2005 Nevada Revised Statutes - Chapter 693B — Continuity of Management During Emergency Resulting From Attack
CHAPTER 693B - CONTINUITY OF MANAGEMENTDURING EMERGENCY RESULTING FROM ATTACK
NRS 693B.010 Definitions.
NRS 693B.020 Adoptionof bylaws for emergency: Procedure; provisions; approval.
NRS 693B.030 Changeof location of principal office; notice to Commissioner.
NRS 693B.040 Boardmeetings: Call; notice.
NRS 693B.050 Emergencyboard of directors: Numbers; authorized action.
NRS 693B.060 Emergencyboard of directors: Powers.
NRS 693B.070 Commissionerto be notified of meetings of emergency board of directors.
NRS 693B.080 Actingdirectors: Qualifications; oaths not required.
NRS 693B.090 Actingdirectors: Powers; compensation.
NRS 693B.100 Actingofficers: Powers, duties and compensation.
NRS 693B.110 Designationof acting directors by Commissioner.
NRS 693B.120 Powerof Commissioner to resolve controversy concerning actions of emergency board ofdirectors.
NRS 693B.130 Commissionermay declare certain provisions of law operative and inoperative; powers ofcompanies, officers and directors.
NRS 693B.140 Commissionermay take possession of business and property of organizations.
NRS 693B.150 Commissionerto exercise powers only if court not available to make necessary orders;regulations, directives and orders of Commissioner.
NRS 693B.160 Presumptionof acute emergency; powers of board or emergency board of directors.
NRS 693B.170 Effectof chapter on organizations power and on foreign and alien companies.
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1. Acting Director means an acting Director electedor appointed in accordance with this chapter.
2. Acting officer means an acting officer appointedin accordance with this chapter.
3. Acute emergency means a period in which, byreason of loss of life, epidemic disease, destruction or damage of property,contamination of property by radiological, chemical or bacteriological means,or disruption of the means of transportation and communication, resulting froman attack, it is impossible or impracticable for the business of insurance inthis state to be conducted in strict accord with the provisions of law orcharters applicable thereto.
4. Attack means any attack, actual or imminent, orseries of attacks by an enemy or a foreign nation upon the United States ofAmerica causing, or which may cause, substantial damage or injury to civilianproperty or persons in the United States in any manner by sabotage or by theuse of bombs, shellfire, or atomic, radiological, chemical, bacteriological orbiological means or other weapons or processes.
5. Board means the board of directors, board oftrustees, committee or similar body having control of the affairs of anorganization.
6. Charter means the certificate of organization orincorporation of an organization together with its bylaws, or the agreementestablishing a fund or association together with its constitution and bylaws.
7. Commissioner means the Commissioner of Insuranceor other person designated to exercise the powers of that office during anacute emergency.
8. Director means a director, trustee or member of aboard.
9. Domestic organization means any organization whichis domiciled in this state, including, insofar as the provisions of thischapter may appropriately apply thereto, any welfare or pension fund or UnitedStates branch of an alien insurer.
10. Officer means an officer of a domesticorganization.
11. Organization means any insurer, ratingorganization, service or advisory organization, joint underwriting associationor other organization which is subject, in whole or in part, to the insurancelaws of this state.
12. Quorum means the minimum number of directorsrequired by charter and law, other than this chapter, to be present for validaction to be taken at a meeting of a board with respect to each particular itemof business which may come before such meeting.
(Added to NRS by 1971, 1818)
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1. With the approval of the Commissioner, any domesticorganization may at any time adopt, in the same manner as in the case ofordinary bylaws, emergency bylaws to become operative during a period of acuteemergency. Emergency bylaws may contain provisions with respect to the numberof directors capable of acting which shall constitute its board, the number ofsuch directors which shall constitute a quorum at a meeting of the board, thenumber of votes necessary for action by such board, the manner in whichvacancies on the board shall be filled, the line of succession of its officers,and the interim management of the affairs of the organization.
