRS 78.760 upon the total 
authorized capital, excluding the proposed increase. In no 
case may the amount be less than $75.
  2.  \The fee for filing a certificate of amendment to 
articles of incorporation that does not increase the 
corporation's authorized stock is $75.
  3.  \\The fee for filing a certificate pursuant to NRS 
78.195 is $75.
  Sec. 14.  NRS 78.767 is hereby amended to read 
as follows:
  78.767  1.  The fee for filing a certificate of restated 
articles of incorporation that does not increase the 
corporation's authorized stock is [$100.] \$75.\\
  2.  The fee for filing a certificate of restated articles 
of incorporation that increases the corporation's authorized 
stock is the difference between the fee computed pursuant to 
NRS 78.760 based upon the total authorized stock of the 
corporation, including the proposed increase, and the fee 
computed pursuant to NRS 78.760 based upon the total 
authorized stock of the corporation, excluding the proposed 
increase. In no case may the amount be less than [$100.] 
\$75.\\
  Sec. 15.  (Deleted by amendment.)
  Sec. 16.  NRS 78.785 is hereby amended to read 
as follows:
  78.785  1.  The fee for filing a certificate of change of 
location of a corporation's registered office [or] 
\and\\ resident agent, or a new designation of 
resident agent, is $15.
  2.  The fee for certifying articles of incorporation where 
a copy is provided is $10.
  3.  The fee for certifying a copy of an amendment to 
articles of incorporation, or to a copy of the articles as 
amended, where a copy is furnished, is $10.
  4.  The fee for certifying an authorized printed copy of 
the general corporation law as compiled by the secretary of 
state is $10.
  5.  The fee for [certifying the reservation of] 
\reserving\\ a corporate name is $20.
  6.  The fee for executing a certificate of corporate 
existence which does not list the previous documents 
relating to the corporation, or a certificate of change in a 
corporate name, is $15.
  7.  \The fee for executing a certificate of corporate 
existence which lists the previous documents relating to the 
corporation is $20.
  8.  \\The fee for executing, certifying or filing any 
certificate \or document\\ not provided for in NRS 
78.760 to 78.785, inclusive, is $20.
  [8.  The fee for comparing any document or paper submitted 
for certification, with the record thereof, to ascertain 
whether any corrections are required to be made before 
certifying, is 20 cents for each folio of 100 words of each 
document or paper compared.]
  9.  The fee for copies made at the office of the secretary 
of state is $1 per page.
  10.  [The fee for copying and providing the copy of the 
list of the corporate officers is the fee for copying the 
necessary pages.
  11.]  The fee for filing articles of incorporation, 
articles of merger, or certificates of amendment increasing 
the basic surplus of a mutual or reciprocal insurer must be 
computed pursuant to NRS 78.760, 78.765 and 78.770, on the 
basis of the amount of basic surplus of the insurer.
  [12.] \11.  \\The fee for examining and 
provisionally approving any document at any time before the 
document is presented for filing is $100.
  Sec. 17.  Chapter 78A of NRS is hereby amended 
by adding thereto a new section to read as follows:\
  No document 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 document into the English language.\\
  Sec. 18.  NRS 80.010 is hereby amended to read 
as follows:
  80.010  1.  Before commencing or doing any business in 
this state, every corporation organized pursuant to the laws 
of another state, territory, the District of Columbia, a 
dependency of the United States or a foreign country, that 
enters this state to do business must:
  (a) File in the office of the secretary of state of 
[Nevada:] \this state:\\
    (1) A certificate of corporate existence issued not more 
than 90 days before the date of filing by an authorized 
officer of the jurisdiction of its incorporation setting 
forth the filing of documents and instruments related to the 
articles of incorporation, or the governmental acts or other 
instrument or authority by which the corporation was 
created. If the certificate is in a language other than 
English, a translation, together with the oath of the 
translator and his attestation of its accuracy, must be 
attached to the certificate.
    (2) A certificate of acceptance of appointment executed 
by its resident agent, who must be a [natural] person 
residing \or located\\ in this state \.\\ 
[, or another corporation which has a registered office 
located in this state.] The certificate must set forth the 
name of the resident agent, his street address for the 
service of process, and his mailing address if different 
from his street address. The street address of the resident 
agent is the registered office of the corporation in this 
state.
    (3) A statement executed by an officer of the 
corporation, acknowledged before a person authorized by the 
laws of the place where the acknowledgment is taken to take 
acknowledgments of deeds, setting forth:
    (I) A general description of the purposes of the 
corporation; and
    (II) The authorized stock of the corporation and the 
number and par value of shares having par value and the 
number of shares having no par value.
  (b) Lodge in the office of the secretary of state a copy 
of the document most recently filed by the corporation in 
the jurisdiction of its incorporation setting forth the 
authorized stock of the corporation, the number of par value 
shares and their par value, and the number of no-par-value 
shares.
  2.  The secretary of state shall not file the documents 
required by subsection 1 for any foreign corporation whose 
name is the same as, or deceptively similar to the name of a 
corporation, limited partnership or limited-liability 
company existing under the laws of this state or a foreign 
corporation, foreign limited partnership or foreign limited-
liability company authorized to transact business in this 
state or a name to which the exclusive right is at the time 
reserved in the manner provided under the laws of this 
state, unless the written acknowledged consent of the holder 
of the registered or reserved name to use the same name or 
the requested similar name accompanies the articles of 
incorporation.
  3.  The secretary of state shall not accept for filing the 
documents required by subsection 1 or NRS 80.110 for any 
foreign corporation if the name of the corporation contains 
the words "engineer," "engineered," "engineering," 
"professional engineer" or "licensed engineer" unless the 
state board of professional engineers and land surveyors 
certifies that:
  (a) The principals of the corporation are registered to 
practice engineering or are registered to practice 
engineering and architecture, except landscape architecture, 
pursuant to the laws of this state; or
  (b) The corporation is exempt from the prohibitions of NRS 
625.520.
  \4.  The secretary of state shall not accept for 
filing the documents required by subsection 1 or NRS 80.110 
for any foreign corporation if it appears from the documents 
that the business to be carried on by the corporation is 
subject to supervision by the commissioner of financial 
institutions, unless the commissioner certifies that:
  (a) The corporation has obtained the authority required to 
do business in this state; or
  (b) The corporation is not subject to or is exempt from 
the requirements for obtaining such authority.\\
  Sec. 19.  (Deleted by amendment.)
  Sec. 20.  NRS 80.050 is hereby amended to read 
as follows:
  80.050  1.  [Foreign] \Except as otherwise provided 
in subsection 3, foreign\\ corporations shall pay the 
same fees to the secretary of state as are required to be 
paid by corporations organized [under] \pursuant 
to\\ the laws of this state, but the amount of fees to 
be charged must not exceed:
  (a) The sum of $25,000 for filing documents for initial 
qualification; or
  (b) The sum of $25,000 for each subsequent filing of a 
certificate increasing authorized capital stock.
  2.  If the corporate documents required to be filed set 
forth only the total number of shares of stock the 
corporation is authorized to issue without reference to 
value, the authorized shares shall be deemed to be without 
par value and the filing fee must be computed pursuant to 
paragraph (b) of subsection 3 of NRS 78.760.
  3.  \Foreign corporations which are nonprofit 
corporations and do not have or issue shares of stock shall 
pay the same fees to the secretary of state as are required 
to be paid by nonprofit corporations organized pursuant to 
the laws of this state.
  4.  \\The fee for filing \a\\ notice of 
withdrawal from the State of Nevada by a foreign corporation 
is $30.
