Nevada Amendment After Issuance of Stock (NRS78.390) is a Nevada law that allows a corporation to make certain changes to its stock after it has been issued. This amendment allows a corporation to split or combine shares, change the terms or restrictions of the stock, or adjust the rights or preferences of the stockholders. There are two main types of Nevada Amendment After Issuance of Stock (NRS78.390): a majority vote amendment and a super majority vote amendment. A majority vote amendment requires the affirmative vote of a majority of the outstanding shares of the corporation, while a super majority vote amendment requires the affirmative vote of two-thirds or more of the outstanding shares of the corporation. Both types of amendments must be approved by the Nevada Secretary of State in order for them to be valid.
Nevada Amendment After Issuance of Stock(NRS78.390)
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Articles of Amendment are filed when your business needs to add to, change or otherwise update the information you originally provided in your Articles of Incorporation or Articles of Organization.
NRS 78.105 Maintenance of records at principal office or with custodian of records; inspection and copying of records; civil liability; penalties. NRS 78.107 Denial of request for inspection of records; defense to action for penalties or damages; authority of court to compel production of records.
To file your Articles of Incorporation, the Nevada Secretary of State charges a minimum filing fee of $75. You must also file the initial list of officers, which costs $150. All corporations doing business in Nevada must also file an annual business license fee, which is $500.
To make amendments to your Nevada corporation, you file the completed Certificate of Amendment form and provide it to the Secretary of State by mail, fax, email or in person, along with the filing fee. Nevada furnishes two amendment forms, one for Before Issuance of Stock and one After Issuance of Stock.
NRS 78A. 090 Operation without board of directors; elimination and reinstatement of board. 1. A close corporation may operate without a board of directors if the articles of incorporation contain a statement to that effect.
NRS 78.315 Directors' meetings: Quorum; consent for actions taken without meeting; participation by telephone or similar method. NRS 78.315 Directors' meetings: Quorum; consent for actions taken without meeting; participation by telephone or similar method.
To form a corporation in Nevada, you must file articles of incorporation with the Nevada Secretary of State. The form is customizable.
If your business is registered as a limited liability company (LLC) or corporation, you'll need to file paperwork to officially change your name with the state. Completing a business name change in Nevada requires most LLCs and corporations to file a Certificate of Amendment with the Nevada Secretary of State.