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Legal Advantages: Corporations

  • Piercing the corporate veil in Nevada requires the presence of “fraud” or “manifest injustice”.  This is the highest standard for personal indemnification available.   NRS 78.138 (7) 
  • Charging order protection for stock of closely-held corporations protects stockholders of all Nevada corporations with between 2 and 75 shareholders.  Nevada is the first – and only – state to offer this level of shareholder protection! NRS 78.746
  • Nevada’s charging order protection statute protects S corporations from losing their federal S election in the event of a judgment against a shareholder.  This prevents potentially significant negative tax consequences. NRS 78.746
  • Corporate directors have greater flexibility in consenting to corporate actions.  NRS 78.115 - 78.140
  • Reinstatement of entities has the legal impact as if the corporation had always been in good standing, thus preserving the corporate veil.  NRS 78.180(5)
  • Dissenting shareholders prohibited from voting shares or receiving dividends in certain circumstances. NRS 92A.380(3)
  • Stock transfer agents are required to be licensed, ensuring high ethical standards. NRS 90.310
  • A corporation may elect to renounce specific business opportunities. NRS 78.070(8)
  • Articles of incorporation may require more than a plurality of votes cast by stockholders in order to elect directors, if desired.  NRS 78.115 - 78.130
  • Restated articles of incorporation do not need an accompanying resolution upon filing.  NRS 78.403
  • Corporate revival procedures are simple.  NRS 78.730
  • Efficient, predictable Business Court minimizes the costs and risks of business litigation.
  • Amendments may be filed with delayed effective dates.  NRS 78.380, 78.390 and 78.403
  • Entities formed in other states may be converted into Nevada entities so they can have the same advantages and flexibility. NRS 92A.195 and 92A.205
Source: http://www.leg.state.nv.us/
Nevada Secretary of State, Ross Miller.  Copyright 2009. All rights reserved. Terms of Use