1. Every corporation which willfully fails or neglects to comply with the provisions of NRS 80.010 to 80.040, inclusive, is subject to a fine of not less than $1,000 but not more than $10,000, to be recovered in a court of competent jurisdiction.
2. Except as otherwise provided in subsection 3, every corporation which fails or neglects to comply with the provisions of NRS 80.010 to 80.040, inclusive, may not commence or maintain any action or proceeding in any court of this State until it has fully complied with the provisions of NRS 80.010 to 80.040, inclusive.
3. An action or proceeding may be commenced by such a corporation if an extraordinary remedy available pursuant to chapter 31 of NRS is all or part of the relief sought. Such an action or proceeding must be dismissed without prejudice if the corporation does not comply with the provisions of NRS 80.010 to 80.040, inclusive, within 45 days after the action or proceeding is commenced.
4. When the Secretary of State is advised that a corporation is doing business in contravention of NRS 80.010 to 80.040, inclusive, the Secretary of State may, as soon as practicable, refer the matter to the district attorney of the county where the corporation has its principal place of business or the Attorney General, or both, for a determination of whether to institute proceedings to recover any applicable fine provided for in this section. The district attorney of the county where the corporation has its principal place of business or the Attorney General may institute and prosecute the appropriate proceedings to recover the fine. If the district attorney or the Attorney General prevails in a proceeding to recover the fine described in subsection 1, the district attorney or the Attorney General is entitled to recover the costs of the proceeding, including, without limitation, the cost of any investigation and reasonable attorney’s fees.
5. In the course of an investigation of a violation of this section, the Secretary of State may require a corporation to answer any interrogatory submitted by the Secretary of State that will assist in the investigation.
6. The failure of a corporation to comply with the provisions of NRS 80.010 to 80.040, inclusive, does not impair the validity of any contract or act of the corporation, or prevent the corporation from defending any action, suit or proceeding in any court of this State.
7. The Secretary of State may adopt regulations to administer the provisions of this section.
[3:89:1907; RL § 1350; NCL § 1843]—(NRS A 1989, 17; 1993, 986; 2009, 1684; 2013, 846)
Structure Nevada Revised Statutes
Chapter 80 - Foreign Corporations
NRS 80.0045 - Form required for filing of records.
NRS 80.005 - Corporate records: Microfilming; imaging; return.
NRS 80.012 - Name of corporation: Reservation; injunctive relief.
NRS 80.015 - Activities not constituting doing business.
NRS 80.016 - Determination of whether solicitation is made or accepted.
NRS 80.025 - Modification of corporate name to qualify to do business: Requirements; procedure.
NRS 80.030 - Filing of amendatory records after qualification.
NRS 80.040 - Required records in foreign language must be accompanied by English translations.
NRS 80.080 - Service of process on corporations.
NRS 80.090 - Statute of limitations.
NRS 80.095 - Suspension of statute of limitations for failure to comply.
NRS 80.100 - Authority of directors and representatives: Contracts and conveyances.
NRS 80.110 - Filing requirements; fees; powers and duties of Secretary of State; regulations.
NRS 80.115 - Additional filing requirements for certain corporations: Criteria; statement; fees.
NRS 80.120 - Certificate of authorization to transact business.
NRS 80.140 - Addresses of officers and directors required; failure to file.
NRS 80.160 - Defaulting corporations: Duties of Secretary of State.
NRS 80.170 - Defaulting corporations: Conditions and procedure for reinstatement.
NRS 80.175 - Defaulting corporations: Reinstatement or revival under old or new name; regulations.
NRS 80.190 - Publication of annual statement: Requirements; penalty.
NRS 80.200 - Surrender of right to transact intrastate business.
NRS 80.280 - License required for corporation to render professional service.