Nevada Revised Statutes 78.010 – Definitions; construction
1. As used in this chapter:
Terms Used In Nevada Revised Statutes 78.010
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- person: means a natural person, any form of business or social organization and any other nongovernmental legal entity including, but not limited to, a corporation, partnership, association, trust or unincorporated organization. See Nevada Revised Statutes 0.039
- Registered agent: has the meaning ascribed to it in Nevada Revised Statutes 78.010
- Securities Exchange Act: means the Act of Congress known as the Securities Exchange Act of 1934, as amended, Nevada Revised Statutes 78.010
- Voting shares: means shares of stock of a corporation entitled to vote generally in the election of directors. See Nevada Revised Statutes 78.010
(a) ’Approval’ and ‘vote’ as describing action by the directors or stockholders mean the vote of directors in person or by written consent or of stockholders in person, by proxy or by written consent.
(b) ’Articles,’ ‘articles of incorporation’ and ‘certificate of incorporation’ are synonymous terms and, unless the context otherwise requires, include all certificates filed pursuant to NRS 78.030, 78.180, 78.185, 78.1955, 78.209, 78.380, 78.385, 78.390, 78.725 and 78.730 and any articles of merger, conversion, exchange or domestication filed pursuant to NRS 92A.200 to 92A.240, inclusive, or 92A.270. Unless the context otherwise requires, these terms include restated articles and certificates of incorporation.
(c) ’Directors’ and ‘trustees’ are synonymous terms.
(d) ’Entity’ means a foreign or domestic:
(1) Corporation, whether or not for profit;
(2) Limited-liability company;
(3) Limited partnership; or
(4) Business trust.
(e) ’Publicly traded corporation‘ means a domestic corporation that has a class or series of voting shares which is:
(1) A covered security under section 18(b)(1)(A) or (B) of the Securities Act of 1933, 15 U.S.C. § 77r(b)(1)(A) or (B), as amended; or
(2) Traded in an organized market and that has at least 2,000 stockholders and a market value of at least $20,000,000, exclusive of the value of such shares held by the corporation’s subsidiaries, senior executives, directors and beneficial stockholders owning more than 10 percent of such shares.
(f) ’Principal office’ means the office, in or out of this State, where the principal executive offices of a domestic or foreign corporation are located.
(g) ’Receiver’ includes receivers and trustees appointed by a court as provided in this chapter or in chapter 32 of NRS.
(h) ’Registered agent’ has the meaning ascribed to it in NRS 77.230.
(i) ’Registered office’ means the office maintained at the street address of the registered agent.
(j) ’Securities Exchange Act’ means the Act of Congress known as the Securities Exchange Act of 1934, as amended, 15 U.S.C. § 78a et seq.
(k) ’Stockholder of record’ means a person whose name appears on the stock ledger of the corporation as the owner of record of shares of any class or series of the stock of the corporation. The term does not include a beneficial owner of shares who is not simultaneously the owner of record of such shares as indicated in the stock ledger.
(l) ’Voting shares’ means shares of stock of a corporation entitled to vote generally in the election of directors.
2. General terms and powers given in this chapter are not restricted by the use of special terms, or by any grant of special powers contained in this chapter.