Nevada Code § 78.012

Legislative findings and declaration regarding laws of this State governing incorporation and internal affairs of domestic corporations and directors, officers and stockholders of domestic corporations
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The Legislature hereby finds and declares
that:
1. It is important to the economy of this
State, and to domestic corporations, their directors and officers, and their
stockholders, employees, creditors and other constituencies, for the laws
governing domestic corporations to be clear and comprehensible.
2. The laws of this State govern the
incorporation and internal affairs of a domestic corporation and the rights,
privileges, powers, duties and liabilities, if any, of its directors, officers
and stockholders.
3. The plain meaning of the laws enacted
by the Legislature in this title, including, without limitation, the fiduciary
duties and liability of the directors and officers of a domestic corporation
set forth in NRS 78.138 and 78.139 , must not be supplanted or modified
by laws or judicial decisions from any other jurisdiction.
4. The directors and officers of a
domestic corporation, in exercising their duties under NRS 78.138 and 78.139 , may be informed by the laws and
judicial decisions of other jurisdictions and the practices observed by
business entities in any such jurisdiction, but the failure or refusal of a
director or officer to consider, or to conform the exercise of his or her
powers to, the laws, judicial decisions or practices of another jurisdiction
does not constitute or indicate a breach of a fiduciary duty.

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