Assembly Bill No. 154–Committee on Commerce and Labor

 

(On Behalf of County Fiscal Officers Association)

 

February 15, 2001

____________

 

Referred to Committee on Commerce and Labor

 

SUMMARY—Revises provisions governing persons who conduct business under assumed or fictitious name. (BDR 52‑443)

 

FISCAL NOTE:            Effect on Local Government: No.

                                    Effect on the State: No.

 

~

 

EXPLANATION – Matter in bolded italics is new; matter between brackets [omitted material] is material to be omitted.

 

AN ACT relating to business practices; requiring the certificate that a person who conducts business in this state under an assumed or fictitious name is required to file with the county clerk to be notarized; providing for the renewal of such a certificate; and providing other matters properly relating thereto.

 

THE PEOPLE OF THE STATE OF NEVADA, REPRESENTED IN

SENATE AND ASSEMBLY, DO ENACT AS FOLLOWS:

 

1-1    Section 1. Chapter 602 of NRS is hereby amended by adding thereto a

1-2  new section to read as follows:  

1-3    1.  On or before the expiration of a certificate filed pursuant to NRS

1-4  602.010 or a renewal certificate filed pursuant to this section, a person

1-5  doing business in this state under an assumed or fictitious name that

1-6  does not indicate the real name of each person who owns an interest in

1-7  the business must file a renewal certificate containing the information

1-8  required by NRS 602.020 with the county clerk of each county in which

1-9  the business is being conducted.

1-10    2.  A renewal certificate filed pursuant to this section expires 5 years

1-11  after it is first filed with a county clerk.

1-12    Sec. 2.  NRS 602.010 is hereby amended to read as follows:

1-13    602.010  1.  Every person doing business in this state under an

1-14  assumed or fictitious name which does not [show] indicate the real name

1-15  of each person who owns an interest in the business[,] must file with the

1-16  county clerk of each county in which the business is being conducted[,] a

1-17  certificate containing the information required by NRS 602.020.

1-18    2.  A person intending to conduct a business under an assumed or

1-19  fictitious name may, before initiating the conduct of the business, file a

2-1  certificate with the county clerk of each county in which the business is

2-2  intended to be conducted.

2-3    3.  A certificate filed pursuant to this section expires 5 years after it is

2-4  first filed with a county clerk.

2-5    Sec. 3.  NRS 602.020 is hereby amended to read as follows:

2-6    602.020  1.  [The] A certificate filed pursuant to NRS 602.010 or a

2-7  renewal certificate filed pursuant to section 1 of this act must state the

2-8  assumed or fictitious name under which the business is being conducted or

2-9  is intended to be conducted, and if conducted by:

2-10    (a) A natural person[, his] :

2-11      (1) His full name [and] ;

2-12      (2) The street address[, either] of his residence or business; and

2-13      (3) If the mailing address is different from the street address, the

2-14  mailing address of his residence or business;

2-15    (b) An artificial person required to make annual filings with the

2-16  secretary of state to retain its good standing, its name as it appears in the

2-17  records of the secretary of state;

2-18    (c) A general partnership[, the] :

2-19      (1) The full name [and] of each partner who is a natural person;

2-20      (2) The street address[, either] of the residence or business of each

2-21  partner who is a natural person;

2-22      (3) If the mailing address is different from the street address, the

2-23  mailing address of the residence or business[,] of each partner who is a

2-24  natural person[, and if] ; and

2-25      (4) If one or more of the partners is an artificial person described in

2-26  subsection (b), the information required by subsection (b) for each such

2-27  partner; or

2-28    (d) A trust[, the] :

2-29      (1) The full name [and] of each trustee of the trust;

2-30      (2) The street address[, either] of the residence or business of each

2-31  trustee of the trust; and

2-32      (3) If the mailing address is different from the street address, the

2-33  mailing address of the residence or business[,] of each trustee of the trust.

2-34    2.  The certificate must be : [signed:]

2-35    (a) Signed:

2-36      (1) In the case of a natural person, by him;

2-37    [(b)] (2) In the case of an artificial person required to make annual

2-38  filings with the secretary of state to retain its good standing, by a person

2-39  required to sign the annual filing;

2-40    [(c)] (3) In the case of a general partnership, by each of the partners

2-41  who is a natural person, and if one or more of the partners is an artificial

2-42  person described in subsection (b), by an officer of the corporation or an

2-43  authorized representative of the artificial person; or

2-44    [(d)] (4) In the case of a trust, by each of the trustees[.] ; and

2-45    (b) Notarized.

2-46    Sec. 4.  NRS 602.055 is hereby amended to read as follows:

2-47    602.055  1.  Any person who has filed a certificate may, upon the

2-48  termination of the business or his ownership in it, file with the county clerk

2-49  where the certificate is on file a certificate of termination stating that the

3-1  person who filed the certificate has terminated the business being

3-2  conducted under the assumed or fictitious name or his ownership in it and

3-3  the date of the termination.

