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Nevada Revised Statutes Title 7. Business Associations; Securities; Commodities § 78.3783. “Acquisition” defined

Current as of January 01, 2025 | Updated by Findlaw Staff

1. Except as otherwise provided in subsections 2 and 3, “acquisition” means the direct or indirect acquisition of a controlling interest.

2. “Acquisition” does not include any acquisition of shares in good faith, and without an intent to avoid the requirements of NRS 78.378 to 78.3793, inclusive:

(a) By an acquiring person authorized pursuant to NRS 78.378 to 78.3793, inclusive, to exercise voting rights, to the extent that the new acquisition does not result in the acquiring person obtaining a controlling interest greater than that previously authorized; or

(b) Pursuant to:

(1) The laws of descent and distribution;

(2) The enforcement of a judgment;

(3) The satisfaction of a pledge or other security interest; or

(4) A merger, exchange, conversion, domestication or reorganization effected in compliance with the provisions of NRS 78.622, 92A.200 to 92A.240, inclusive, or 92A.270 to which the issuing corporation is a party.

3. “Acquisition” does not include any acquisition of shares listed on a national securities exchange pursuant to a tender offer under section 14(d) of the Securities Exchange Act, 15 U.S.C. § 78n(d), which shares collectively, absent the provisions of NRS 78.378 to 78.3793, inclusive, would be entitled to exercise a majority of the voting power.

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Cite this article: FindLaw.com - Nevada Revised Statutes Title 7. Business Associations; Securities; Commodities § 78.3783. “Acquisition” defined - last updated January 01, 2025 | https://codes.findlaw.com/nv/title-7-business-associations-securities-commodities/nv-rev-st-78-3783/

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