Nevada Code § 463.585

Requirements if corporation or other business organization is or becomes subsidiary; investigations; restrictions on unsuitable persons; statement on certificate, securities; other requirements
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1. If a corporation, partnership, limited
partnership, limited-liability company or other business organization applying
for or holding a license is or becomes a subsidiary, each holding company and
each intermediary company with respect thereto must:
(a) Qualify to do business in the State of
Nevada.
(b) If it is a corporation, register with the
Commission and furnish the Board:
(1) A complete list of all stockholders
when it first registers, and annually thereafter, within 30 days after the
annual meeting of the stockholders of the corporation, showing the number of
shares held by each.
(2) The names of all corporate officers
within 30 days of their appointment.
(3) The names of all members of the Board
of Directors within 30 days of their election.
(c) If it is a firm, partnership, trust or other
form of business organization, it must register with the Commission and furnish
the Board such analogous information as the Commission may prescribe.
2. The Board or the Commission may in its
discretion make such investigations concerning the officers, directors,
underwriters, security holders, partners, principals, trustees or direct or
beneficial owners of any interest in any holding company or intermediary
company as it deems necessary, either at the time of initial registration or at
any time thereafter.
3. If at any time the Commission finds
that any person owning, controlling or holding with power to vote any part of
any class of security of, or any interest in, any holding company or
intermediary company is unsuitable to be connected with a licensed gaming
enterprise, it shall so notify the unsuitable person, the holding company or
intermediary company, or both. The unsuitable person shall immediately offer
the security to the issuing corporation, or the interest to the firm,
partnership, trust or other business organization, for purchase. The
corporation shall purchase the security so offered, or the firm, partnership,
trust or other business organization shall purchase the interest so offered,
for cash at fair market value within 10 days after the date of the offer.
4. Beginning upon the date when the
Commission serves notice of a determination of unsuitability pursuant to
subsection 3, it is unlawful for the unsuitable person:
(a) To receive any dividend or interest upon any
such securities, or any dividend, payment or distribution of any kind from any
holding company or intermediary company;
(b) To exercise, directly or indirectly or
through any proxy, trustee or nominee, any voting right conferred by such
securities or interest; or
(c) To receive any remuneration in any form from
the corporation, partnership, limited partnership, limited-liability company or
other business organization holding a license or from any holding company or
intermediary company with respect thereto, for services rendered or otherwise.
5. Every security issued by a holding
company or intermediary company which directly or indirectly:
(a) Owns;
(b) Has the power or right to control; or
(c) Holds with power to vote,
any part of
the outstanding equity securities of a corporation holding a gaming license or
the interests in a partnership, limited partnership, limited-liability company
or other business organization holding a gaming license shall bear a statement,
on both sides of the certificate evidencing such security, of the restrictions
imposed by this section.
6. A holding company or intermediary
company subject to subsection 1 shall not make any public offering of any of
its securities unless such public offering has been approved by the Commission.
7. The Commission may, at any time and
from time to time, by general regulation or selectively, impose on any holding
company or intermediary company any requirement not inconsistent with law which
it may deem necessary in the public interest. Without limiting the generality
of the preceding sentence, any such requirement may deal with the same subject
matter as, but be more stringent than, the requirements imposed by NRS 463.482 to 463.645 , inclusive.

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