1. The persons described in subsections 2 and 3 may apply to the district court in the district where the corporation has its principal office or, if the principal office is not located in this State, to the district court in the county in which the corporation’s registered office is located:
(a) For an order dissolving the corporation and appointing a receiver to wind up its affairs, and by injunction restrain the corporation from exercising any of its powers or doing business whatsoever, except by or through a receiver appointed by the court; or
(b) For such other equitable relief that is just and proper in the circumstances.
2. A member or members, if any, holding at least one-third of the voting power for the election of directors or a majority of the directors in office, may apply for the relief described in subsection 1 whenever it is established that:
(a) The corporation has willfully violated its charter;
(b) Its trustees or directors have been guilty of fraud or collusion or gross mismanagement in the conduct or control of its affairs;
(c) Its trustees or directors have been guilty of misfeasance, malfeasance or nonfeasance;
(d) The corporation is unable to conduct its activities or conserve its assets by reason of the act, neglect or refusal to function of any of the directors or trustees;
(e) The assets of the corporation are in danger of waste, misapplication, sacrifice or loss;
(f) The corporation has abandoned its business;
(g) The corporation has not proceeded diligently to wind up its affairs or to distribute its assets in a reasonable time;
(h) The corporation has become insolvent;
(i) The corporation, although not insolvent, is for any cause not able to pay its debts or other obligations as they mature;
(j) The corporation is not about to resume its business with safety to the public;
(k) The period of corporate existence has expired and has not been lawfully extended;
(l) The corporation has solicited property and has failed to use it for the purpose solicited;
(m) The corporation has fraudulently used or solicited property; or
(n) The corporation has exceeded its powers.
3. The Attorney General may apply for the relief described in subsection 1 whenever the corporation is a corporation for public benefit and whenever it is established that:
(a) The corporation has willfully violated its charter;
(b) Its trustees or directors have been guilty of fraud or collusion or gross mismanagement in the conduct or control of its affairs;
(c) The corporation has abandoned its business;
(d) The corporation has become insolvent;
(e) The corporation, although not insolvent, is for any cause not able to pay its debts or other obligations as they mature;
(f) The corporation has solicited property and has failed to use it for the purpose solicited;
(g) The corporation has fraudulently used or solicited property; or
(h) The period of corporate existence has expired and has not been lawfully extended.
4. Any person or superior organization under which the corporation was formed, if expressly authorized to act by the articles, may apply for the relief described in subsection 1 pursuant to the grounds, if any, set forth in the articles.
(Added to NRS by 1991, 1289; A 2007, 2663; 2009, 1689)
Structure Nevada Revised Statutes
Chapter 82 - Nonprofit Corporations
NRS 82.011 - "Articles of incorporation" and "articles" defined.
NRS 82.016 - "Corporation" defined.
NRS 82.021 - "Corporation for public benefit" defined.
NRS 82.026 - "Directors" and "trustees" defined.
NRS 82.031 - "Member" defined.
NRS 82.034 - "Principal office" defined.
NRS 82.036 - "Receiver" defined.
NRS 82.041 - "Registered office" defined.
NRS 82.046 - Construction of chapter.
NRS 82.056 - Election of existing corporation to accept chapter: Eligibility; procedure.
NRS 82.061 - Election of existing corporation to accept chapter: Filing requirements; contents.
NRS 82.066 - Election of existing and expired corporation to accept chapter: Effect.
NRS 82.071 - Limitations on eligibility to organize under chapter.
NRS 82.076 - Effect of amendment or repeal of chapter; chapter is part of corporation’s charter.
NRS 82.086 - Articles of incorporation: Required provisions.
NRS 82.091 - Articles of incorporation: Optional provisions.
NRS 82.101 - Name of corporation: Reservation; injunctive relief.
NRS 82.111 - Commencement of corporate existence.
NRS 82.116 - Acceptable evidence of incorporation.
NRS 82.126 - Adoption and use of corporate seal or stamp.
NRS 82.136 - Restrictions: Issuance of stock; pecuniary gain of members; distributions.
NRS 82.196 - Board of directors or trustees: Number and qualifications of members.
NRS 82.201 - Board of directors or trustees: General powers.
NRS 82.206 - Committees of board of directors: Designation; powers; names; membership.
NRS 82.211 - Officers of corporation: Selection; terms; duties.
NRS 82.216 - Authority of directors and representatives of corporation.
NRS 82.236 - Transfer of membership.
NRS 82.241 - Personal liability of members; imposition of dues, assessments or fees.
NRS 82.251 - Expulsion of member; suspension or termination of membership.
NRS 82.256 - Purchase of membership by corporation.
NRS 82.266 - Place of members’, delegates’ and directors’ meetings.
NRS 82.276 - Consent of members in lieu of meeting; alternative means for participating at meeting.
NRS 82.281 - Actions at meetings not regularly called: Consent, ratification and approval.
NRS 82.286 - Election of directors and delegates; classification of directors.
NRS 82.291 - Meetings of members or delegates: Quorum.
NRS 82.296 - Directors: Removal; filling of vacancies.
NRS 82.301 - Effect of failure to elect director on designated day.
NRS 82.306 - Election of directors by order of court upon failure of regular election.
NRS 82.311 - Provisional director: Appointment; qualifications; rights and powers; removal.
NRS 82.321 - Members’ proxies.
NRS 82.326 - Action of members by written ballot in lieu of meeting.
NRS 82.331 - Cumulative voting.
NRS 82.336 - Delegates and members: Special meetings; notices.
NRS 82.341 - Waiver of notice.
NRS 82.346 - Amendment of articles before first meeting of directors.
NRS 82.351 - Amendment of articles: Scope of amendments.
NRS 82.356 - Amendment of articles: Procedure.
NRS 82.371 - Restatement of articles.
NRS 82.436 - Sale, lease or exchange of assets: Authority; procedure.
NRS 82.446 - Voluntary dissolution at request of members.
NRS 82.461 - Dissolved corporations: Duties of person appointed or authorized to act in liquidation.
NRS 82.466 - Reorganization under federal law.
NRS 82.476 - Receivers or trustees for insolvent corporations: Appointment; powers and duties.
NRS 82.481 - Authority of court to reconvey property back to or dissolve corporation.
NRS 82.486 - Involuntary dissolution: Authority and grounds for application.
NRS 82.496 - Involuntary dissolution: General powers of court.
NRS 82.501 - Limitation on time for creditors’ claims; notice to creditors.
NRS 82.506 - Presentation of creditors’ claims; examination of creditors and witnesses.
NRS 82.511 - Abatement of actions against receivers.
NRS 82.516 - Payment of creditors and distribution of surplus.
NRS 82.521 - Employees’ liens for wages.
NRS 82.5231 - Certificate of authorization to transact business.
NRS 82.5233 - Addresses of officers required; failure to file.
NRS 82.5236 - Defaulting corporations: Duties of Secretary of State.
NRS 82.5237 - Defaulting corporations: Conditions and procedure for reinstatement.
NRS 82.5239 - Defaulting corporations: Reinstatement or revival under old or new name; regulations.
NRS 82.525 - Form required for filing of records.
NRS 82.526 - Corporate records: Microfilming; imaging; return.
NRS 82.528 - Filing of records written in language other than English.
NRS 82.536 - Attorney General: Examination of corporate affairs; powers of enforcement.
NRS 82.546 - Renewal or revival of charter: Procedure; fee; certificate as evidence.