Nevada 2019 Regular Session Status: Enacted

SB 45 — Revises provisions governing business. (BDR 7-471)

Last action — Approved by the Governor. Chapter 72.

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  1. ✓
    Introduced
  2. ✓
    In Committee
  3. ✓
    Passed Senate
  4. ✓
    Passed Assembly
  5. ✓
    To Executive
  6. 6
    Enacted

This bill has been enacted into law. Introduced November 19, 2018. Enacted.

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Advancing 50% · moderate confidence

Where this bill stands today.

Odds of enactment

High

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  • Enacted

    Current position in the legislative process.

  • 1 sponsor

    1 primary, 0 co-sponsors signed on.

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Summary

AN ACT relating to business; revising the circumstances under which a person is not required to obtain a state business license; revising provisions governing the location at which certain documents of certain limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and associations are required to be maintained; and providing other matters properly relating thereto.

Bill Text

What changed in the latest version

422 added · 431 removed

422 line(s) added, 431 removed.

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(Reprinted with amendments adopted on April 15, 2019) FIRST REPRINT S.B.
Senate Bill No.
45 S ENATE B ILLN O.
45–Committee on Judiciary CHAPTER..........
45–COMMITTEE ON JUDICIARY (ON B EHALF OF THE S ECRETARY OF STATE ) PREFILED N OVEMBER 19, 2018 ____________ Referred to Committee on Judiciary SUMMARY—Revises provisions governing business.
(BDR 7-471) FISCAL NOTE:
Effect on Local Government:
No.
Effect on the State:
No.
~ EXPLANATION – Matter in bolded italics is new;
matter between brackets [omitted material] is material to be omitted.
before conducting business in this State.
Existing law requires a person to obtain a state business license and pay a fee before conducting business in this State.
(4) is conducting activity in this State solely to provide vehicles or earthquake or other emergency;
(4) is conducting activity in this State solely to provide vehicles or equipment on a short-term basis in response to a wildland fire, a flood, an natural persons in this State in connection with that activity.
and (5) only pays wages or other remuneration to natural persons in this State in connection with that activity.
(NRS 76.100) Section of this bill provides that a person is exempt from the requirement to obtain a business license if:
(NRS 76.100) Section 1 of this bill provides that a person is exempt from the requirement to obtain a business license if:
(2) the solely to provide vehicles or equipment on a short-term basis in response to aate wildland fire, a flood, an earthquake or another emergency;
(2) the business for which the person is responsible is conducting activity in this State solely to provide vehicles or equipment on a short-term basis in response to a wildland fire, a flood, an earthquake or another emergency;
or (3) the Secretary of - *SB45_R1* – 2 – State determines that the person is not conducting a business in this State.
or (3) the Secretary of State determines that the person is not conducting a business in this State.
Section 9 of this bill makes a conforming change to the existing law which authorizes the does not hold a state business license.lifies for this exemption even if the person Existing law requires certain types of business entities, including, without limitation, corporations, nonprofit corporations and limited-liability companies, to maintain certain documents at the principal place of business in this State or with a custodian of records whose name and street address are available at the office of the registered agent of the business entity in this State.
Section 9 State to contract with a person who qualifies for this exemption even if the person does not hold a state business license.
(NRS 78.105, 78.152, 80.113, limited partnerships, foreign business trusts, and professional entities andnerships, associations are required to maintain certain documents at the office of the registered agent of the business entity or at the principal place of the business entity in this State.
Existing law requires certain types of business entities, including, without limitation, corporations, nonprofit corporations and limited-liability companies, to maintain certain documents at the principal place of business in this State or with a custodian of records whose name and street address are available at the office of the registered agent of the business entity in this State.
(NRS 87.515, 87.5413, 87A.200, 87A.640, 88A.7345, 89.045, 89.251) Sections 2-8 of this bill remove the authority of these limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and of the business entity and, instead, require these limited-liability partnerships,ent limited partnerships, foreign business trusts, and professional entities and associations to maintain the required documents at the principal place of business of the entity or with the custodian of records of the business entity.
(NRS 78.105, 78.152, 80.113, 82.181, 86.241, 86.54615) Under existing law, certain limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and registered agent of the business entity or at the principal place of the business entity in this State.
