To: Bill Ulrich who wrote (18655 ) 2/8/1999 3:34:00 PM From: tonto Read Replies (1) | Respond to of 26163
F.Y.I. FEDERAL AND OTHER CASES. Noncompliance with filing requirements ipso facto deprives corporation of rights; exception for winding up affairs. Ch. 180, Stats. 1925 (cf. NRS 78.150-78.175), is self-executing law, and noncompliance with its provisions ipso facto deprives corporation of its charter and its right to do business within state, or bring any suit, except as provided by NCL § 1664 (cf. NRS 78.585), which allows suits in winding up corporate affairs. Fidelity Metals Corp. v. Risley, 77 Cal. App.2d 377, 175 P.2d 592 (Dist. Ct. App. 1946) NRS 78.175 Defaulting corporations: Duties of secretary of state; revocation of charter and forfeiture of right to transact business; distribution of assets. 1. The secretary of state shall notify, by letter addressed to its resident agent, each corporation deemed in default pursuant to NRS 78.170. The notice must be accompanied by a statement indicating the amount of the filing fee, penalties and costs remaining unpaid. 2. On the first day of the ninth month following the month in which the filing was required, the charter of the corporation is revoked and its right to transact business is forfeited. 3. The secretary of state shall compile a complete list containing the names of all corporations whose right to do business has been forfeited. The secretary of state shall forthwith notify, by letter addressed to its resident agent, each such corporation of the forfeiture of its charter. The notice must be accompanied by a statement indicating the amount of the filing fee, penalties and costs remaining unpaid. 4. If the charter of a corporation is revoked and the right to transact business is forfeited as provided in subsection 2, all of the property and assets of the defaulting domestic corporation must be held in trust by the directors of the corporation as for insolvent corporations, and the same proceedings may be had with respect thereto as are applicable to insolvent corporations. Any person interested may institute proceedings at any time after a forfeiture has been declared, but if the secretary of state reinstates the charter the proceedings must at once be dismissed and all property restored to the officers of the corporation. 5. Where the assets are distributed they must be applied in the following manner: (a) To the payment of the filing fee, penalties and costs due to the state; (b) To the payment of the creditors of the corporation; and (c) Any balance remaining to distribution among the stockholders. At this point I am assuming from available information that a $15 plus $50 check is due plus a very small amount of paper work. With RMIL it was cleared up in 1 day. I am very surprised it has not been cleared up to date.