Nevada Revised Statutes 89.040 – Filing requirements; required provisions of articles; name
1. One or more persons may organize a professional entity in the manner provided for organizing a corporation pursuant to chapter 78 of NRS or a limited-liability company pursuant to chapter 86 of NRS. Each person organizing the professional entity must, except as otherwise provided in subsection 2 of NRS 89.050, be authorized to perform the professional service for which the professional entity is organized. The articles must contain the following additional information:
Terms Used In Nevada Revised Statutes 89.040
- Articles: means either the articles of incorporation of a professional corporation or the articles of organization of a professional limited-liability company. See Nevada Revised Statutes 89.020
- 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.
- Licensed: means legally authorized by the appropriate regulating board of this State to engage in a regulated profession in this State. See Nevada Revised Statutes 89.020
- 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
- Professional corporation: means a corporation organized under this chapter to render a professional service. See Nevada Revised Statutes 89.020
- Professional entity: means either a professional corporation or a professional limited-liability company. See Nevada Revised Statutes 89.020
- Professional limited-liability company: means a limited-liability company organized pursuant to this chapter to render professional service. See Nevada Revised Statutes 89.020
- Professional service: means any type of personal service which may legally be performed only pursuant to a license, certificate of registration or other legal authorization. See Nevada Revised Statutes 89.020
- Regulating board: means the body which regulates and authorizes the admission to the profession which a professional entity or a professional association is authorized to perform. See Nevada Revised Statutes 89.020
(a) The profession to be practiced by means of the professional entity.
(b) The names and addresses, either residence or business, of the original stockholders and directors of the professional corporation or the original members and managers of the professional limited-liability company.
(c) Except as otherwise provided in paragraphs (d) and (e), a certificate from the regulating board of the profession to be practiced showing that each of the directors, stockholders, managers or members who is a natural person is licensed to practice the profession.
(d) For a professional entity organized pursuant to this chapter and practicing pursuant to the provisions of NRS 623.349, a certificate from the regulating board or boards of the profession or professions to be practiced showing that control and two-thirds ownership of the professional entity is held by persons registered or licensed pursuant to the applicable provisions of chapter 623, 623A or 625 of NRS. As used in this paragraph, ‘control’ has the meaning ascribed to it in NRS 623.349.
(e) For a professional entity formed pursuant to subsection 5 of NRS 89.070, a certificate from the State Bar of Nevada showing at least one stockholder or member who is a natural person is admitted by the Supreme Court of the State of Nevada to practice law as a member of the State Bar of Nevada.
2. The corporate name of a professional corporation must contain the words ‘Professional Corporation‘ or the abbreviation ‘Prof. Corp.,’ ‘P.C.’ or ‘PC,’ or the word ‘Chartered’ or the abbreviation ‘Chtd.,’ or ‘Limited’ or the abbreviation ‘Ltd.’ The corporate name must contain the last name of one or more of its current or former stockholders.
3. The name of a professional limited-liability company must contain the words ‘Professional Limited-Liability Company’ or the abbreviations ‘Prof. L.L.C.,’ ‘Prof. LLC,’ ‘P.L.L.C.,’ ‘PLLC,’ or the word ‘Chartered’ or the abbreviation ‘Chtd.,’ or ‘Limited’ or the abbreviation ‘Ltd.’ The name of a professional limited-liability company must contain the last name of one or more of its current or former members.
4. The professional entity may render professional services and exercise its authorized powers under a fictitious name if the professional entity has first registered the name in the manner required by chapter 602 of NRS.