3-4    2.  The certificate of termination must be notarized and signed in the

3-5  same manner as required by NRS 602.020, except that it is sufficient if

3-6  signed in the case of a general partnership by only one partner or in the

3-7  case of a trust by only one trustee.

3-8    3.  Upon the filing of a certificate of termination, the county clerk shall

3-9  note the termination in the book or other suitable index required by NRS

3-10  602.050.

3-11    Sec. 5.  NRS 602.080 is hereby amended to read as follows:

3-12    602.080  [1.  Partnerships which were engaged in business before

3-13  March 20, 1923, and which had complied with the provisions of chapter

3-14  40, Statutes of Nevada 1887, are not required to comply with the

3-15  provisions of this chapter except as to subsequent changes in membership

3-16  of the partnerships.

3-17    2.] Limited partnerships formed and foreign limited partnerships

3-18  registered pursuant to chapter 88 of NRS are not required to comply with

3-19  the provisions of this chapter.

3-20    Sec. 6.  NRS 369.190 is hereby amended to read as follows:

3-21    369.190  1.  An application for any of the licenses described in NRS

3-22  369.180 must be made to the board of county commissioners of the county

3-23  in which the applicant maintains his principal place of business.

3-24    2.  Each application must:

3-25    (a) Be made on such form as the department prescribes.

3-26    (b) Include the name and address of the applicant. If the applicant is:

3-27      (1) A partnership, the application must include the names and

3-28  addresses of all partners.

3-29      (2) A corporation, association or other organization, the application

3-30  must include the names and addresses of the president, vice president,

3-31  secretary and managing officer or officers.

3-32      (3) A person carrying on or transacting business in this state under an

3-33  assumed or fictitious name, the person making the application [shall attach

3-34  thereto:]

3-35  must attach to the application:

3-36        (I) A certified copy of the certificate required by NRS 602.010[.]

3-37  or the renewal certificate required by section 1 of this act.

3-38        (II) A certificate signed by an officer of the corporation or by each

3-39  person interested in, or conducting or carrying on such business, or

3-40  intending so to do, and acknowledged before a person authorized to take

3-41  acknowledgments of conveyances of real property, indicating the name of

3-42  the authorized representative whose signature may be required on the

3-43  license under the provisions of this chapter.

3-44    (c) Specify the location, by street and number, of the premises for which

3-45  the license is sought.

3-46    (d) Be accompanied by the annual license fee required for the particular

3-47  license for which application is made.

4-1    3.  The board of county commissioners shall examine all applications

4-2  filed with it, and [in addition thereto] shall require satisfactory evidence

4-3  that the applicant is a person of good moral character.

4-4    Sec. 7.  NRS 370.100 is hereby amended to read as follows:

4-5    370.100  An application for a cigarette dealer’s license [shall:] must:

4-6    1.  Be made to the department on forms prescribed by the department.

4-7    2.  Include the name and address of the applicant. If the applicant is a

4-8  partnership, the application [shall] must include the names and addresses

4-9  of all partners. If the applicant is a corporation, association or other

4-10  organization, the application [shall] must include the names and addresses

4-11  of the president, vice president, secretary and managing officer or officers.

4-12    3.  Specify the location, by street and number, of the premises for

4-13  which the license is sought.

4-14    4.  Be accompanied by the required license fee.

4-15    5.  Be accompanied by a certified copy of the certificate required by

4-16  NRS 602.010[.] or the renewal certificate required by section 1 of this

4-17  act.

4-18    Sec. 8.  NRS 683A.240 is hereby amended to read as follows:

4-19    683A.240  1.  [Every] An unincorporated licensee or unincorporated

4-20  applicant for a license under this chapter who desires to use a name other

4-21  than its true name as [shown] indicated on its license [shall] must file with

4-22  the commissioner a certified copy of the entry of the county clerk and of

4-23  the certificate or renewal certificate filed under chapter 602 of NRS.

4-24  [Every] An incorporated licensee and incorporated applicant must file with

4-25  the commissioner in writing the corporation’s true name and [also all] the

4-26  fictitious names under which it conducts or intends to conduct business.

4-27  After licensing, [every such] each licensee shall file promptly with the

4-28  commissioner written notice of any change in or discontinuance of the use

4-29  of any such name.

4-30    2.  The commissioner may in writing disapprove the use of any true

4-31  name, other than the bona fide natural name of an individual applicant or

4-32  licensee, or any fictitious name used or proposed to be used by any

4-33  applicant or licensee, on any of the following grounds:

4-34    (a) The name interferes with or is deceptively similar to a name already

4-35  filed and in use by another licensee.

4-36    (b) Use of the name may mislead the public in any respect.