Section 10 of this bill provides that this bill becomes effective upon passage and approval.
(NRS 87.515, 87.5413, 87A.200, 87A.640, 88A.7345, 89.045, 89.251) Sections 2-8 of this bill remove the authority of these limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and associations to maintain the required documents at the office of the registered agent of the business entity and, instead, require these limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and associations to maintain the required documents at the principal place of business of the entity or with the custodian of records of the business entity.
- 80th Session (2019) – 2 – Section 10 of this bill provides that this bill becomes effective upon passage and approval.
EXPLANATION – Matter in bolded italics is new;
matter between brackets [omitted material] is material to be omitted.
(b) Set forth the name under which the applicant transacts or intends to transact business, or if the applicant is an entity organized pursuant to this title and on file with the Secretary of State, the exact name on file with the Secretary of State, the business identification number as assigned by the Secretary of State pursuant to NRS 225.082, and the location in this State of the place or places of business;
intends to transact business, or if the applicant is an entity organized pursuant to this title and on file with the Secretary of State, the exact name on file with the Secretary of State, the business identification number as assigned by the Secretary of State pursuant to NRS 225.082, and the location in this State of the place or places of business;
(c) Be accompanied by a fee in the amount of $200, except that if the applicant is a corporation organized pursuant to chapter 78, - *SB45_R1* – 3 – 78A or 78B of NRS, or a foreign corporation required to file an initial or annual list with the Secretary of State pursuant to chapter 80 of NRS, the application must be accompanied by a fee of $500;
(c) Be accompanied by a fee in the amount of $200, except that if the applicant is a corporation organized pursuant to chapter 78, 78A or 78B of NRS, or a foreign corporation required to file an initial or annual list with the Secretary of State pursuant to chapter of NRS, the application must be accompanied by a fee of $500;
(c) A general partner of a limited partnership.
- 80th Session (2019) – 3 – (c) A general partner of a limited partnership.
If the application for a state business license is defective in any respect or the fee required by this section is not paid, the Secretary of State may return the application for correction or pay5.nt.A state business license issued pursuant to this section must contain the business identification number assigned by the Secretary of 6.
If the application for a state business license is defective in any respect or the fee required by this section is not paid, the Secretary of State may return the application for correction or pay5.nt.A state business license issued pursuant to this section must contain the business identification number assigned by the Secretary of State pursuant to NRS 225.082.
6.
(3) Except as otherwise provided in NRS 76.103, has a registered agent in this State;
(3) Except as otherwise provided in NRS 76.103, has a registe(4) Pays wages or other remuneration to a natural person who performs in this State any of the duties for which he or she is paid.
or - *SB45_R1* – 4 – (4) Pays wages or other remuneration to a natural person who performs in this State any of the duties for which he or she is paid.
and [(4)] (IV) Does not pay wages or other remuneration to a natural person who performs in this State any of the duties for which he or she is paid, other than wages or other remuneration paid to a natural person for performing duties in connection with an activity described in subparagraph [(5);
and [(4)] (IV) Does not pay wages or other remuneration to a natural person who performs in this State any of the duties for which he or she is paid, other than wages or other remuneration paid to a - 80th Session (2019) – 4 – natural person for performing duties in connection with an activity described in subparagraph [(5);
8.
ascribed to it in NRS 77.230.on, “registered agent” has the meaning Sec.
As used in this section, “registered agent” has the meaning ascSec.
2.
2.o iNRS 87.515 is hereby amended to read as follows:
NRS 87.515 is hereby amended to read as follows:
A registered limited-liability partnership shall this State [:] or with its custodian of records:
A registered limited-liability partnership shall maintain at its [registered office or] principal place of business in this State [:] or with its custodian of records:
place of business in (a) A current list of its managing partners;
(a) A current list of its managing partners;
(a) Submit to the Secretary of State, within 3 business days, a copy of the list required to be maintained pursuant to subsection 1;
copy of the list required to be maintained pursuant to subsection 1;
or - *SB45_R1* – 5 – (b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
or (b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the certificate of registration.
or - 80th Session (2019) – 5 – (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the certificate of registration.
(a) A current list of its managing partners;
(b) A statement indicating where such a list is maintained.
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or (b) A statement indicating where such a list is maintained.