  Sec. 21.  NRS 80.150 is hereby amended to read 
as follows:
  80.150  1.  Any corporation required to make a filing and 
pay the fee prescribed in NRS 80.110 to 80.170, inclusive, 
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 $15, and unless the filing is made and the 
fee and penalty are paid on or before the first day of the 
ninth month following the month in which filing was 
required, the defaulting corporation by reason of its 
default [, forfeits:
  (a) The amount of the fee and penalty to the State of 
Nevada; and
  (b) Its] \forfeits its\\ right to transact any 
business within this state. The fee and penalty must be 
collected as provided in this chapter.
  Sec. 22.  NRS 80.160 is hereby amended to read 
as follows:
  80.160  1.  [On or before the 15th day of the third month 
following the month in which filing was required, the] 
\The\\ secretary of state shall [compile a complete 
list of all defaulting corporations, together with] 
\notify, by letter addressed to its resident agent, 
each corporation deemed in default pursuant to NRS 80.150. 
The notice must be accompanied by a statement 
indicating\\ the amount of the filing fee, penalties and 
costs remaining unpaid.
  2.  Immediately after the first day of the ninth month 
following the month in which filing was required, the 
secretary of state shall compile a full and complete list 
containing the names of all corporations whose right to do 
business has been forfeited.
  \3.  The secretary of state shall notify, by letter 
addressed to its resident agent, each corporation specified 
in subsection 2 of the forfeiture of its right to do 
business. The notice must be accompanied by a statement 
indicating the amount of the filing fee, penalties and costs 
remaining unpaid.\\
  Sec. 23.  NRS 80.170 is hereby amended to read 
as follows:
  80.170  1.  Except as otherwise provided in subsections 3 
and 4, the secretary of state shall reinstate a corporation 
which has forfeited or which forfeits its right to transact 
business under the provisions of this chapter and restore to 
the corporation its right to transact business in this 
state, and to exercise its corporate privileges and 
immunities if it:
  (a) Files with [him] \the secretary of state\\ a 
list of officers and directors as provided in NRS 80.110 and 
80.140; and
  (b) Pays to [him all filing fees, licenses, penalties, 
costs and expenses due and in arrears at the time of the 
forfeiture of its right to carry on business, and also all 
filing fees, licenses and penalties which have accrued since 
the forfeiture of] \the secretary of state:
    (1) The annual filing fee and penalty set forth in NRS 
80.110 and 80.150 for each year or portion thereof that 
\\its right to transact business [and a] \was 
forfeited; and
    (2) A\\ fee of $50 for reinstatement.
  2.  If payment is made and the secretary of state 
reinstates the corporation to its former rights he shall:
  (a) Immediately issue and deliver to the corporation so 
reinstated a certificate of reinstatement authorizing it to 
transact business in the same manner as if the filing fee 
had been paid when due; and
  (b) Upon demand, issue to the corporation one or more 
certified copies of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees [, penalties and costs] \and 
penalties\\ have been paid, and the revocation of the 
right to transact business occurred only by reason of 
failure to pay the fees [, penalties and costs.] \and 
penalties.\\
  4.  If the right of a corporation to transact business in 
this state has been forfeited pursuant to the provisions of 
NRS 80.160 and has remained forfeited for a period of 5 
consecutive years, the right is not subject to 
reinstatement.
  [5.  At least 30 days before the right of a corporation to 
reinstatement is due to expire pursuant to the provisions of 
subsection 4, the secretary of state shall send notice to 
the last president of the corporation. The notice must state 
the conditions under which reinstatement may be granted 
before the expiration of the 5-year period.]
  Sec. 24.  Chapter 81 of NRS is hereby amended 
by adding thereto a new section to read as follows:\
  No document 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 document into the English language.\\
  Sec. 25.  Chapter 82 of NRS is hereby amended 
by adding thereto the provisions set forth as sections 26 
and 27 of this act.
  Sec. 26.  \1.  Any corporation which did exist 
or is existing pursuant to the laws of this state may, upon 
complying with the provisions of NRS 82.171, procure a 
renewal or revival of its charter for any period, together 
with all the rights, franchises, privileges and immunities, 
and subject to all its existing and preexisting debts, 
duties and liabilities secured or imposed by its original 
charter and amendments thereto, or its existing charter, by 
filing:
  (a) A certificate with the secretary of state, which must 
set forth:
    (1) The name of the corporation, which must be the name 
of the corporation at the time of the renewal or revival, or 
its name at the time its original charter expired.
    (2) The name and street address of the resident agent of 
the filing corporation, and his mailing address if different 
from his street address.
    (3) The date when the renewal or revival of the charter 
is to commence or be effective, which may be, in cases of a 
revival, before the date of the certificate.
    (4) Whether or not the renewal or revival is to be 
perpetual, and, if not perpetual, the time for which the 
renewal or revival is to continue.
    (5) That the corporation desiring to renew or revive its 
charter is, or has been, organized and carrying on the 
business authorized by its existing or original charter and 
amendments thereto, and desires to renew or continue through 
revival its existence pursuant to and subject to the 
provisions of this chapter.
  (b) A list of its president, secretary and treasurer and 
all of its directors and their post office box and street 
addresses, either residence or business.
  2.  A corporation whose charter has not expired and is 
being renewed shall cause the certificate to be signed by 
its president or vice president and secretary or assistant 
secretary, and acknowledged by those officers before any 
person authorized by law to administer oaths or 
affirmations. The certificate must be approved by a majority 
of the last appointed surviving directors.
  3.  A corporation seeking to revive its original or 
amended charter shall cause the certificate to be signed by 
its president or vice president and secretary or assistant 
secretary, and acknowledged by those officers before any 
person authorized by law to administer oaths or 
affirmations. The execution and filing of the certificate 
must be approved unanimously by the last appointed surviving 
directors of the corporation and must contain a recital that 
unanimous consent was secured. The corporation shall pay to 
the secretary of state the fee required to establish a new 
corporation pursuant to the provisions of this chapter.
  4.  The filed certificate, or a copy thereof which has 
been certified under the hand and seal of the secretary of 
state, must be received in all courts and places as prima 
facie evidence of the facts therein stated and of the 
existence and incorporation of the corporation named 
therein.\\
  Sec. 27.  \No document 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 document into the English 
language.\\
  Sec. 28.  NRS 82.051 is hereby amended to read 
as follows:
  82.051  1.  This chapter applies to the following 
corporations:
  (a) Corporations organized in this state on or after 
October 1, 1991, pursuant to the provisions of this chapter.
  (b) Corporations existing on October 1, 1991, which were 
organized pursuant to the following repealed statutes as 
they existed on September 30, 1991, and any predecessor 
acts: 
    (1) NRS 81.290 to 81.340, inclusive;
    (2) NRS 81.350 to 81.400, inclusive;
    (3) NRS 83.010 to 83.100, inclusive;
    (4) NRS 85.010 to 85.070, inclusive; and
    (5) NRS 86.010 to 86.190, inclusive.
  (c) Except where the following statutes are inconsistent 
with the provisions of this chapter, corporations existing 
on October 1, 1991, which were organized pursuant to:
    (1) NRS 81.170 to 81.270, inclusive; and
    (2) NRS 81.410 to 81.540, inclusive.
  (d) Corporations organized pursuant to the statutes 
described in paragraphs (b) and (c) [whose] \:
    (1) Which seek to renew or revive a charter which was 
revoked on or before October 1, 1991, in the manner provided 
in this chapter; or
    (2) Whose\\ charters are renewed or revived in the 
manner provided in this chapter.
  (e) Corporations having shares of stock organized before 
and existing on October 1, 1991, pursuant to any provision 
of chapter 81 of NRS which elect to accept this chapter as 
provided in NRS 82.056.
  2.  The existence of a corporation described in paragraphs 
(b) to (e), inclusive, of subsection 1 formed or existing 
before October 1, 1991, and any liability, cause of action, 
right, privilege or immunity validly existing in favor of or 
against any such corporation on October 1, 1991, are not 
affected, abridged, taken away or impaired by this chapter, 
or by any change in the requirements for the formation of 
corporations provided by this chapter, or by the amendment 
or repeal of any laws under which the corporation was formed 
or created.
