Nevada Business Associations; Securities; Commodities
Sec.
§
78.0295
Correction of inaccurate or defective record filed with the Secretary of State; cancellation of filings.
1.
A corporation may correct a record filed in the Office of the Secretary of State with respect to the corporation if the record contains an inaccurate description of a corporate action or if the record was defectively signed, attested, sealed, verified or acknowledged.
2.
To correct a record, the corporation must:
(a)
Prepare a certificate of correction which:
(1)
States the name of the corporation;
(2)
Describes the record, including, without limitation, its filing date;
(3)
Specifies the inaccuracy or defect;
(4)
Sets forth the inaccurate or defective portion of the record in an accurate or corrected form; and
(5)
Is signed by an officer of the corporation or, if no stock has been issued by the corporation, by the incorporator or a director of the corporation, or by some other person specifically authorized by the corporation to sign the certificate.
(b)
Deliver the certificate to the Secretary of State for filing.
(c)
Pay a filing fee of $175 to the Secretary of State.
3.
A certificate of correction is effective on the effective date of the record it corrects except as to persons relying on the uncorrected record and adversely affected by the correction. As to those persons, the certificate is effective when filed.
4.
If a corporation has made a filing with the Secretary of State and the Secretary of State has not processed the filing and placed the filing into the public record, the corporation may cancel the filing by:
(a)
Filing a statement of cancellation with the Secretary of State; and
(b)
Paying the required fee pursuant to subsection 7 of NRS 78.785.