Upon the request of the Secretary of State, the foreign reg(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1.
Upon the request of the Secretary of State, the foreign registered limited-liability partnership shall:
confidential by the Secretary of State.is paragraph shall be kept (b) Provide written notice to the Secretary of State within 10 days after any change in the information contained in the list described in subsection 1.
(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1.
The information required pursuant to this paragraph shall be kept confidential by the Secretary of State.
(b) Provide written notice to the Secretary of State within 10 days after any change in the information contained in the list described in subsection 1.
If a foreign registered limited-liability partnership fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the right of the foreign registered limited-liability partnership to transact business in this State.
If a foreign registered limited-liability partnership fails to of State may take any action necessary, including, withoutSecretary limitation, the suspension or revocation of the right of the foreign registered limited-liability partnership to transact business in this State.
- *SB45_R1* – 6 – 5.
5.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the foreign registered limited-liability partnership to transact business in this State.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the - 80th Session (2019) – 6 – foreign registered limited-liability partnership to transact business in this State.
2.
partnership shall:equest of the Secretary of State, the limited (a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1.
Upon the request of the Secretary of State, the limited partnership shall:
(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1.
days after any change in the custodian of the list described in10 subsection 1.
(b) Provide written notice to the Secretary of State within 10 days after any change in the custodian of the list described in subsection 1.
course of a criminal investigation, the Secretary of State may require a limited partnership to:
3.
Upon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a limited partnership to:
If a limited partnership fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the right of the limited partnership to transact any business in this State.
If a limited partnership fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or business in this State.
5.
of the limited partnership to transact any 5.
or - *SB45_R1* – 7 – (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the limited partnership to transact business in this State.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the limited partnership to transact business in this State.
Sec.
- 80th Session (2019) – 7 – Sec.
(a) Provide the Secretary of State with the name and contact information of the custodian of the list described in subsection 1.
(a) Provide the Secretary of State with the name and contact The information required pursuant to this paragraph shall be kept1.
The information required pursuant to this paragraph shall be kept confidential by the Secretary of State.
confidential by the Secretary of State.
copy of the list required to be maintained pursuant to subsection 1;
(a) Submit to the Secretary of State, within 3 business days, a copy of the list required to be maintained pursuant to subsection 1;
or State that will assist in the criminal investigation.etary of 4.
or (b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
4.
The Secretary of State shall not reinstate or revive a certificate of registration that was revoked or suspended pursuant to subsection 4 unless:
The Secretary of State shall not reinstate or revive a subsection 4 unless:tration that was revoked or suspended pursuant to (a) The registered limited-liability limited partnership complies with the requirements of subsection 3;
(a) The registered limited-liability limited partnership complies with the requirements of subsection 3;
- *SB45_R1* – 8 – Sec.
Sec.
or (b) A statement indicating where such a list is maintained.
or - 80th Session (2019) – 8 – (b) A statement indicating where such a list is maintained.
(b) Provide written notice to the Secretary of State within 10 days after any change in the information contained in the list described in subsection 1.
(b) Provide written notice to the Secretary of State within 10 days after any change in the information contained in the list des3.ibeUpon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a foreign business trust to:
3.
Upon the request of any law enforcement agency in the course of a criminal investigation, the Secretary of State may require a foreign business trust to:
requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the transact business in this State.right of the foreign business trust to 5.
4.
If a foreign business trust fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the right of the foreign business trust to transact business in this State.
5.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the right of the foreign business trust to transact business in this State.
or (b) The law enforcement agency conducting the investigation foreign business trust to transact business in this State.right of the 6.
6.
- *SB45_R1* – 9 – 2.
2.
The information required pursuant to this paragraph shall be kept confidential by the Secretary of State.