4-37    (c) The name states or implies that the licensee or applicant is an

4-38  insurer, motor club, hospital service plan or is entitled to engage in

4-39  insurance activities not [permitted] authorized under licenses which it

4-40  holds or has applied for.

4-41    (d) The name states or implies that the licensee is an underwriter. [This

4-42  paragraph does not prevent an] The provisions of this paragraph do not

4-43  prohibit:

4-44      (1) An individual life agent licensee or [an] individual life insurance

4-45  broker licensee from describing himself as an underwriter[,] or from using

4-46  the designation “chartered life underwriter” if he is entitled [thereto, or

4-47  prevent a] to use that designation;

5-1       (2) A natural person who is a property and casualty licensee from

5-2  using the designation “chartered property and casualty underwriter” if he is

5-3  entitled [thereto, or prevent an] to use that designation; or

5-4       (3) An insurance agent or broker trade association from using a name

5-5  containing “underwriter.”

5-6    (e) The licensee has already filed and not discontinued use of more than

5-7  two names, including the true name.

5-8    3.  A licensee shall not use a name after written notice from the

5-9  commissioner that its use is contrary to this section. If the commissioner

5-10  determines that [such] the use of the name is justified by mitigating

5-11  circumstances, he may in writing [permit] authorize the use of the name to

5-12  continue for a specified reasonable period upon conditions imposed by him

5-13  for the protection of the public consistent with the purposes of this section.

5-14    4.  Paragraphs (a), (c) and (d) of subsection 2 do not apply to the true

5-15  name of any organization which on July 1, 1965, held under [such] that

5-16  name any type of license similar to those provided for under this chapter,

5-17  or to any fictitious name in use on July 1, 1965, by any natural person or

5-18  organization holding any type of license similar to those provided for under

5-19  this chapter, if the fictitious name was filed with the commissioner on or

5-20  before July 1, 1965.

5-21    Sec. 9.  NRS 686A.370 is hereby amended to read as follows:

5-22    686A.370  1.  [Every] An unincorporated licensee or unincorporated

5-23  applicant for a license who desires the issuance of a license under a

5-24  fictitious name [shall] must file with the commissioner a certified copy of

5-25  the entry in the county clerk’s register and of the certificate or renewal

5-26  certificate filed pursuant to chapter 602 of NRS. [Every] An incorporated

5-27  licensee and incorporated applicant [shall] must file with the commissioner

5-28  in writing the corporation’s true name and [also all] the fictitious names

5-29  under which it conducts or intends to conduct business in this state. After

5-30  licensing, [every] each licensee shall file promptly with the commissioner

5-31  written notice of any change in or discontinuance of any fictitious name.

5-32    2.  The commissioner may in writing disapprove the use of any true

5-33  name, other than the bona fide natural name of a natural person, or any

5-34  fictitious name used or proposed to be used by any applicant or licensee, on

5-35  any of the following grounds:

5-36    (a) The name interferes with or is deceptively similar to a name already

5-37  filed and in use by another licensee;

5-38    (b) Use of the name may mislead the public in any respect; or

5-39    (c) The name states or implies that the licensee or applicant is an insurer

5-40  or is entitled to engage in insurance activities not [permitted] authorized

5-41  under the licenses which he holds or for which he has applied.

5-42    Sec. 10. 1.  Notwithstanding the provisions of section 1 of this act, a

5-43  person who:

5-44    (a) On October 1, 2001, is doing business in this state under an assumed

5-45  or fictitious name that does not indicate the real name of each person who

5-46  owns an interest in the business; and

5-47    (b) Filed the certificate required by NRS 602.010 on or before

5-48  October 1, 1996,

6-1  must file a renewal certificate containing the information required pursuant

6-2  to NRS 602.020 with the country clerk of each county in which the

6-3  business is being conducted not later than November 1, 2001.

6-4    2.  A person who:

6-5    (a) Is doing business in this state under an assumed or fictitious name

6-6  that does not indicate the real name of each person who owns a interest in

6-7  the business; and

6-8    (b) Filed the certificate required by NRS 602.010 after October 1, 1996,

6-9  but before October 1, 2001,

6-10  must file a renewal certificate containing the information required by NRS

6-11  602.020 and with the county clerk of each county in which the business is

6-12  being conducted not later than 5 years after the certificate is first filed with

6-13  a county clerk.

6-14    Sec. 11.  NRS 602.015 is hereby repealed.

 

6-15  TEXT OF REPEALED SECTION

 

6-16    602.015  Filing by corporations doing business in state on July 1,

6-17   1969. Any corporation conducting, carrying on or transacting business in

6-18   this state under an assumed or fictitious name or designation on July 1,

6-19   1969, shall within 30 days after July 1, 1969, file the certificate required

6-20   by NRS 602.010.

 

6-21  H