Nevada Code § 82.486

Involuntary dissolution: Authority and grounds for application
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1. The persons described in subsections 2
and 3 may apply to the district court in the district where the corporation has
its principal office or, if the principal office is not located in this State,
to the district court in the county in which the corporations registered
office is located:
(a) For an order dissolving the corporation and
appointing a receiver to wind up its affairs, and by injunction restrain the
corporation from exercising any of its powers or doing business whatsoever,
except by or through a receiver appointed by the court; or
(b) For such other equitable relief that is just
and proper in the circumstances.
2. A member or members, if any, holding at
least one-third of the voting power for the election of directors or a majority
of the directors in office, may apply for the relief described in subsection 1
whenever it is established that:
(a) The corporation has willfully violated its
charter;
(b) Its trustees or directors have been guilty of
fraud or collusion or gross mismanagement in the conduct or control of its
affairs;
(c) Its trustees or directors have been guilty of
misfeasance, malfeasance or nonfeasance;
(d) The corporation is unable to conduct its
activities or conserve its assets by reason of the act, neglect or refusal to
function of any of the directors or trustees;
(e) The assets of the corporation are in danger
of waste, misapplication, sacrifice or loss;
(f) The corporation has abandoned its business;
(g) The corporation has not proceeded diligently
to wind up its affairs or to distribute its assets in a reasonable time;
(h) The corporation has become insolvent;
(i) The corporation, although not insolvent, is
for any cause not able to pay its debts or other obligations as they mature;
(j) The corporation is not about to resume its
business with safety to the public;
(k) The period of corporate existence has expired
and has not been lawfully extended;
(l) The corporation has solicited property and
has failed to use it for the purpose solicited;
(m) The corporation has fraudulently used or
solicited property; or
(n) The corporation has exceeded its powers.
3. The Attorney General may apply for the
relief described in subsection 1 whenever the corporation is a corporation for
public benefit and whenever it is established that:
(a) The corporation has willfully violated its
charter;
(b) Its trustees or directors have been guilty of
fraud or collusion or gross mismanagement in the conduct or control of its
affairs;
(c) The corporation has abandoned its business;
(d) The corporation has become insolvent;
(e) The corporation, although not insolvent, is
for any cause not able to pay its debts or other obligations as they mature;
(f) The corporation has solicited property and
has failed to use it for the purpose solicited;
(g) The corporation has fraudulently used or
solicited property; or
(h) The period of corporate existence has expired
and has not been lawfully extended.
4. Any person or superior organization under
which the corporation was formed, if expressly authorized to act by the
articles, may apply for the relief described in subsection 1 pursuant to the
grounds, if any, set forth in the articles.

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