  Sec. 29.  NRS 82.161 is hereby amended to read 
as follows:
  82.161  1.  Each corporation that is required to make the 
filings and pay the fees prescribed in this chapter but 
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 $5 \.\\ [, and unless the filing 
is made and the fee and penalty are paid on or before the 
first day of the ninth month following the month in which 
the filing was required, the defaulting corporation, by 
reason of its default, forfeits the amount of the fee and 
penalty to the State of Nevada.
  3.]  The fee and penalty must be collected as provided in 
this chapter.
  Sec. 30.  NRS 82.166 is hereby amended to read 
as follows:
  82.166  1.  [On or before the 15th day of the third month 
following the month in which filing was required, the] 
\The\\ secretary of state shall [compile a complete 
list of all defaulting corporations, together with the 
amounts] \notify, by letter addressed to its resident 
agent, each corporation deemed in default pursuant to the 
provisions of this chapter. The notice must be accompanied 
by a statement indicating the amount\\ of the filing 
fees, penalties and costs remaining unpaid.
  2.  On the first day of the ninth month following the 
month in which filing was required, the charter of the 
corporation 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 corporations whose right to do 
business has been forfeited. The secretary of state shall 
forthwith notify each corporation, by letter addressed to 
its [president or secretary,] \resident agent,\\ of 
the forfeiture of its charter. \The notice must be 
accompanied by a statement indicating the amount of the 
filing fees, penalties and costs remaining unpaid.\\
  4.  If the charter of a corporation is revoked and the 
right to transact business is forfeited, all the property 
and assets of the defaulting corporation must be held in 
trust by its directors, as for insolvent corporations, and 
the same proceedings may be had with respect to its property 
and assets as apply to insolvent corporations. Any 
interested person may institute those proceedings at any 
time after a forfeiture has been declared, but if the 
secretary of state reinstates the charter, the proceedings 
must be dismissed and all property restored to the officers 
of the corporation.
  5.  If the corporate assets are distributed, they must be 
applied to:
  (a) The payment of the filing fee, penalties and costs due 
to the state; and
  (b) The payment of the creditors of the corporation.
Any balance remaining must be distributed as set forth in 
the articles or bylaws or, if no such provisions exist, 
among the members of the corporation.
  Sec. 31.  NRS 82.171 is hereby amended to read 
as follows:
  82.171  1.  Except as otherwise provided in subsections 3 
and 4, the secretary of state shall reinstate any 
corporation which has forfeited its right to transact 
business under the provisions of this chapter and restore 
the right to carry on business in this state and exercise 
its corporate privileges and immunities, if it:
  (a) Files with the secretary of state the list and 
designation required by NRS 82.146; and
  (b) Pays to the secretary of state [all filing fees, fees 
for licenses, penalties, costs and expenses due and in 
arrears at the time of the revocation of its charter, all 
filing fees, fees for licenses and penalties which have 
accrued since the revocation of its charter, and a] \:
    (1) The annual filing fee and penalty set forth in NRS 
82.146 and 82.161 for each year or portion thereof during 
which its charter has been revoked; and
    (2) A\\ fee of $25 for reinstatement.
  2.  When the secretary of state reinstates the corporation 
to its former rights, he shall:
  (a) Immediately issue and deliver to the corporation a 
certificate of reinstatement authorizing it to transact 
business, as if the fees had been paid when due; and
  (b) Upon demand, issue to the corporation a certified copy 
of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees [, penalties and costs] \and 
penalties\\ have been paid, and the revocation of its 
charter occurred only by reason of its failure to pay the 
fees [, penalties and costs.] \and penalties.\\
  4.  If a corporate charter has been revoked pursuant to 
the provisions of this chapter and has remained revoked for 
10 consecutive years, the charter must not be reinstated.
  Sec. 32.  NRS 82.531 is hereby amended to read 
as follows:
  82.531  1.  The fee for filing articles of incorporation, 
amendments to \or restatements of\\ articles of 
incorporation and documents for dissolution is $25 for each 
document.
  2.  Except as otherwise provided in NRS 82.146 and 82.171 
and subsection 1 of this section, the fees for filing 
documents are those set forth in NRS 78.765 to 78.785, 
inclusive.
  Sec. 33.  Chapter 84 of NRS is hereby amended 
by adding thereto the provisions set forth as sections 34 to 
39, inclusive, of this act.
  Sec. 34.  \No document 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 document into the English 
language.\\
  Sec. 35.  \1.  Every corporation sole must have 
a resident agent in the manner provided in NRS 78.090 and 
78.095, subsections 1 to 4, inclusive, of NRS 78.097 and NRS 
78.110. The resident agent shall comply with the provisions 
of those sections.
  2.  A corporation sole that fails to file a certificate of 
acceptance executed by the new resident agent within 30 days 
after the death, resignation or removal of its former 
resident agent shall be deemed in default and is subject to 
the provisions of sections 36 and 37 of this act.
  3.  No corporation sole may be required to file an annual 
list of officers, directors and designation of resident 
agent.\\
  Sec. 36.  \1.  Each corporation sole that is 
required to make the filings and pay the fees prescribed in 
this chapter, but 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 $5. The fee and penalty must be collected 
as provided in this chapter.\\
  Sec. 37.  \1.  The secretary of state shall 
notify, by letter addressed to its resident agent, each 
corporation sole deemed in default pursuant to the 
provisions of this chapter. The notice must be accompanied 
by a statement indicating the amount of the filing fee, 
penalties and costs remaining unpaid.
  2.  On the first day of the ninth month following the 
month in which the filing was required, the charter of the 
corporation sole 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 corporations sole whose right to 
do business has been forfeited. The secretary of state shall 
forthwith notify, by letter addressed to its resident agent, 
each such corporation of the forfeiture of its charter. The 
notice must be accompanied by a statement indicating the 
amount of the filing fee, penalties and costs remaining 
unpaid.\\
  Sec. 38.  \1.  A resident agent who wishes to 
resign shall file with the secretary of state a signed 
statement for each corporation sole that he is unwilling to 
continue to act as the agent of the corporation for the 
service of process. The execution of the statement must be 
acknowledged. A resignation is not effective until the 
signed statement is filed with the secretary of state.
  2.  The statement of resignation may contain an 
acknowledged statement of the affected corporation sole 
appointing a successor resident agent for that corporation. 
A certificate of acceptance executed by the new resident 
agent, stating the full name, complete street address and, 
if different from the street address, mailing address of the 
new resident agent, must accompany the statement appointing 
a successor resident agent.
  3.  Upon the filing of the statement of resignation with 
the secretary of state the capacity of the resigning person 
as resident agent terminates. If the statement of 
resignation contains no statement by the corporation sole 
appointing a successor resident agent, the resigning 
resident agent shall immediately give written notice, by 
mail, to the corporation of the filing of the statement and 
its effect. The notice must be addressed to the person in 
whom is vested the legal title to property specified in NRS 
84.020.
  4.  If a resident agent dies, resigns or removes from the 
state, the corporation sole, within 30 days thereafter, 
shall file with the secretary of state a certificate of 
acceptance executed by the new resident agent. The 
certificate must set forth the full name and complete street 
address of the new resident agent for the service of 
process, and may have a separate mailing address, such as a 
post office box, which may be different from the street 
address.
  5.  A corporation sole that fails to file a certificate of 
acceptance executed by the new resident agent within 30 days 
after the death, resignation or removal of its former 
resident agent shall be deemed in default and is subject to 
the provisions of sections 36 and 37 of this act.\\
  Sec. 39.  \1.  Except as otherwise provided in 
subsections 3 and 4, the secretary of state shall reinstate 
any corporation sole which has forfeited its right to 
transact business under the provisions of this chapter and 
restore the right to carry on business in this state and 
exercise its corporate privileges and immunities, if it:
  (a) Files with the secretary of state a certificate of 
acceptance of appointment executed by the resident agent of 
the corporation; and
  (b) Pays to the secretary of state:
    (1) The filing fees and penalties set forth in this 
chapter for each year or portion thereof during which its 
charter has been revoked; and
    (2) A fee of $25 for reinstatement.
