Nevada Revised Statutes
Chapter 81 - Miscellaneous Organizations
NRS 81.230 - Bylaws: Adoption; amendment; required and optional provisions.


1. Every association formed under NRS 81.170 to 81.270, inclusive, must, within 40 days after it so becomes an association, adopt a code of bylaws for the government and management of the association, not inconsistent with NRS 81.170 to 81.270, inclusive. A majority of all the associates is necessary to the adoption of bylaws, and the bylaws must be written in a book and signed by the members adopting them.
2. The bylaws cannot be amended or modified except by the vote of a majority of all the members after notice of the proposed amendment is given as the bylaws may provide.
3. The bylaws must provide for the amount of the indebtedness which the association may incur.
4. The association may, by its code of bylaws, provide for:
(a) The time, place and manner of calling and conducting its meetings.
(b) The number of directors, the time of their election, their term of office, the mode and manner of their removal, the mode and manner of filling vacancies in the board caused by death, resignation, removal or otherwise, and the power and authority of directors, and how many thereof are necessary to the exercise of the powers of the directors or of any officer.
(c) The number of the officers, if any, other than the directors, and their term of office, the mode of removal, and the method of filling a vacancy.
(d) The mode and manner of conducting business.
(e) The mode and manner of conducting elections, and may provide for voting by ballots forwarded by mail or otherwise, but the method must secure the secrecy of the ballot.
(f) The mode and manner of succession of membership, and the qualifications of membership, and on what conditions, and when membership ceases, and the mode and manner of expulsion or refusal of a member, but an expelled or refused member is entitled to have a board of arbitration consisting of three persons, one selected by the board of directors, one by the expelled or refused member, and a third by the other two, appraise his or her interest in the association in either money, property or labor, as the directors choose, and to have the money, property or labor so awarded him or her paid or delivered, or performed within 40 days after expulsion or refusal.
(g) The amount of any membership fee, and the dues, installments or labor which each member is required to pay or perform, if any, and the manner of collection or enforcement, and for forfeiture or sale of a member’s interest for nonpayment or nonperformance.
(h) The method, time and manner of permitting the withdrawal of a member, if at all, and how the member’s interest must be ascertained, either in money or property, and within what time it must be paid or delivered to the member.
(i) The mode and manner of ascertaining the interest of a member at his or her death, if his or her legal representatives or none of them desire to succeed to the membership, and whether the value of the deceased member’s interest must be paid to his or her legal representatives in money, property or labor, and within what time it must be paid, delivered or performed, but a withdrawing member or the legal representative of a deceased member has the right to a board of arbitration the same as is provided for expelled or refused members.
(j) Such other things as may be proper to carry out the purpose for which the association was formed.
[Part 2:60:1901; RL § 1250; NCL § 1585] + [4:60:1901; A 1941, 326; 1931 NCL § 1587]—(NRS A 1991, 1250; 2003, 3119)

Structure Nevada Revised Statutes

Nevada Revised Statutes

Chapter 81 - Miscellaneous Organizations

NRS 81.0026 - Prohibition against formation of entity for certain illegal purposes.

NRS 81.0027 - Form required for filing of records.

NRS 81.003 - Filing of records written in language other than English.

NRS 81.006 - Correction of inaccurate or defective record filed with Secretary of State; cancellation of filings.

NRS 81.0065 - Secretary of State authorized to adopt certain regulations to allow entities to carry out powers and duties through most recent technology.

NRS 81.010 - Formation; applicable law; revival of certain expired corporations.

NRS 81.020 - Capital stock; purpose; voting power of members; meetings; dividends; dealing in products of nonmembers; distribution of surplus funds or issuance of refunds to members.

NRS 81.030 - Memberships: Certificates; transfer and assignment.

NRS 81.040 - Articles of incorporation: Required provisions.

NRS 81.050 - Articles of incorporation: Optional provisions.

NRS 81.055 - Articles of incorporation: Prohibited names and businesses; certification required before filing of certain articles or amendments; defaulting corporations.

