Nevada Corporation
A
Nevada Corporation is a
corporation chartered under the
laws of the
U.S. state of
Nevada with the Nevada Secretary of State's office.
Nevada, like the state of
Delaware (See
Delaware corporation), is well known as a
corporate haven. Many major corporations are chartered in Nevada, particularly corporations whose headquarters is located in California and other Western US states. While public companies can benefit from Nevada's flexible statute, Nevada is particularly attractive to privately-held corporations, and its statute's default provisions are particularly favorable to management.
As in the case of Delaware, critics of incorporation of corporations in Nevada
corporate law believe that its laws and
courts are excessively friendly to corporations and their management.
Nevada's laws offer flexibility to a
Board of Directors in managing the affairs of a corporation, and permit management to put in place strong protection from
hostile takeovers. Nevada (unlike other states) permits the corporation's articles of incorporation to vest authority to adopt, amend or repeal bylaws exclusively in the directors, so that shareholders would not be able to change the corporation's bylaws.
Because of the large number of corporations chartered in Nevada, the courts in that state are more focused on the application of corporate law than the courts of most other states. Nevada's courts are developing a strong body of case law that serves to give corporations and their counsel guidance on matters of corporate governance, although Delaware and some other states have a larger body of such case law.
Nevada's tax structure is also a large benefit to incorporation in Nevada. Nevada has no
franchise tax. It also has no
corporate income tax or
personal income tax. [
1]
Disputes over the internal affairs of Nevada corporations are usually filed in the Nevada District Courts, from which judgments can be appealed to the state Supreme Court.
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Nevada Secretary of State*
Nevada Government Main Website