  2.  When the secretary of state reinstates the corporation 
to its former rights, he shall:
  (a) Immediately issue and deliver to the corporation a 
certificate of reinstatement authorizing it to transact 
business, as if the fees had been paid when due; and
  (b) Upon demand, issue to the corporation a certified copy 
of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees and penalties have been paid, and 
the revocation of its charter occurred only by reason of its 
failure to pay the fees and penalties.
  4.  If a corporate charter has been revoked pursuant to 
the provisions of this chapter and has remained revoked for 
10 consecutive years, the charter must not be reinstated.
  \\Sec. 40.  NRS 84.020 is hereby amended to read 
as follows:
  84.020  An archbishop, bishop, president, trustee in 
trust, president of stake, president of congregation, 
overseer, presiding elder, district superintendent, other 
presiding officer or clergyman of a church or religious 
society or denomination, who has been chosen, elected or 
appointed in conformity with the constitution, canons, 
rites, regulations or discipline of the church or religious 
society or denomination, and in whom is vested the legal 
title to property held for the purposes, use or benefit of 
the church or religious society or denomination, may make 
and subscribe written articles of incorporation, in 
duplicate, acknowledge the articles before a person 
authorized to take acknowledgments and file one [original] 
\copy\\ of the articles, together with a 
certificate of acceptance of appointment executed by the 
resident agent of the corporation, in the office of the 
secretary of state and retain possession of the other.
  Sec. 41.  NRS 84.090 is hereby amended to read 
as follows:
  84.090  1.  The fee for filing articles of incorporation, 
amendments to \or restatements of\\ articles of 
incorporation \, certificates of reinstatement\\ 
and documents for dissolution is $25 for each document.
  2.  Except as otherwise provided in [subsection 1,] 
\this chapter,\\ the fees set forth in NRS 78.785 
apply to this chapter.
  Sec. 42.  Chapter 86 of NRS is hereby amended 
by adding thereto the provisions set forth as sections 43 
and 44 of this act.
  Sec. 43.  \Whenever a limited-liability company 
created pursuant to this chapter desires to change the 
location within this state of its registered office, or 
change its resident agent, or both, the change may be 
effected by filing with the secretary of state a certificate 
of change that sets forth:
  1.  The name of the limited-liability company;
  2.  That the change authorized by this section is 
effective upon the filing of the certificate of change;
  3.  The street address of its present registered office;
  4.  If the present registered office is to be changed, the 
street address of the new registered office;
  5.  The name of its present resident agent; and
  6.  If the present resident agent is to be changed, the 
name of the new resident agent. The new resident agent's 
certificate of acceptance must be a part of or attached to 
the certificate of change.
The certificate of change must be signed by a manager of the 
limited-liability company or, if no manager has been 
elected, by a member of the company, and must be 
acknowledged before a person authorized by the laws of the 
state to take acknowledgments.\\
  Sec. 44.  \No document 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 document into the English 
language.\\
  Sec. 45.  NRS 86.121 is hereby amended to read 
as follows:
  86.121  "Registered office" of a limited-liability company 
means the office maintained at the street address of its 
\resident\\ agent \.\\ [for service of 
process.]
  Sec. 46.  NRS 86.151 is hereby amended to read 
as follows:
  86.151  Two or more persons may form a limited-liability 
company by:
  1.  Executing, acknowledging and filing in the office of 
the secretary of state articles of organization for the 
company; and
  2.  Filing a certificate of acceptance of appointment, 
executed by the \resident\\ agent [for service of 
process] of the limited-liability company, in the office of 
the secretary of state.
  Sec. 47.  NRS 86.161 is hereby amended to read 
as follows:
  86.161  1.  The articles of organization must set forth:
  (a) The name of the limited-liability company;
  (b) The period of its duration, which may not exceed 30 
years from the date of filing with the secretary of state;
  (c) The purposes for which the company is organized;
  (d) The address of the office where its records will be 
maintained as required by NRS 86.241, the name and 
\complete\\ street address of [the agent for 
service of process,] \its resident agent,\\ and the 
mailing address of the \resident\\ agent [for 
service of process] if different from the street address;
  (e) The right, if given, of the members to admit 
additional members, and the terms and conditions of the 
admission;
  (f) The right, if given, of the remaining members of the 
company to continue the business on the death, retirement, 
resignation, expulsion, bankruptcy or dissolution of a 
member or occurrence of any other event which terminates the 
continued membership of a member in the company; and
  (g) Any other provision, not inconsistent with law, which 
the members elect to set out in the articles of organization 
for the regulation of the internal affairs of the company, 
including any provisions which under this chapter are 
required or permitted to be set out in the operating 
agreement of the company.
  2.  If the company is to be managed by a manager or 
managers, the articles of organization must so state and 
must set out the names and post office box or street 
addresses, either residence or business, of the manager or 
managers who are to serve until the first annual meeting of 
members or until their successors are elected and qualify. 
If the management of a limited-liability company is reserved 
to the members, the names and post office box or street 
addresses either residence or business, of the members must 
be set out in the articles of organization, and the rights, 
if any, of the members to contract debts on behalf of the 
limited-liability company.
  3.  It is not necessary to set out in the articles of 
organization any of the powers enumerated in this chapter.
  Sec. 48.  NRS 86.201 is hereby amended to read 
as follows:
  86.201  1.  Upon filing the articles of organization and 
the certificate of acceptance of the \resident\\ 
agent \,\\ [for service of process,] and the 
payment of filing fees, the limited-liability company is 
considered organized, and the filed articles of organization 
are rebuttable evidence that all conditions precedent 
required to be performed by the members have been complied 
with and that the limited-liability company has been legally 
organized pursuant to this chapter.
  2.  A limited-liability company must not transact business 
or incur indebtedness, except that which is incidental to 
its organization or to obtaining subscriptions for or 
payment of contributions, until the secretary of state has 
filed the articles of organization and the certificate of 
acceptance.
  Sec. 49.  NRS 86.221 is hereby amended to read 
as follows:
  86.221  1.  The articles of organization of a limited-
liability company must be amended when:
  (a) There is a change in the name of the company;
  (b) There is a false or erroneous statement in the 
articles of organization;
  (c) There is a change in the time as stated in the 
articles of organization for the dissolution of the company;
  (d) A time is fixed for the dissolution of the company if 
no time is specified in the articles of organization;
  (e) A new or substituted member is admitted; or
  (f) The members desire to make a change in any other 
statement in the articles of organization to represent 
accurately the agreement between them.
  2.  A certificate of amendment must set forth:
  (a) The name of the limited-liability company;
  (b) The date of filing of the articles of organization; 
and
  (c) The amendment to the articles of organization.
  3.  The amendment must be signed and acknowledged by all 
members and an amendment adding a new member must also be 
signed and acknowledged by the member to be added.
  \4.  Restated articles of organization may be 
executed and filed in the same manner as a certificate of 
amendment.\\
  Sec. 50.  (Deleted by amendment.)
  Sec. 51.  NRS 86.231 is hereby amended to read 
as follows:
  86.231  1.  Except during any period of vacancy described 
in NRS 86.251, a limited-liability company shall have [an 
agent for service of process] \a resident agent\\ 
who may be either a natural person, a domestic corporation 
or a foreign corporation authorized to do business in this 
state. Every \resident\\ agent [for service of 
process] must have a street address for the service of 
process. The street address of the \resident\\ 
agent [for service of process] is the registered office of 
the limited-liability company in this state.