NRS 81.060 - Articles of incorporation: Filing requirements; acceptable evidence of incorporation.

NRS 81.070 - Amendment of articles of incorporation.

NRS 81.080 - Bylaws: Adoption; amendment; effectiveness.

NRS 81.090 - Bylaws: Optional provisions.

NRS 81.100 - Bylaws: Provisions for unequal property rights.

NRS 81.110 - General powers.

NRS 81.120 - Marketing contracts: Powers of corporation; title to property.

NRS 81.130 - Consolidation of cooperative corporations: Procedure; powers.

NRS 81.150 - Right of corporation to do business: Quo warranto proceedings.

NRS 81.160 - Applicability of NRS 81.010 to 81.160, inclusive.

NRS 81.170 - "Lawful business" defined; construction of NRS 81.170 to 81.270, inclusive.

NRS 81.175 - Applicable law.

NRS 81.180 - Formation of cooperative association: No capital stock; issuance of membership certificates.

NRS 81.190 - Members: Qualifications, rights, interest and duties.

NRS 81.200 - Articles of association: Filing requirements; required provisions.

NRS 81.205 - Articles of association: Prohibited names and businesses; certification required before filing of certain articles or amendments; defaulting associations.

NRS 81.210 - Purpose of business may be changed; amendment of articles.

NRS 81.220 - General powers.

NRS 81.230 - Bylaws: Adoption; amendment; required and optional provisions.

NRS 81.240 - Bylaws: Required and optional provisions concerning profits.

NRS 81.250 - Recording and maintaining of bylaws and amendments.

NRS 81.260 - Association’s property subject to execution; member’s interest sold upon execution; rights of purchaser.

NRS 81.270 - Succession to membership: Nomination and transfer on death.

NRS 81.410 - Formation; applicable law.

NRS 81.420 - No capital stock; not to be carried on for profit.

NRS 81.430 - Memberships: Certificates; transfer and assignment.

NRS 81.440 - Articles of incorporation: Required provisions.

NRS 81.445 - Articles of incorporation: Prohibited names and businesses; certification required before filing of certain articles or amendments; defaulting corporations.

NRS 81.450 - Articles of incorporation: Filing requirements; acceptable evidence of incorporation.

NRS 81.470 - Bylaws: Adoption; amendment; effectiveness.

NRS 81.480 - Bylaws: Optional provisions.

NRS 81.490 - Bylaws: Provisions for unequal voting power.

NRS 81.500 - General powers.

NRS 81.505 - Restriction on power of rural electric cooperatives to sell, lease or dispose of assets.

NRS 81.507 - Reversion of unclaimed capital credit to electric cooperative under certain circumstances.

NRS 81.510 - Agreements for unified action by cooperative corporations.

NRS 81.540 - Applicability and effect of NRS 81.410 to 81.540, inclusive.

NRS 81.550 - Short title.

NRS 81.560 - Declaration of policy.

NRS 81.570 - References to Internal Revenue Code.

NRS 81.580 - Definitions.

NRS 81.600 - "Director" defined.

NRS 81.605 - "Governing instrument" defined.

NRS 81.610 - "Private foundation" defined.

NRS 81.620 - Applicability of NRS 81.550 to 81.660, inclusive.

NRS 81.630 - Prohibited acts.

NRS 81.640 - Minimum distributions required.

NRS 81.650 - Amendment of governing instrument: Procedure.

NRS 81.660 - Amendment of governing instrument: Provision for termination of status of private foundation.

NRS 81.700 - Short title.

NRS 81.705 - Definitions.

NRS 81.710 - "Established practices" defined.

NRS 81.715 - "Governing principles" defined.

NRS 81.720 - "Manager" defined.

NRS 81.725 - "Member" defined.

NRS 81.730 - "Person" defined.

NRS 81.735 - "State" defined.

NRS 81.740 - "Unincorporated nonprofit association" defined.

