NRS 92A.170
Abandonment of planned merger, conversion or exchange before filing of articles.


After a merger, conversion or exchange is approved, and at any time before the articles of merger, conversion or exchange are filed, the planned merger, conversion or exchange may be abandoned, subject to any contractual rights, without further action, in accordance with the procedure set forth in the plan of merger, conversion or exchange or, if none is set forth, in the case of:

1.

A domestic corporation, whether or not for profit, by the board of directors;

2.

A domestic limited partnership, unless otherwise provided in the partnership agreement or certificate of limited partnership, by all general partners;

3.

A domestic limited-liability company, unless otherwise provided in the articles of organization or an operating agreement, by members who own a majority in interest in the current profits of the company then owned by all of the members or, if the company has more than one class of members, by members who own a majority in interest in the current profits of the company then owned by the members in each class;

4.

A domestic business trust, unless otherwise provided in the certificate of trust or governing instrument, by all the trustees;

5.

A domestic general partnership, unless otherwise provided in the partnership agreement, by all the partners; and

6.

A nonprofit cooperative corporation, unless otherwise provided in the articles of incorporation, by the board of directors.

Source: Section 92A.170 — Abandonment of planned merger, conversion or exchange before filing of articles., https://www.­leg.­state.­nv.­us/NRS/NRS-92A.­html#NRS92ASec170.

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.170’s source at nv​.us