  2.  Within 30 days after changing the location of his 
office from one address to another in this state, [an agent 
for service of process] \a resident agent\\ must 
file a certificate with the secretary of state setting forth 
the names of the limited-liability companies represented by 
him, the address at which he has maintained the office for 
each of the limited-liability companies, and the new address 
to which the office is transferred.
  Sec. 52.  NRS 86.251 is hereby amended to read 
as follows:
  86.251  1.  [An agent for service of process] \A 
resident agent\\ who desires to resign shall file with 
the secretary of state a signed statement for each limited-
liability company that he is unwilling to continue to act as 
the agent of the limited-liability company for the service 
of process. The execution of the statement must be 
acknowledged. A resignation is not effective until the 
signed statement is filed with the secretary of state.
  2.  The statement of resignation may contain an 
acknowledged statement of the affected limited-liability 
company appointing a successor \resident\\ agent 
[for service of process] for that limited-liability company, 
giving the agent's full name, street address for the service 
of process, and mailing address if different from the street 
address. A certificate of acceptance executed by the new 
\resident\\ agent [for service of process] must 
accompany the statement appointing a successor 
\resident\\ agent \.\\ [for service of 
process.]
  3.  Upon the filing of the statement of resignation with 
the secretary of state the capacity of the resigning person 
as \resident\\ agent [for service of process] 
terminates. If the statement of resignation contains no 
statement by the limited-liability company appointing a 
successor \resident\\ agent \,\\ [for 
service of process,] the resigning agent [for service of 
process] shall immediately give written notice, by mail, to 
the limited-liability company of the filing of the statement 
and its effect. The notice must be addressed to any manager 
or, if none, to any member, of the limited-liability company 
other than the \resident\\ agent \.\\ [for 
service of process.]
  4.  If [an agent for service of process] \a resident 
agent\\ dies, resigns or moves from the state, the 
limited-liability company, within 30 days thereafter, shall 
file with the secretary of state a certificate of acceptance 
executed by the new \resident\\ agent \.\\ 
[for service of process.] The certificate must set forth the 
name, complete street address and mailing address, if 
different from the street address, of the new 
\resident\\ agent \.\\ [for service of 
process.]
  5.  Each limited-liability company which fails to file a 
certificate of acceptance executed by the new 
\resident\\ agent [for service of process] within 
30 days [of] \after\\ the death, resignation or 
removal of its \resident\\ agent [for service of 
process] as provided in subsection 4, shall be deemed in 
default and is subject to the provisions of NRS 86.272 and 
86.274.
  Sec. 53.  NRS 86.261 is hereby amended to read 
as follows:
  86.261  1.  The \resident\\ agent [for service 
of process] appointed by a limited-liability company is an 
agent of the company upon whom any process, notice or demand 
required or permitted by law to be served upon the company 
may be served.
  2.  If a limited-liability company fails to appoint or 
maintain [an agent for service of process] \a resident 
agent\\ in this state, or if its \resident\\ 
agent [for service of process] cannot with reasonable 
diligence be found at the registered office, then the 
secretary of state is an agent of the company upon whom any 
process, notice or demand may be served. Service on the 
secretary of state of any process, notice or demand must be 
made by delivering to and leaving with him, or with any 
clerk of his office, duplicate copies of the process, notice 
or demand. If any process, notice or demand is served on the 
secretary of state, he shall immediately cause one of the 
copies thereof to be forwarded by registered mail addressed 
to the limited-liability company at its registered office. 
Any service so had on the secretary of state must be 
returnable in not less than 30 days.
  3.  The secretary of state shall keep a record of all 
process, notices and demands served upon him pursuant to 
this section and shall record therein the time of service 
and his action with reference thereto.
  4.  This section does not limit or affect the right to 
serve any process, notice or demand required or permitted by 
law to be served upon a limited-liability company in any 
other manner permitted by law.
  Sec. 54.  NRS 86.263 is hereby amended to read 
as follows:
  86.263  1.  Each limited-liability company shall, on or 
before the last day of the month in which the anniversary 
date of formation occurs in each year, file with the 
secretary of state a list of its managers or, if none, its 
members, and a designation of its \resident\\ agent 
\,\\ [for service of process in this state,] 
certified by a manager or, if none, a member of the company.
  2.  Upon filing the list of managers or members and 
designation of \resident\\ agent \,\\ [for 
service of process,] the limited-liability company shall pay 
to the secretary of state a fee of $85.
  3.  The secretary of state shall, 60 days before the last 
day for filing the list required by subsection 1, cause to 
be mailed to each limited-liability company required to 
comply with the provisions of this section, and which has 
not become delinquent, the blank forms to be completed and 
filed with the secretary of state. Failure of any company to 
receive the forms does not excuse it from the penalty 
imposed by law.
  4.  An annual list of managers or members and designation 
of \resident\\ agent for [service of process for] a 
limited-liability company not in default received by the 
secretary of state more than 60 days before its due date 
shall be deemed an amended list for the previous year.
  Sec. 55.  NRS 86.266 is hereby amended to read 
as follows:
  86.266  When the fee for filing the annual list of 
managers or members and designation of \a 
resident\\ agent [for service of process] has been paid, 
the canceled check received by the limited-liability company 
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 formation occurs in the next 
succeeding calendar year. If the company desires a formal 
certificate upon its payment of the annual fee, its payment 
must be accompanied by a self-addressed, stamped envelope.
  Sec. 56.  NRS 86.272 is hereby amended to read 
as follows:
  86.272  1.  Each limited-liability company required to 
make a filing and pay the fee prescribed in NRS 86.263 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 $15 \.\\ [, and unless the filing 
is made and the fee and penalty are paid on or before the 
first day of the ninth month following the month in which 
filing was required, the defaulting company, by reason of 
its default, forfeits the amount of the fee and penalty to 
the State of Nevada.] The fee and penalty must be collected 
as provided in this chapter.
  Sec. 57.  NRS 86.274 is hereby amended to read 
as follows:
  86.274  1.  [On or before the 15th day of the third month 
following the month in which filing was required, the] 
\The\\ secretary of state shall [compile a complete 
list of all defaulting limited-liability companies, together 
with] \notify, by letter addressed to its resident 
agent, each limited-liability company deemed in default 
pursuant to the provisions of this chapter. The notice must 
be accompanied by a statement indicating\\ the amount of 
the filing fee, penalties and costs remaining unpaid.
  2.  On the first day of the ninth month following the 
month in which the filing was required, the charter of the 
company 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 limited-liability companies 
whose right to do business has been forfeited. The secretary 
of state shall forthwith notify each limited-liability 
company by letter addressed to [a manager or, if none, then 
to a member of the company,] \its resident agent\\ 
of the forfeiture of its charter. \The notice must be 
accompanied by a statement indicating the amount of the 
filing fee, penalties and costs remaining unpaid.\\
  4.  If the charter of a limited-liability company is 
revoked and the right to transact business is forfeited, all 
of the property and assets of the defaulting company must be 
held in trust by the managers or, if none, by the members of 
the company, and the same proceedings may be had with 
respect to its property and assets as apply to the 
dissolution of a limited-liability company. Any person 
interested may institute proceedings at any time after a 
forfeiture has been declared, but if the secretary of state 
reinstates the charter the proceedings must be dismissed and 
all property restored to the company.
  5.  If the assets are distributed they must be applied in 
the following manner:
  (a) To the payment of the filing fee, penalties and costs 
due to the state; and
  (b) To the payment of the creditors of the company.
Any balance remaining must be distributed among the members 
as provided in subsection 1 of NRS 86.521.
