NRS 92A.205
Filing requirements for conversions.


1.

After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall, at the time of filing the articles of conversion, deliver to the Secretary of State for filing:

(a)

Articles of conversion setting forth:

(1)

The name and jurisdiction of organization of the constituent entity and the resulting entity; and

(2)

That a plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity.

(b)

The charter document of the domestic resulting entity required by the applicable provisions of chapter 78, 78A, 78B, 82, 86, 87A, 88, 88A or 89 of NRS.

(c)

The information required pursuant to NRS 77.310.

2.

After a plan of conversion is approved as required by this chapter, if the resulting entity is a foreign entity, the constituent entity shall deliver to the Secretary of State for filing articles of conversion setting forth:

(a)

The name and jurisdiction of organization of the constituent entity and the resulting entity;

(b)

That a plan of conversion has been adopted by the constituent entity in compliance with the laws of this State; and

(c)

The address of the resulting entity where copies of process may be sent by the Secretary of State.

3.

If the entire plan of conversion is not set forth in the articles of conversion, the filing party must include in the articles of conversion a statement that the complete signed plan of conversion is on file at the principal office or with the custodian of records of the resulting entity or, if the resulting entity is a domestic limited partnership, at the principal office or with the custodian of records, as described in paragraph (a) of subsection 1 of NRS 87A.215 or paragraph (a) of subsection 1 of NRS 88.330.

4.

If the conversion takes effect on a later date specified in the articles of conversion pursuant to NRS 92A.240, the charter document to be filed with the Secretary of State pursuant to paragraph (b) of subsection 1 must state the name and the jurisdiction of the constituent entity and that the existence of the resulting entity does not begin until the later date.

5.

Any records filed with the Secretary of State pursuant to this section must be accompanied by the fees required pursuant to this title for filing the charter document.

Source: Section 92A.205 — Filing requirements for conversions., https://www.­leg.­state.­nv.­us/NRS/NRS-92A.­html#NRS92ASec205.

92A.100
Authority for merger
92A.105
Authority for conversion
92A.110
Authority for exchange
92A.120
Approval of plan of merger, conversion or exchange for domestic corporation.
92A.130
Approval of plan of merger for domestic corporation: Conditions under which action by stockholders of surviving corporation is not required.
92A.133
Circumstances under which vote of stockholders of publicly traded corporation not required to authorize merger in which publicly traded corporation is constituent entity.
92A.135
Approval of plan of conversion for domestic general partnership.
92A.140
Approval of plan of merger, conversion or exchange for domestic limited partnership.
92A.150
Approval of plan of merger, conversion or exchange for domestic limited-liability company.
92A.160
Approval of plan of merger or exchange for domestic nonprofit corporation.
92A.162
Approval of plan of merger, conversion or exchange for nonprofit cooperative corporation.
92A.165
Approval of plan of merger, conversion or exchange for domestic business trust.
92A.170
Abandonment of planned merger, conversion or exchange before filing of articles.
92A.175
Termination of planned merger, conversion or exchange after filing of articles.
92A.180
Merger of subsidiary into parent or parent into subsidiary.
92A.190
Merger or exchange with foreign entity.
92A.195
Conversion of foreign or domestic entity or foreign or domestic general partnership.
92A.200
Filing requirements for mergers or exchanges
92A.205
Filing requirements for conversions.
92A.207
Form required for filing of records.
92A.210
Filing fees.
92A.220
Duty when entire plan of merger, conversion or exchange is not set forth in articles.
92A.230
Signing of articles of merger, conversion or exchange.
92A.240
Effective date and time of merger, conversion or exchange
92A.250
Effect of merger, conversion or exchange.
92A.260
Liability of owner after merger, conversion or exchange.
92A.270
Domestication of undomesticated organization.
92A.280
Cancellation of filings.
Last Updated

Feb. 5, 2021

§ 92A.205’s source at nv​.us