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Nevada Revised Statutes

Chapter 87

Nev. Rev. Stat. ch. 87

Partnerships

87.001Definitions 87.002“Business” defined 87.007“State” defined 87.010Short title 87.020Definitions 87.025Applicability 87.030Interpretation of knowledge and notice 87.040Rules of construction 87.050Rules for cases not provided for in NRS 87.010 to 87.430, inclusive 87.060Partnership defined 87.070Rules for determining existence of partnership 87.080Property of partnership 87.090Partner agent of partnership; restrictions on authority 87.100Conveyance of real property of partnership 87.110Partnership bound by admission of partner 87.120Partnership charged with knowledge of or notice to partner 87.130Partnership bound by partner’s wrongful act 87.140Partnership bound by partner’s breach of trust 87.150Nature of partner’s liability 87.160Partner by estoppel 87.170Liability of incoming partner 87.180Rules determining rights and duties of partners 87.190Partnership’s books 87.200Duty of partners to render information 87.210Partner accountable as fiduciary 87.220Right to formal account 87.230Continuation of partnership beyond fixed term 87.240Extent of property rights of partner 87.250Nature of partner’s right in specific property of partnership 87.260Nature of partner’s interest in partnership 87.270Assignment of partner’s interest 87.280Partner’s interest subject to charging order 87.290Dissolution defined 87.300Partnership not terminated by dissolution 87.310Causes of dissolution 87.320Dissolution by decree of court 87.330General effect of dissolution on authority of partner 87.340Right of partner to contribution from copartners after dissolution 87.350Power of partner to bind partnership to third persons after dissolution 87.360Effect of dissolution on partner’s existing liability 87.370Right to wind up 87.380Rights of partners to application of property of partnership 87.390Rights where partnership is dissolved for fraud or misrepresentation 87.400Rules for distribution 87.410Liability of persons who continue business of partnership in certain cases 87.420Rights of retiring or estate of deceased partner when business of partnership is continued 87.430Accrual of actions 87.4301Short title 87.4302Definitions 87.4303“Debtor in bankruptcy” defined 87.4304“Distribution” defined 87.4305“Partnership” defined 87.4306“Partnership agreement” defined 87.4307“Partnership at will” defined 87.4308“Partnership interest” and “partner’s interest in the partnership” defined 87.4309“Person” defined 87.431“Property” defined 87.4311“Registered limited-liability partnership” defined 87.4312“Statement” defined 87.4313“Transfer” defined 87.4314Applicability 87.4315Knowledge and notice 87.4316Effect of partnership agreement; nonwaivable provisions 87.4317Supplemental principles of law 87.4318Execution, filing and recording of statements 87.4319Governing law 87.432Partnership subject to amendment to or repeal of NRS 87.4301 to 87.4357, inclusive 87.4321Partnership as entity 87.4322Formation of partnership 87.4323Partnership property 87.4324When property is partnership property 87.4325Partner agent of partnership 87.4326Transfer of partnership property 87.4327Statement of partnership authority 87.4328Statement of denial 87.4329Partnership liable for actionable conduct of partner 87.433Liability of partners 87.4331Actions by and against partnership and partners 87.4332Liability of purported partner 87.4333Rights and duties of partner 87.4334Distributions in kind 87.4335Rights and duties of partner with respect to information 87.4336Conduct of partner: General standards 87.4337Actions by partnership and partners 87.4338Continuation of partnership beyond definite term or particular undertaking 87.4339Partner not co-owner of partnership property 87.434Transferable interest of partner in partnership 87.4341Transfer of transferable interest of partner 87.4342Transferable interest of partner subject to charging order 87.4343Events causing dissociation 87.4344Power of partner to dissociate; wrongful dissociation 87.4345Effect of dissociation 87.4346Purchase of dissociated partner’s interest 87.4347Power of dissociated partner to bind; liability to partnership 87.4348Liability of dissociated partner to other persons 87.4349Statement of dissociation 87.435Continued use of partnership name 87.4351Events causing dissolution and winding up of partnership business 87.4352Partnership continues after dissolution 87.4353Right to wind up partnership business 87.4354Power of partner to bind partnership after dissolution 87.4355Statement of dissolution 87.4356Liability of partner to other partners after dissolution 87.4357Settlement of accounts and contributions among partners 87.440Filing requirements; prohibition against registration for certain illegal purposes; required and optional provisions of certificate of registration 87.445Penalty for purporting to do business as registered limited-liability partnership without registration; enforcement; regulations 87.450Name of partnership: Distinguishable name required; limitations; availability of name of forfeited, merged or otherwise terminated partnership; regulations 87.455Name of partnership: Reinstatement or revival under old or new name; regulations 87.460Amendment of certificate of registration 87.470Termination of registration 87.480Registered agent required 87.490Change of location of principal office 87.500Resignation of registered agent; termination of registration of commercial registered agent 87.510Annual list: Filing requirements; fees; notice; regulations 87.515List or statement to be maintained at principal place of business or with custodian of records; requirement to assist in criminal investigation; failure to comply; regulations 87.520Defaulting partnerships: Identification; penalty; reinstatement of partnership which is unit-owners’ association; duties of Secretary of State; revocation of registration 87.530Defaulting partnerships: Conditions and procedure for reinstatement 87.533Dissolution of partnership whose registration has been revoked without additional fees and penalties; regulations 87.537Renewal or revival of registration: Procedure; fee; certificate as evidence; status of partnership 87.540Status of partnership and liability of partners not affected by errors in certain filed information 87.5405Penalty for doing business without registration; enforcement; regulations 87.541Annual list: Filing requirements; fees; powers and duties of Secretary of State; regulations 87.5413List or statement to be maintained at principal place of business or with custodian of records; requirement to assist in criminal investigation; failure to comply; regulations 87.5415Certificate of authorization to transact business 87.542Addresses of managing partners required; failure to file 87.5425Defaulting partnerships: Identification; forfeiture of right to transact business; penalty 87.543Defaulting partnerships: Duties of Secretary of State 87.5435Defaulting partnerships: Conditions and procedure for reinstatement 87.544Defaulting partnerships: Reinstatement or revival under old or new name; regulations 87.5443Renewal or revival of right to transact business: Procedure; fee; certificate as evidence; status of partnership 87.5445Form required for filing of records 87.545Procedure to submit replacement page to Secretary of State before actual filing of record 87.547Correction of inaccurate or defective record filed with Secretary of State; cancellation of filings 87.550Fees 87.560Operation of domestic partnership in another jurisdiction; registration of foreign registered limited-liability partnership 87.565Secretary of State authorized to adopt certain regulations to allow partnership to carry out powers and duties through most recent technology