  Sec. 58.  NRS 86.276 is hereby amended to read 
as follows:
  86.276  1.  Except as otherwise provided in subsections 3 
and 4, the secretary of state shall reinstate any limited-
liability company which has forfeited its right to transact 
business under the provisions of this chapter and restore to 
the company its right to carry on business in this state, 
and to exercise its privileges and immunities, if it:
  (a) Files with [him] \the secretary of state\\ 
the list and designation required by NRS 86.263; and
  (b) Pays to [him all filing fees, licenses, penalties, 
costs and expenses due and in arrears at the time of the 
revocation of its charter, all filing fees, licenses and 
penalties which have accrued since the revocation of its 
charter, and a] \the secretary of state:
    (1) The annual filing fee and penalty set forth in NRS 
86.263 and 86.272 for each year or portion thereof during 
which its charter has been revoked; and
    (2) A\\ fee of $50 for reinstatement.
  2.  When the secretary of state reinstates the limited-
liability company, he shall:
  (a) Immediately issue and deliver to the company a 
certificate of reinstatement authorizing it to transact 
business as if the filing fee had been paid when due; and
  (b) Upon demand, issue to the company one or more 
certified copies of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees [, penalties and costs] \and 
penalties\\ have been paid, and the revocation of the 
charter occurred only by reason of failure to pay the fees 
[, penalties and costs.] \and penalties.\\
  4.  If a company's charter has been revoked pursuant to 
the provisions of this chapter and has remained revoked for 
a period of 5 consecutive years, the charter must not be 
reinstated.
  Sec. 59.  NRS 86.291 is hereby amended to read 
as follows:
  86.291  Except as otherwise provided in this section or in 
the operating agreement, management of a limited-liability 
company is vested in its members in proportion to their 
contribution to its capital, as adjusted from time to time 
to reflect properly any additional contributions or 
withdrawals by the members. If provision is made in the 
articles of organization, management of the company may be 
vested in a manager or managers who must be elected annually 
by the members in the manner prescribed by the operating 
agreement of the company. \One or more members may be 
elected to serve as manager or managers.\\ The manager 
or managers also hold the offices and have the 
responsibilities accorded to them by the members and set out 
in the operating agreement.
  Secs. 60 and 61.  (Deleted by amendment.)
  Sec. 62.  NRS 86.561 is hereby amended to read 
as follows:
  86.561  1.  The secretary of state shall charge and 
collect for:
  (a) Filing the original articles of organization, or for 
registration of a foreign company, $125;
  (b) Amending \or restating\\ the articles of 
organization, or amending the registration of a foreign 
company, $75;
  (c) [Filing a statement of intent to dissolve, $15;
  (d)] Filing \the\\ articles of dissolution [, and 
canceling the articles of organization] of a domestic or 
foreign company, $30;
  [(e)] \(d)\\ Filing a statement of change of 
address of \a\\ records \or registered\\ 
office \,\\ or change of the \resident\\ 
agent \,\\ [for service of process, or both, $15;
  (f)] \$15;
  (e)\\ Certifying articles of organization or an 
amendment to the articles, in both cases where a copy is 
provided, $10;
  [(g)] \(f)\\ Certifying an authorized printed 
copy of this chapter, $10;
  [(h) Certifying the reservation of]
  \(g) Reserving\\ a name for a limited-liability 
company, $20;
  [(i)] \(h)\\ Executing, filing or certifying any 
other document, [$10;
  (j) Comparing any document or paper submitted for 
certification, with the record thereof, to ascertain whether 
any corrections are required to be made before certifying, 
20 cents for each folio of 1,200 words of each document or 
paper compared; and
  (k)] \$20; and
  (i) \\Copies made at the office of the secretary of 
state, $1 per page.
  2.  The secretary of state shall charge and collect at the 
time of any service of process on him as agent for service 
of process of a limited-liability company, $10 which may be 
recovered as taxable costs by the party to the action 
causing the service to be made if the party prevails in the 
action.
  \3.  Except as otherwise provided in this section, 
the fees set forth in NRS 78.785 apply to this 
chapter.\\
  Sec. 63.  Chapter 88 of NRS is hereby amended 
by adding thereto the provisions set forth as sections 64 
and 65 of this act.
  Sec. 64.  \Whenever a limited partnership 
created pursuant to this chapter desires to change the 
location within this state of its registered office, or 
change its resident agent, or both, the change may be 
effected by filing with the secretary of state a certificate 
that sets forth:
  1.  The name of the limited partnership;
  2.  That the change authorized by this section is 
effective upon the filing of the certificate of change;
  3.  The street address of its present registered office;
  4.  If the present registered office is to be changed, the 
street address of the new registered office;
  5.  The name of its present resident agent; and
  6.  If the present resident agent is to be changed, the 
name of the new resident agent. The new resident agent's 
certificate of acceptance must be a part of or attached to 
the certificate of change.
The certificate of change must be signed by a general 
partner of the limited partnership and acknowledged before a 
person authorized by the laws of the state to take 
acknowledgments.\\
  Sec. 65.  \No document 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 document into the English 
language.\\
  Sec. 66.  NRS 88.330 is hereby amended to read 
as follows:
  88.330  1.  Each limited partnership shall continuously 
maintain in this state:
  (a) An office, which may but need not be a place of its 
business in this state, at which must be kept the records 
required by NRS 88.335 to be maintained; and
  (b) [An] \A resident\\ agent for service of 
process on the limited partnership, who must be a natural 
person \who is a\\ resident of this state, a 
domestic corporation or a foreign corporation authorized to 
do business in this state.
  2.  Every such \resident\\ agent [for service of 
process] shall file a certificate thereof in the office of 
the secretary of state.
  3.  Within 30 days after changing the location of his 
office from one address to another in this state, [an agent 
for service of process] \a resident agent\\ shall 
file a certificate with the secretary of state setting forth 
the names of the limited partnerships represented by the 
agent, the address at which the agent has maintained the 
office for each of the limited partnerships, and the new 
address to which the office is transferred.
  4.  Within 30 days after changing the location of the 
office which contains records for a limited partnership, the 
agent shall file a notice of the change in address with the 
secretary of state which sets forth the name of the limited 
partnership, the previous address of the office and the new 
address of the office.
  Sec. 67.  NRS 88.332 is hereby amended to read 
as follows:
  88.332  1.  Any person who has been designated by a 
limited partnership as its \resident\\ agent [for 
service of process] and who thereafter desires to resign 
shall file with the secretary of state a signed statement 
that he is unwilling to continue to act as the 
\resident\\ agent of the limited partnership 
\.\\ [for service of process.] The execution of the 
statement must be acknowledged. A resignation is not 
effective until the signed statement is filed with the 
secretary of state. The statement of resignation may contain 
an acknowledged statement by the affected limited 
partnership appointing a successor \resident\\ 
agent for [service of process for] the limited partnership. 
A certificate of acceptance executed by the new agent, 
stating the full name, complete street address and, if 
different from the street address, mailing address of the 
new agent, must accompany the statement appointing the new 
agent \.\\ [for service of process.]
  2.  Upon the filing of the statement with the secretary of 
state the capacity of the person as \resident\\ 
agent [for service of process] terminates. If the statement 
of resignation does not contain a statement by the limited 
partnership appointing a successor \resident\\ 
agent \,\\ [for service of process,] the resigning 
agent shall immediately give written notice, by mail, to the 
limited partnership of the filing of the statement and the 
effect thereof. The notice must be addressed to a general 
partner of the partnership other than the 
\resident\\ agent \.\\ [for service of 
process.]
  3.  If a designated \resident\\ agent [for 
service of process] dies, resigns or removes from the state, 
the limited partnership, within 30 days thereafter, shall 
file with the secretary of state a certificate of 
acceptance, executed by the new \resident\\ agent 
\.\\ [for service of process.] The certificate must 
set forth the full name, complete street address and, if 
different from the street address, mailing address of the 
newly designated resident agent.