NRS 81.745 - Relation to other law.

NRS 81.750 - Governing law.

NRS 81.755 - Legal entity; perpetual existence; powers.

NRS 81.760 - Ownership and transfer of property.

NRS 81.765 - Statement of authority as to real property.

NRS 81.770 - Liability.

NRS 81.775 - Assertion and defense of claims.

NRS 81.780 - Effect of judgment or order.

NRS 81.785 - Appointment of agent to receive service of process; service of process.

NRS 81.790 - Action or proceeding not abated by change in members or managers.

NRS 81.795 - Venue.

NRS 81.800 - Member not agent.

NRS 81.805 - Certain actions require approval by members.

NRS 81.810 - Meetings of members: Voting, notice and quorum requirements.

NRS 81.815 - Duties of member.

NRS 81.820 - Admission, suspension, dismissal or expulsion of members.

NRS 81.825 - Resignation of member.

NRS 81.830 - Membership interest not transferable.

NRS 81.835 - Selection of managers; management rights of managers.

NRS 81.840 - Duties of managers.

NRS 81.845 - Meetings of managers: Notice and quorum requirements.

NRS 81.850 - Right of member or manager to information.

NRS 81.855 - Distributions prohibited; compensation and other permitted payments.

NRS 81.860 - Reimbursement; indemnification; advancement of expenses.

NRS 81.865 - Dissolution.

NRS 81.870 - Winding up and termination.

NRS 81.875 - Mergers.

NRS 81.880 - Transition concerning real and personal property.

NRS 81.885 - Uniformity of application and construction.

NRS 81.890 - Relations to Electronic Signatures in Global and National Commerce Act.

NRS 81.901 - Definitions.

NRS 81.903 - "Member" defined.

NRS 81.905 - "Membership share" defined.

NRS 81.907 - "Patronage" defined.

NRS 81.909 - "Patronage dividend" defined.

NRS 81.911 - "Quorum" defined.

NRS 81.913 - "Worker cooperative" defined.

NRS 81.915 - "Written notice of allocation" defined.

NRS 81.917 - Legislative findings and declarations.

NRS 81.919 - Election of corporation to be governed as worker cooperative; applicable law.

NRS 81.921 - Apportionment and distribution of net earnings and losses.

NRS 81.923 - Use of internal capital and collective reserve accounts; redemption of corporate shares and written notices of allocation; recall and redemption of membership shares.

NRS 81.925 - Reserve accounts; allocation of indivisible reserve account upon dissolution or sale.

NRS 81.927 - Authority to operate as internal capital account cooperative; accounts.

NRS 81.929 - Membership: Establishment of qualifications and method of acceptance, expulsion, termination and suspension; composition of members; effect of leave of absence; rights and responsibilities of members.

NRS 81.931 - Board of directors: Composition; annual meeting with members; authority of members to override decisions; considerations when exercising powers.

NRS 81.933 - Membership shares; voting power of shares other than membership shares.

NRS 81.935 - Procedure for expulsion, termination or suspension of member.

NRS 81.937 - Action challenging expulsion, termination or suspension of member.

NRS 81.939 - Notice of meeting at which members are required or permitted to vote; notice of special meeting.

NRS 81.941 - Personal notice of meeting consisting only of members; authority to veto decision made at meeting for which notice was not received.

NRS 81.943 - Contents of notice.

NRS 81.945 - Means of providing notice; affidavit is prima facie evidence of proper notice.

NRS 81.947 - Address of notice to last known address in records; notice if no known address in records; notice if mailed notice is returned as undeliverable.

NRS 81.949 - Electronic notice of meeting not authorized in certain circumstances.

NRS 81.951 - Meetings adjourned to another time or place.

NRS 81.953 - Validity of business transacted at meeting that does not meet notice requirements; waivers of notice.

NRS 81.955 - Use of written ballots.

NRS 81.957 - Revocation of election to be governed as worker cooperative.

NRS 81.959 - Consolidation or merger.