1. Except as otherwise provided in subsections 3 and 4 and NRS 88.5927, the Secretary of State shall reinstate a foreign limited partnership which has forfeited or which forfeits its right to transact business under the provisions of this chapter and shall restore to the foreign limited partnership its right to transact business in this State, and to exercise its privileges and immunities, if it:
(a) Files with the Secretary of State:
(1) The list required by NRS 88.591;
(2) The statement required by NRS 88.5915, if applicable;
(3) The information required pursuant to NRS 77.310; and
(4) A declaration under penalty of perjury, on a form provided by the Secretary of State, that the reinstatement is authorized by a court of competent jurisdiction in this State or by the duly selected general partners of the foreign limited partnership; and
(b) Except as otherwise provided in NRS 231.14057, pays to the Secretary of State:
(1) The filing fee and penalty set forth in NRS 88.591 and 88.593 for each year or portion thereof that its right to transact business was forfeited;
(2) The fee set forth in NRS 88.5915, if applicable; and
(3) A fee of $300 for reinstatement.
2. When the Secretary of State reinstates the foreign limited partnership, the Secretary of State shall issue to the foreign limited partnership a certificate of reinstatement if the foreign limited partnership:
(a) Requests a certificate of reinstatement; and
(b) Pays the required fees pursuant to NRS 88.415.
3. Except as otherwise provided in NRS 231.14057, the Secretary of State shall not order a reinstatement unless all delinquent fees and penalties have been paid and the revocation of the right to transact business occurred only by reason of failure to pay the fees and penalties.
4. If the right of a foreign limited partnership to transact business in this State has been forfeited pursuant to the provisions of this chapter and has remained forfeited for a period of 5 consecutive years, the right is not subject to reinstatement.
5. Except as otherwise provided in NRS 88.5945, a reinstatement pursuant to this section relates back to the date on which the foreign limited partnership forfeited its right to transact business under the provisions of this chapter and reinstates the foreign limited partnership’s right to transact business as if such right had at all times remained in full force and effect.
(Added to NRS by 2003, 20th Special Session, 90; A 2007, 1332, 2430, 2693; 2013, 886; 2019, 927)
Structure Nevada Revised Statutes
Chapter 88 - Uniform Limited Partnership Act
NRS 88.325 - Name of partnership: Reservation; transfer of right to exclusive use of reserved name.
NRS 88.327 - Name of partnership: Reinstatement or revival under old or new name; regulations.
NRS 88.336 - Form required for filing of records.
NRS 88.338 - Filing of records written in language other than English.
NRS 88.340 - Partnership records: Microfilming; imaging; return.
NRS 88.345 - Right of partner to transact other business with partnership.
NRS 88.355 - Amendment and restatement of certificate of limited partnership.
NRS 88.360 - Cancellation of certificate of limited partnership.
NRS 88.365 - Authority of district court to order signing of certificate.
NRS 88.370 - Notice imparted by filing certificate of limited partnership.
NRS 88.375 - Manner in which certificates must be signed.
NRS 88.380 - Filing and effectiveness of certificates or judicial decrees.
NRS 88.385 - Liability for false statements in certificates.
NRS 88.390 - Delivery of certificates to limited partners.
NRS 88.395 - Annual list: Filing requirements; fees; notice; regulations.
NRS 88.397 - Additional filing requirements for certain partnerships: Criteria; statement; fees.
NRS 88.410 - Defaulting partnerships: Conditions and procedure for reinstatement.
NRS 88.420 - When person becomes limited partner; admission of additional limited partners.
NRS 88.430 - Liability to other persons; exceptions.
NRS 88.435 - Liability of person erroneously believing self to be limited partner.
NRS 88.440 - Right of limited partner to records and information of partnership.
NRS 88.445 - Admission of additional general partners.
NRS 88.450 - Events of withdrawal.
NRS 88.455 - Rights, powers and liabilities.
NRS 88.460 - Contributions to partnership by general partner.
NRS 88.470 - Form of partner’s contribution.
NRS 88.475 - Liability of partner for contributions to partnership.
NRS 88.480 - Sharing of profits and losses among partners.
NRS 88.485 - Distribution of assets among partners.
NRS 88.495 - Withdrawal of general partner.
NRS 88.500 - Withdrawal of limited partner.
NRS 88.505 - Distribution upon withdrawal.
NRS 88.510 - Distribution in kind.
NRS 88.515 - Rights upon distribution.
NRS 88.520 - Limitations on distribution.
NRS 88.522 - Limitations on distributions applicable to restricted limited partnerships.
NRS 88.525 - Liability upon return of contribution.
NRS 88.528 - Nature of interest in partnership.
NRS 88.535 - Rights and remedies of creditor of partner.
NRS 88.540 - Right of assignee to become limited partner; liability.
NRS 88.545 - Rights of estate of deceased or incapacitated partner.
NRS 88.550 - Events causing dissolution.
NRS 88.555 - Dissolution by decree of district court.
NRS 88.565 - Distribution of assets.
NRS 88.570 - Law governing organization, internal affairs and liability of limited partners.
NRS 88.580 - Issuance of certificate of registration by Secretary of State.
NRS 88.585 - Registration of name.
NRS 88.590 - Amendments to application for registration.
NRS 88.5915 - Additional filing requirements for certain partnerships: Criteria; statement; fees.
NRS 88.592 - Certificate of authorization to transact business.
NRS 88.5925 - Addresses of general partners required; failure to file.
NRS 88.5935 - Defaulting partnerships: Duties of Secretary of State.
NRS 88.594 - Defaulting partnerships: Conditions and procedure for reinstatement.
NRS 88.5945 - Defaulting partnerships: Reinstatement or revival under old or new name; regulations.
NRS 88.595 - Cancellation of registration.
NRS 88.600 - Penalty for transacting business without registration; enforcement; regulations.
NRS 88.602 - Activities not constituting transaction of business.
NRS 88.603 - Determination of whether solicitation is made or accepted.
NRS 88.605 - Action by Attorney General to restrain transaction of business.
NRS 88.607 - Termination of registration.
NRS 88.608 - Liability of partner for debt or liability of partnership.
NRS 88.6085 - Liability of persons acting on behalf of partnership without authority.
NRS 88.609 - Name of foreign partnership.
NRS 88.610 - Authority of limited partner to bring action.
NRS 88.615 - Qualifications of plaintiff.
NRS 88.630 - Legislative intent.
NRS 88.635 - Applicability of NRS 87.010 to 87.430, inclusive.
NRS 88.640 - Provisions for existing partnerships.
NRS 88.650 - Operation of domestic partnership in another jurisdiction.