NRS 92A.470
Withholding payment for shares acquired on or after date of dissenter’s notice: General requirements.

1.

A subject corporation may elect to withhold payment from a dissenter unless the dissenter was the beneficial owner of the shares before the date set forth in the dissenter’s notice as the first date of any announcement to the news media or to the stockholders of the terms of the proposed action.

2.

To the extent the subject corporation elects to withhold payment, within 30 days after receipt of a demand for payment pursuant to NRS 92A.440, the subject corporation shall notify the dissenters described in subsection 1:

(a)

Of the information required by paragraph (a) of subsection 2 of NRS 92A.460;

(b)

Of the subject corporation’s estimate of fair value pursuant to paragraph (b) of subsection 2 of NRS 92A.460;

(c)

That they may accept the subject corporation’s estimate of fair value, plus interest, in full satisfaction of their demands or demand appraisal under NRS 92A.480;

(d)

That those stockholders who wish to accept such an offer must so notify the subject corporation of their acceptance of the offer within 30 days after receipt of such offer; and

(e)

That those stockholders who do not satisfy the requirements for demanding appraisal under NRS 92A.480 shall be deemed to have accepted the subject corporation’s offer.

3.

Within 10 days after receiving the stockholder’s acceptance pursuant to subsection 2, the subject corporation shall pay in cash the amount offered under paragraph (b) of subsection 2 to each stockholder who agreed to accept the subject corporation’s offer in full satisfaction of the stockholder’s demand.

4.

Within 40 days after sending the notice described in subsection 2, the subject corporation shall pay in cash the amount offered under paragraph (b) of subsection 2 to each stockholder described in paragraph (e) of subsection 2.

Source: Section 92A.470 — Withholding payment for shares acquired on or after date of dissenter’s notice: General requirements., https://www.­leg.­state.­nv.­us/NRS/NRS-92A.­html#NRS92ASec470.

92A.300
Definitions. 92A.305
“Beneficial stockholder” defined. 92A.310
“Corporate action” defined. 92A.315
“Dissenter” defined. 92A.320
“Fair value” defined. 92A.325
“Stockholder” defined. 92A.330
“Stockholder of record” defined. 92A.335
“Subject corporation” defined. 92A.340
Computation of interest. 92A.350
Rights of dissenting partner of domestic limited partnership. 92A.360
Rights of dissenting member of domestic limited-liability company. 92A.370
Rights of dissenting member of domestic nonprofit corporation. 92A.380
Right of stockholder to dissent from certain corporate actions and to obtain payment for shares. 92A.390
Limitations on right of dissent: Stockholders of certain classes or series 92A.400
Limitations on right of dissent: Assertion as to portions only to shares registered to stockholder 92A.410
Notification of stockholders regarding right of dissent. 92A.420
Prerequisites to demand for payment for shares. 92A.430
Dissenter’s notice: Delivery to stockholders entitled to assert rights 92A.440
Demand for payment and deposit of certificates 92A.450
Uncertificated shares: Authority to restrict transfer after demand for payment. 92A.460
Payment for shares: General requirements. 92A.470
Withholding payment for shares acquired on or after date of dissenter’s notice: General requirements. 92A.480
Dissenter’s estimate of fair value: Notification of subject corporation 92A.490
Legal proceeding to determine fair value: Duties of subject corporation 92A.500
Assessment of costs and fees in certain legal proceedings.
Last Updated

Jun. 24, 2021

§ 92A.470’s source at nv​.us