1. The subject corporation shall deliver a written dissenter’s notice to all stockholders of record entitled to assert dissenter’s rights in whole or in part, and any beneficial stockholder who has previously asserted dissenter’s rights pursuant to NRS 92A.400.
2. The dissenter’s notice must be sent no later than 10 days after the effective date of the corporate action specified in NRS 92A.380, and must:
(a) State where the demand for payment must be sent and where and when certificates, if any, for shares must be deposited;
(b) Inform the holders of shares not represented by certificates to what extent the transfer of the shares will be restricted after the demand for payment is received;
(c) Supply a form for demanding payment that includes the date of the first announcement to the news media or to the stockholders of the terms of the proposed action and requires that the person asserting dissenter’s rights certify whether or not the person acquired beneficial ownership of the shares before that date;
(d) Set a date by which the subject corporation must receive the demand for payment, which may not be less than 30 nor more than 60 days after the date the notice is delivered and state that the stockholder shall be deemed to have waived the right to demand payment with respect to the shares unless the form is received by the subject corporation by such specified date; and
(e) Be accompanied by a copy of NRS 92A.300 to 92A.500, inclusive.
(Added to NRS by 1995, 2089; A 2005, 2205; 2009, 1724; 2013, 1286)
Structure Nevada Revised Statutes
Chapter 92A - Mergers, Conversions, Exchanges and Domestications
NRS 92A.006 - "Advance notice statement" defined.
NRS 92A.007 - "Approval" and "vote" defined.
NRS 92A.0075 - "Articles," "articles of incorporation" and "certificate of incorporation" defined.
NRS 92A.008 - "Business trust" defined.
NRS 92A.009 - "Charter document" defined.
NRS 92A.010 - "Constituent document" defined.
NRS 92A.015 - "Constituent entity" defined.
NRS 92A.020 - "Domestic" defined.
NRS 92A.022 - "Domestic business trust" defined.
NRS 92A.025 - "Domestic corporation" defined.
NRS 92A.027 - "Domestic general partnership" defined.
NRS 92A.030 - "Domestic limited-liability company" defined.
NRS 92A.035 - "Domestic limited partnership" defined.
NRS 92A.040 - "Domestic nonprofit corporation" defined.
NRS 92A.045 - "Entity" defined.
NRS 92A.050 - "Exchange" defined.
NRS 92A.055 - "Foreign" defined.
NRS 92A.060 - "Limited partner" defined.
NRS 92A.070 - "Member" defined.
NRS 92A.073 - "Nonprofit cooperative corporation" defined.
NRS 92A.075 - "Owner" defined.
NRS 92A.080 - "Owner’s interest" defined.
NRS 92A.083 - "Principal office" defined.
NRS 92A.090 - "Resulting entity" defined.
NRS 92A.092 - "Senior executive" defined.
NRS 92A.095 - "Statement of intent" defined.
NRS 92A.098 - Notice and other communications.
NRS 92A.100 - Authority for merger; approval, contents and form of plan of merger.
NRS 92A.105 - Authority for conversion; approval, form and contents of plan of conversion.
NRS 92A.110 - Authority for exchange; approval, contents and form of plan of exchange.
NRS 92A.120 - Approval of plan of merger, conversion or exchange for domestic corporation.
NRS 92A.135 - Approval of plan of conversion for domestic general partnership.
NRS 92A.140 - Approval of plan of merger, conversion or exchange for domestic limited partnership.
NRS 92A.160 - Approval of plan of merger or exchange for domestic nonprofit corporation.
NRS 92A.165 - Approval of plan of merger, conversion or exchange for domestic business trust.
NRS 92A.170 - Abandonment of planned merger, conversion or exchange before filing of articles.
NRS 92A.175 - Termination of planned merger, conversion or exchange after filing of articles.
NRS 92A.180 - Merger of subsidiary into parent or parent into subsidiary.
NRS 92A.190 - Merger or exchange with foreign entity.
NRS 92A.195 - Conversion of foreign or domestic entity or foreign or domestic general partnership.
NRS 92A.205 - Filing requirements for conversions.
NRS 92A.207 - Form required for filing of records.
NRS 92A.220 - Duty when entire plan of merger, conversion or exchange is not set forth in articles.
NRS 92A.230 - Signing of articles of merger, conversion or exchange.
NRS 92A.240 - Effective date and time of merger, conversion or exchange; articles of termination.
NRS 92A.250 - Effect of merger, conversion or exchange.
NRS 92A.260 - Liability of owner after merger, conversion or exchange.
NRS 92A.270 - Domestication of undomesticated organization.
NRS 92A.280 - Cancellation of filings.
NRS 92A.305 - "Beneficial stockholder" defined.
NRS 92A.310 - "Corporate action" defined.
NRS 92A.315 - "Dissenter" defined.
NRS 92A.320 - "Fair value" defined.
NRS 92A.325 - "Stockholder" defined.
NRS 92A.330 - "Stockholder of record" defined.
NRS 92A.335 - "Subject corporation" defined.
NRS 92A.340 - Computation of interest.
NRS 92A.350 - Rights of dissenting partner of domestic limited partnership.
NRS 92A.360 - Rights of dissenting member of domestic limited-liability company.
NRS 92A.370 - Rights of dissenting member of domestic nonprofit corporation.
NRS 92A.410 - Notification of stockholders regarding right of dissent.
NRS 92A.420 - Prerequisites to demand for payment for shares.
NRS 92A.430 - Dissenter’s notice: Delivery to stockholders entitled to assert rights; contents.
NRS 92A.450 - Uncertificated shares: Authority to restrict transfer after demand for payment.
NRS 92A.460 - Payment for shares: General requirements.
NRS 92A.500 - Assessment of costs and fees in certain legal proceedings.