- 80th Session (2019) – 9 – The information required pursuant to this paragraph shall be kept confidential by the Secretary of State.
(a) Submit to the Secretary of State, within 3 business days, a copy of the list required to be maintained pursuant to subsection 1;
(a) Submit to the Secretary of State, within 3 business days, a orpy of the list required to be maintained pursuant to subsection 1;
or (b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
(b) Answer any interrogatory submitted by the Secretary of State that will assist in the criminal investigation.
subsection 3;
(a) The professional entity complies with the requirements of subsection 3;
orssional entity complies with the requirements of (b) The law enforcement agency conducting the investigation charter.the Secretary of State to reinstate or revive the corporate 6.
or (b) The law enforcement agency conducting the investigation advises the Secretary of State to reinstate or revive the corporate charter.
6.
A professional association shall maintain at its [registered office or] principal place of business in this State [:] or with its custodian of records:
A professional association shall maintain at its [registered office or] principal place of business in this State [:] or wit(a) A current list of each member;
(a) A current list of each member;
- *SB45_R1* – 10 – 3.
- 80th Session (2019) – 10 – 3.
If a professional association fails to comply with any requirement pursuant to subsection 3, the Secretary of State may take any action necessary, including, without limitation, the suspension or revocation of the articles of association.
If a professional association fails to comply with any take any action necessary, including, without limitation, themay suspension or revocation of the articles of association.
person shall not enter into a contract with the State of Nevada unless the person is a holder of a state business license issued pursuant to cha2.er A person who is not a holder of a state business license may enter into a contract with the State of Nevada if [the business for which] , pursuant to paragraph (b) of subsection 7 of NRS 76.100, the person is [responsible:
353.007 1.
(a) Is not organized pursuant to title 7 of NRS;
Except as otherwise provided in subsection 2, a person shall not enter into a contract with the State of Nevada unless the person is a holder of a state business license issued pursuant to chapter 76 of NRS.
2.
A person who is not a holder of a state business license may enter into a contract with the State of Nevada if [the business for the person is [responsible:aph (b) of subsection 7 of NRS 76.100, (a) Is not organized pursuant to title 7 of NRS;
- *SB45_R1* – 11 – 3.
- 80th Session (2019) – 11 – 3.
(a) The Legislative, Executive and Judicial Departments of the State Government;
(a) The Legislative, Executive and Judicial Departments of the Sta(b) The Nevada System of Higher Education;
(b) The Nevada System of Higher Education;
approval.0.
Sec.
This act becomes effective upon passage and H - *SB45_R1*
10.
This act becomes effective upon passage and approval.
~~~~~ 19 - 80th Session (2019)
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Amendments

1 amendment

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Action History

  1. Approved by the Governor. Chapter 72.

  2. Enrolled and delivered to Governor.

  3. In Senate. To enrollment.

  4. Read third time. Passed. Title approved. (Yeas: 40, Nays: None, Excused: 1, Vacant: 1.) To Senate.

  5. Read second time.

  6. From committee: Do pass.

  7. In Assembly. Read first time. Referred to Committee on Judiciary. To committee.

  8. From printer. To engrossment. Engrossed. First reprint. Read third time. Passed, as amended. Title approved. (Yeas: 21, Nays: None.) To Assembly.

  9. From committee: Amend, and do pass as amended. Placed on Second Reading File. Read second time. Amended. (Amend. No. 81.) To printer.

  10. Read first time. To committee.

  11. From printer.

  12. Prefiled. Referred to Committee on Judiciary. To printer.

Sponsors

  • Senate Committee on Judiciary · Primary

Sponsorship breakdown

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1 sponsors · 0 co-sponsors · 66 not signed on

Sponsors (1)

  • Senate Committee on Judiciary

Co-sponsors (0)

None.

Not signed on (66)

66 members have not signed on to this bill.

Show all 66 →

"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.

Whip count is in markup. Polling the chamber and every recorded vote this session. Only the first open is slow. It’s instant for you after this. Calling the roll · Tallying · Engrossing

Subjects

finance
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Frequently asked questions

What does SB 45 do?
AN ACT relating to business; revising the circumstances under which a person is not required to obtain a state business license; revising provisions governing the location at which certain documents of certain limited-liability partnerships, limited partnerships, foreign business trusts, and professional entities and associations are required to be maintained; and providing other matters properly relating thereto.
Who sponsors SB 45?
SB 45 is sponsored by Senate Committee on Judiciary.
What is the current status of SB 45?
This bill has been enacted into law. Introduced November 19, 2018. Enacted.
Where can I track SB 45?
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