  \4.  Each limited partnership which fails to file a 
certificate of acceptance executed by the new resident agent 
within 30 days after the death, resignation or removal of 
its resident agent as provided in subsection 3 shall be 
deemed in default and is subject to the provisions of NRS 
88.400 and 88.405.\\
  Sec. 68.  NRS 88.350 is hereby amended to read 
as follows:
  88.350  1.  In order to form a limited partnership, a 
certificate of limited partnership must be executed and 
filed in the office of the secretary of state. The 
certificate must set forth:
  (a) The name of the limited partnership;
  (b) The address of the office and the name and address of 
the \resident\\ agent [for service of process] 
required to be maintained by NRS 88.330;
  (c) The name and the business address of each general 
partner;
  (d) The latest date upon which the limited partnership is 
to dissolve; and
  (e) Any other matters the general partners determine to 
include therein.
  2.  A certificate of acceptance of appointment of [an 
agent for service of process,] \a resident agent,\\ 
executed by the agent, must be filed with the certificate of 
limited partnership.
  3.  A limited partnership is formed at the time of the 
filing of the certificate of limited partnership and the 
certificate of acceptance in the office of the secretary of 
state or at any later time specified in the certificate of 
limited partnership if, in either case, there has been 
substantial compliance with the requirements of this 
section.
  Sec. 69.  NRS 88.380 is hereby amended to read 
as follows:
  88.380  1.  [Two signed copies] \A signed copy\\ 
of the certificate of limited partnership and of any 
certificates of amendment or cancellation or of any judicial 
decree of amendment or cancellation must be delivered to the 
secretary of state. A person who executes a certificate as 
an agent or fiduciary need not exhibit evidence of his 
authority as a prerequisite to filing. Unless the secretary 
of state finds that any certificate does not conform to law, 
upon receipt of all filing fees required by law he shall [:
  (a) Endorse on each duplicate original the word "Filed" 
and the day, month and year of the filing thereof;
  (b) File one duplicate original in his office; and
  (c) Return the other duplicate original to the person who 
filed it or his representative.] \file the 
certificate.\\
  2.  Upon the filing of a certificate of amendment or 
judicial decree of amendment in the office of the secretary 
of state, the certificate of limited partnership is amended 
as set forth therein, and upon the effective date of a 
certificate of cancellation or a judicial decree thereof, 
the certificate of limited partnership is canceled.
  Sec. 70.  NRS 88.395 is hereby amended to read 
as follows:
  88.395  1.  Each limited partnership shall, on or before 
the last day of the month in which the anniversary date of 
the filing of its certificate of limited partnership occurs 
in each year, file with the secretary of state a list of its 
general partners and a designation of its 
\resident\\ agent in this state [for service of 
process, certified] \, signed\\ by a general 
partner of the limited partnership. The list must, after the 
name of each general partner listed thereon, set forth his 
post office box or street address.
  2.  If addresses are not thus stated for all listed 
partners on any list offered for filing, the secretary of 
state may refuse to file it, and the limited partnership for 
which the list has been offered for filing is subject to all 
the provisions relating to failure to file such a list 
within or at the times specified, unless such a list is 
subsequently submitted for filing conformably to the 
provisions of NRS 88.400.
  3.  The secretary of state shall, 60 days before the last 
day for filing the list required by subsection 1, cause to 
be mailed to each limited partnership required to comply 
with the provisions of this section which has not become 
delinquent the blank forms to be completed and filed with 
the secretary of state. Failure of any limited partnership 
to receive the forms does not excuse it from the penalty 
imposed by NRS 88.400.
  Sec. 71.  NRS 88.400 is hereby amended to read 
as follows:
  88.400  1.  When the annual fee for filing the list has 
been paid, the canceled check received by the limited 
partnership constitutes a certificate authorizing it to 
transact its business within this state until the 
anniversary date of the filing of its certificate of limited 
partnership in the next succeeding calendar year. If the 
limited partnership desires a formal certificate upon its 
payment of the annual fee, its payment must be accompanied 
by a self-addressed, stamped envelope.
  2.  Each limited partnership which refuses or neglects to 
file the list and pay the fee within the time provided is in 
default.
  3.  For default there must be added to the amount of the 
fee a penalty of $15, and unless the filings are made and 
the fee and penalty are paid on or before the [1st] 
\first\\ day of the [9th] \ninth\\ month 
following the month in which filing was required, the 
defaulting limited partnership, by reason of its default, 
forfeits [:
  (a) The amount of the fee and penalty to the State of 
Nevada; and
  (b) Its] \its\\ right to transact any business 
within this state.
  Sec. 72.  NRS 88.405 is hereby amended to read 
as follows:
  88.405  1.  [On or before the 15th day of the 3rd month 
following the month in which filing was required, the] 
\The\\ secretary of state shall [compile a complete 
list of all] \notify, by letter addressed to its 
resident agent, each\\ defaulting limited [partnerships, 
together with] \partnership. The notice must be 
accompanied by a statement indicating\\ the amount of 
the filing fee, penalties and costs remaining unpaid.
  2.  Immediately after the [1st] \first\\ day of 
the [9th] \ninth\\ month following the month in 
which filing was required, the \certificate of the 
limited partnership is revoked. The\\ secretary of state 
shall compile a complete list containing the names of all 
limited partnerships whose right to do business has been 
forfeited. The secretary of state shall notify \, by 
letter addressed to its resident agent,\\ each limited 
partnership of the [forfeiture] \revocation\\ of 
its certificate. \The notice must be accompanied by a 
statement indicating the amount of the filing fee, penalties 
and costs remaining unpaid.\\
  3.  In case of [forfeiture] \revocation\\ of the 
certificate and of the \forfeiture of the\\ right 
to transact business thereunder, all the property and assets 
of the defaulting domestic limited partnership are held in 
trust by the general partners, and the same proceedings may 
be had with respect thereto as for the judicial dissolution 
of a limited partnership. Any person interested may 
institute proceedings at any time after a forfeiture has 
been declared, but if the secretary of state reinstates the 
limited partnership the proceedings must at once be 
dismissed and all property restored to the general partners.
  Sec. 73.  NRS 88.410 is hereby amended to read 
as follows:
  88.410  1.  [Subject to the provisions of subsection 3,] 
\Except as otherwise provided in subsections 3 and 
4,\\ the secretary of state may:
  (a) Reinstate any limited partnership which has forfeited 
its right to transact business; and
  (b) Restore to the limited partnership its right to carry 
on business in this state, and to exercise its privileges 
and immunities,
upon the filing with the secretary of state of [an affidavit 
stating the reason for the revocation of its certificate,] 
\the list and designation required pursuant to NRS 
88.395,\\ and upon payment to the secretary of state of 
[all filing fees, licenses, penalties, costs and expenses 
due and in arrears at the time of the revocation, and also 
all filing fees, licenses and penalties which have accrued 
since the revocation.] \the annual filing fee and 
penalty set forth in NRS 88.395 and 88.400 for each year or 
portion thereof during which the certificate has been 
revoked, and a fee of $50 for reinstatement.\\
  2.  When payment is made and the secretary of state 
reinstates the limited partnership to its former rights he 
shall:
  (a) Immediately issue and deliver to the limited 
partnership a certificate of reinstatement authorizing it to 
transact business as if the filing fee had been paid when 
due; and
  (b) Upon demand, issue to the limited partnership one or 
more certified copies of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees [, penalties and costs] \and 
penalties\\ have been paid, and the revocation occurred 
only by reason of failure to pay the fees [, penalties and 
costs.] \and penalties.
  4.  If a limited partnership's certificate has been 
revoked pursuant to the provisions of this chapter and has 
remained revoked for a period of 5 years, the certificate 
must not be reinstated.\\
  Sec. 74.  NRS 88.415 is hereby amended to read 
as follows:
  88.415  The secretary of state, for services relating to 
his official duties and the records of his office, shall 
charge and collect the following fees:
  1.  For filing a certificate of limited partnership, 
\or for registering a foreign limited 
partnership,\\ $125.
  2.  For filing a certificate of amendment of limited 
partnership or restated certificate of limited partnership, 
$75.
