Nevada § 87.537 - Renewal or revival of registration: Procedure; fee; certificate as evidence; status of partnership

§ 87.537. Renewal or revival of registration: Procedure; fee; certificate as evidence; status of partnership

1. Except as otherwise provided in NRS 87.515 , a registered limited-liability partnership which did exist or is existing under

the laws of this State may, upon complying with the provisions of NRS 87.530 , procure a renewal or revival of its certificate of registration for any period,

together with all the rights, franchises, privileges and immunities, and subject to

all its existing and preexisting debts, duties and liabilities secured or imposed

by its original certificate of registration and amendments thereto, or existing certificate

of registration, by filing: (a) A certificate with the Secretary of State, which must set forth: (1) The name of the registered limited-liability partnership, which must be the name

of the registered limited-liability partnership at the time of the renewal or revival,

or its name at the time its original certificate of registration expired. (2) The information required pursuant to NRS 77.310 . (3) The date on which the renewal or revival of the certificate of registration is

to commence or be effective, which may be, in cases of a revival, before the date

of the certificate. (4) Whether or not the renewal or revival is to be perpetual and, if not perpetual,

the time for which the renewal or revival is to continue. (5) That the registered limited-liability partnership desiring to renew or revive

its certificate of registration is, or has been, organized and carrying on the business

authorized by its existing or original certificate of registration and amendments

thereto, and desires to renew or continue through revival its existence pursuant to

and subject to the provisions of this chapter. (b) A list of its managing partners, or the equivalent thereof, and their addresses,

either residence or business. (c) A declaration under penalty of perjury, on a form provided by the Secretary of

State, that the renewal or revival is authorized by a court of competent jurisdiction

in this State or by the managing partners of the registered limited-liability partnership. 2. A registered limited-liability partnership whose certificate of registration has

not expired and is being renewed shall cause the certificate to be signed by a managing

partner of the registered limited-liability partnership. The certificate of renewal must be approved by a majority of the managing partners. 3. A registered limited-liability partnership seeking to revive its original or amended

certificate of registration shall cause the certificate to be signed by a person or

persons designated or appointed by the managing partners of the registered limited-liability

partnership. The signing and filing of the certificate of revival must be approved by the written

consent of the managing partners of the registered limited-liability partnership holding

at least a majority of the voting power and must contain a recital that this consent

was secured. The registered limited-liability partnership shall pay to the Secretary of State

the fee required to qualify a limited-liability partnership pursuant to the provisions

of NRS 87.440 to 87.540 , inclusive. 4. The filed certificate, or a copy thereof which has been certified under the hand

and seal of the Secretary of State, must be received in all courts and places as prima

facie evidence of the facts therein stated and of the qualification to do business

in this State of the registered limited-liability partnership named therein. 5. Except as otherwise provided in NRS 87.455 , a renewal or revival pursuant to this section relates back to the date on which

the registered limited-liability partnership's certificate of registration expired

or was revoked and renews or revives the registered limited-liability partnership's

certificate of registration and right to transact business as if such right had at

all times remained in full force. 6. A registered limited-liability partnership that has revived or renewed its certificate

of registration pursuant to the provisions of this section: (a) Is a registered limited-liability partnership and continues to be a registered

limited-liability partnership for the time stated in the certificate of revival or

renewal; (b) Possesses the rights, privileges and immunities conferred by the original certificate

of registration and by this chapter; and (c) Is subject to the restrictions and liabilities set forth in this chapter.