Nevada corporate records guide
Nevada is known for permissive corporate law, strong director protection, and a 15% inspection threshold. The combined cost of an Annual List + State Business License is among the highest US state baselines. Common for closely-held businesses and asset-protection structures.
| Registry | Nevada Secretary of State (SilverFlume) |
|---|---|
| Records location | Registered office in Nevada |
| Director residency | None required |
| Inspection threshold | 15%, highest in major US states |
| Annual cost | ~$650/year (Annual List + State Business License) |
Topic guides for Nevada
Four jurisdiction-specific guides covering the records you must keep and the filings you must make under NRS Ch. 78:
Minute book
Records at registered office under NRS 78.105, articles, bylaws, stock ledger.
View Nevada corporate recordsShare certificate
Stock certificates under NRS 78.235; uncertificated permitted; two-officer signing required.
View Nevada stock certificateAnnual return
Annual List ($150 minimum) + State Business License ($500), due within 30 days of anniversary.
View Nevada Annual ListShare register
Stock ledger at registered office under NRS 78.105; inspection under NRS 78.257 requires 15% threshold.
View Nevada stock ledgerDirectors’ resolutions
Action without meeting under NRS § 78.315; conflict rules under § 78.140.
View resolutions guideAnnual meeting
Annual meeting under NRS § 78.310; written consent under § 78.320.
View annual meeting guideWhy Nevada
Nevada corporate law is built around a few distinctive features:
- 15% inspection threshold (NRS 78.257): the most restrictive in the US. Stockholders need 15%+ of shares OR written authorization from 15%+ to inspect books and records. This protects closely-held corporations from minority stockholder inquiries.
- Strong director protection: NRS includes broad exculpation and indemnification provisions for directors. Directors are insulated from many forms of liability that Delaware imposes.
- No state income tax: Nevada has no corporate or personal income tax, attractive for closely-held businesses with profitable operations.
- Privacy posture: Combined with the 15% threshold and limited disclosure, Nevada has historically been a privacy-oriented jurisdiction for closely-held entities.
The trade-offs
Nevada's benefits come with costs:
- Annual cost of ~$650: Annual List ($150 minimum) + State Business License ($500). Higher than most US states.
- Registered office required: the stock ledger and statutory records must be kept at the Nevada registered office. Most Nevada corporations use commercial registered-agent services for this.
- Less developed case law: Nevada corporate law has not been as heavily litigated as Delaware's, which means more uncertainty for novel questions.
- BOI obligations apply: The federal Corporate Transparency Act now imposes beneficial ownership reporting on Nevada corporations, partly reducing the privacy advantage.
Octelligence's Nevada structure handles the NRS 78.105 registered office requirement, the Annual List + State Business License renewal cycle, and the 15% inspection threshold for stockholder access. Records kept at the registered agent's Nevada address by default.
See Digital Corporate RecordsJurisdiction-aware templates, statutory citations built in, and a record that survives diligence anywhere.