  3.  For filing a reinstated certificate of limited 
partnership, [$75.] \$50.\\
  4.  For filing the annual list of general partners and 
designation of [an agent for service of process,] \a 
resident agent,\\ $85.
  5.  For filing a certificate of [the] \a\\ change 
of [address of an agent for service of process, $15 plus $1 
for each limited partnership he represents.] \location 
of the records office of a limited partnership or the office 
of its resident agent, or a designation of a new resident 
agent, $15.\\
  6.  For certifying a certificate of limited partnership, 
an amendment to the certificate, or a certificate as amended 
where a copy is provided, $10.
  7.  For certifying an authorized printed copy of the 
limited partnership law, $10.
  8.  For [certifying the reservation of] 
\reserving\\ a limited partnership name, [$20.
  9.  For] \or for\\ executing, filing or 
certifying any other document, [$10.
  10.  For comparing any document or paper submitted for 
certification, with the record thereof, to ascertain whether 
any corrections are required to be made before certifying, 
20 cents for each folio of 100 words of each document or 
paper compared.
  11.] \$20.
  9.  \\For copies made at the office of the secretary 
of state, $1 per page.
  [12.] \10.\\  For filing a certificate of 
cancellation of a limited partnership, $30.
\Except as otherwise provided in this section, the fees 
set forth in NRS 78.785 apply to this chapter.\\
  Sec. 75.  NRS 88.575 is hereby amended to read 
as follows:
  88.575  Before transacting business in this state, a 
foreign limited partnership shall register with the 
secretary of state. In order to register, a foreign limited 
partnership shall submit to the secretary of state, in 
duplicate, an application for registration as a foreign 
limited partnership, signed and sworn to by a general 
partner and a signed certificate of acceptance of [an] 
\a resident\\ agent for service of process. The 
application for registration must set forth:
  1.  The name of the foreign limited partnership and, if 
different, the name under which it proposes to register and 
transact business in this state;
  2.  The state and date of its formation;
  3.  The name and address of the \resident\\ agent 
[for service of process on the foreign limited partnership] 
whom the foreign limited partnership elects to appoint, who 
must be a natural person who is a resident of this state, a 
domestic corporation or a foreign corporation having a place 
of business in, and authorized to do business in this state;
  4.  A statement that the secretary of state is appointed 
the agent of the foreign limited partnership for service of 
process if the \resident\\ agent's authority has 
been revoked or if the agent cannot be found or served with 
the exercise of reasonable diligence;
  5.  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 
limited partnership;
  6.  The name and business address of each general partner; 
and
  7.  The address of the office at which is kept a list of 
the names and addresses of the limited partners and their 
capital contributions, together with an undertaking by the 
foreign limited partnership to keep those records until the 
foreign limited partnership's registration in this state is 
canceled or withdrawn.
  Sec. 76.  NRS 88.595 is hereby amended to read 
as follows:
  88.595  A foreign limited partnership may cancel its 
registration by filing with the secretary of state a 
certificate of cancellation signed and [sworn to] 
\acknowledged\\ by a general partner. \The 
certificate must set forth:
  1.  The name of the foreign limited partnership;
  2.  The date upon which its certificate of registration 
was filed;
  3.  The reason for filing the certificate of cancellation;
  4.  The effective date of the cancellation if other than 
the date of the filing of the certificate of cancellation; 
and
  5.  Any other information deemed necessary by the general 
partners of the partnership.\\
A cancellation does not terminate the authority of the 
secretary of state to accept service of process on the 
foreign limited partnership with respect to causes of action 
arising out of the transactions of business in this state.
  Sec. 77.  Chapter 89 of NRS is hereby amended 
by adding thereto the provisions set forth as sections 78 to 
82, inclusive, of this act.
  Sec. 78.  \No document 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 document into the English 
language.\\
  Sec. 79.  \1.  Each professional association 
required to make a filing and pay the fee prescribed in NRS 
89.250 but refuses 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 $5. The fee and penalty must be collected 
as provided in this chapter.\\
  Sec. 80.  \1.  The secretary of state shall 
notify by letter each professional association which is in 
default pursuant to the provisions of section 79 of this 
act. The notice must be accompanied by a statement 
indicating the amount of the filing fee, penalties and costs 
remaining unpaid.
  2.  On the first day of the ninth month following the 
month in which the filing was required, the articles of 
association of the professional association 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 professional associations whose 
right to do business has been forfeited. The secretary of 
state shall forthwith notify each such association by letter 
of the forfeiture of its right to transact business. The 
notice must be accompanied by a statement indicating the 
amount of the filing fee, penalties and costs remaining 
unpaid.
  4.  If the articles of association of a professional 
association are revoked and the right to transact business 
is forfeited, all the property and assets of the defaulting 
association must be held in trust by its members, as for 
insolvent corporations, and the same proceedings may be had 
with respect to its property and assets as apply to 
insolvent corporations. Any interested person may institute 
proceedings at any time after a forfeiture has been 
declared, but if the secretary of state reinstates the 
articles of association the proceedings must be dismissed 
and all property restored to the members of the professional 
association.
  5.  If the assets of the association are distributed, they 
must be applied to:
  (a) The payment of the filing fee, penalties and costs due 
to the state; and
  (b) The payment of the creditors of the association.
Any balance remaining must be distributed as set forth in 
the articles of association or, if no such provisions exist, 
among the members of the association.\\
  Sec. 81.  \1.  Except as otherwise provided in 
subsections 3 and 4, the secretary of state shall reinstate 
any professional association which has forfeited its right 
to transact business under the provisions of this chapter 
and restore the right to carry on business in this state and 
exercise its privileges and immunities if it:
  (a) Files with the secretary of state the statement and 
certification required by NRS 89.250; and
  (b) Pays to the secretary of state:
    (1) The annual filing fee and penalty set forth in NRS 
89.250 and section 79 of this act for each year or portion 
thereof during which the articles of association have been 
revoked; and
    (2) A fee of $25 for reinstatement.
  2.  When the secretary of state reinstates the association 
to its former rights, he shall:
  (a) Immediately issue and deliver to the association a 
certificate of reinstatement authorizing it to transact 
business, as if the fees had been paid when due; and
  (b) Upon demand, issue to the association a certified copy 
of the certificate of reinstatement.
  3.  The secretary of state shall not order a reinstatement 
unless all delinquent fees and penalties have been paid, and 
the revocation of the association's articles of association 
occurred only by reason of its failure to pay the fees and 
penalties.
  4.  If the articles of association of a professional 
association have been revoked pursuant to the provisions of 
this chapter and have remained revoked for 10 consecutive 
years, the articles must not be reinstated.\\
  Sec. 82.  \Except as otherwise provided in NRS 
89.200 to 89.270, inclusive, the fees set forth in NRS 
78.785 apply to this chapter.\\
  Sec. 83.  (Deleted by amendment.)
  Sec. 84.  NRS 89.250 is hereby amended to read 
as follows:
  89.250  1.  A professional association shall, on or 
before [July 1 of] \the last day of the month in which 
the anniversary date of its organization occurs in\\ 
each year, furnish a statement to the secretary of state 
showing the names and residence addresses of all members and 
employees in such association and shall certify that all 
members and employees are [duly licensed or otherwise 
legally authorized] \licensed\\ to render 
professional service in this state.
  2.  The statement [shall:] \must:\\
  (a) Be made on a form prescribed by the secretary of state 
but [shall contain no] \must not contain any\\ 
fiscal or other information except that expressly called for 
by this section.
  (b) Be signed by the chief executive officer of the 
association \.\\ [and acknowledged before a notary 
public by the person signing the statement.]
  \3.  Upon filing the annual statement required by 
this section, the association shall pay to the secretary of 
state a fee of $15.\\
  Sec. 85.  NRS 80.075 is hereby repealed.

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