2. Such provisions, if approved by the Commissioner,need not comply with the requirements of the charter of such domesticorganization.
3. Except as provided in
(Added to NRS by 1971, 1818)
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(Added to NRS by 1971, 1819)
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(Added to NRS by 1971, 1819)
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(Added to NRS by 1971, 1820)
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1. At any meeting to elect such acting directors as itmay deem necessary, without regard to the number of directors which wouldotherwise be required, to serve in any positions on such board which are vacantor in place of any directors or acting directors who are absent from suchmeeting, but not to elect any director on a permanent basis.
2. To elect such acting officers as it may deemnecessary, without regard to the number of officers which would otherwise berequired, to serve in any offices which are vacant or in place of any officersor acting officers who fail to appear and assume their duties, to fix thecompensation and determine the powers and duties of acting officers and toremove acting officers, but not to remove any officer or fill any vacancy on apermanent basis or to cause the organization to enter into any contract ofemployment for a term of over 1 year.
3. To cause the organization to change the location ofits principal office, pursuant to NRS693B.030, or any of its places of business, and to authorize such action asit may deem appropriate to acquire space and facilities at the new locations,but not to acquire for use as its principal office property in fee or for aterm of over 1 year.
4. To postpone any meeting of the stockholders,policyholders, members or directors of such organization if, in the judgment ofthe members of such emergency board of directors, it would be impracticable tohold such meeting at the time it would otherwise have been held or conducted.
5. If it appears to an emergency board of directorsthat a quorum of the board cannot be assembled within a reasonable time, tocall a meeting of the stockholders, policyholders or members of theorganization to be held as soon as the circumstances may reasonably permit, ata place to be designated by the emergency board of directors within this stateor a contiguous state, for the purpose of electing directors to fill vacancieson the board, but for no other purpose, and to propose nominees for suchelection. Any such meeting of stockholders, policyholders or members shall beheld upon notice given in accordance with the charter of the organization andapplicable law other than this chapter.
(Added to NRS by 1971, 1820)
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(Added to NRS by 1971, 1821)
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(Added to NRS by 1971, 1821)
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(Added to NRS by 1971, 1821)
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(Added to NRS by 1971, 1821)
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(Added to NRS by 1971, 1822)
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(Added to NRS by 1971, 1822)
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1. At any time after an attack, upon his determinationthat such action will tend to promote certainty as to the powers oforganizations or individuals pursuant to this chapter, or that such action isdesirable to enable organizations to take preparatory precautions prior to theoccurrence of an acute emergency, the Commissioner may declare that anyprovision of this chapter which he may specify shall be operative with respectto any domestic organization or to the Nevada business of any otherorganization which he may designate. Upon such declaration such organizationand its directors, officers, acting directors and acting officers shall haveall powers conferred by such provisions of this chapter. The failure of theCommissioner so to declare shall not be deemed to limit the powers of anyorganization or its directors, officers, acting directors or acting officerswhere an acute emergency exists in fact.
2. At any time after the commencement of an acuteemergency or after the Commissioner has declared any provision of this chapteroperative pursuant to subsection 1, upon his determination that an organizationis able, in whole or in part, to carry on its business in compliance with itscharter and the laws other than this chapter, the Commissioner may declare thatany provision of this chapter which he may specify shall be inoperative withrespect to any domestic organization or to the Nevada business of any otherorganization which he may designate. Upon such declaration, such organizationshall be governed by its charter and the provisions of law other than thischapter except insofar as other provisions of this chapter remain operative.
(Added to NRS by 1971, 1822)
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(Added to NRS by 1971, 1823)
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1. The powers given the Commissioner by
2. The Commissioner may issue general and specificregulations, directives and orders consistent with and in furtherance of thepurposes of this chapter.
(Added to NRS by 1971, 1823)
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1. In any action or proceeding it shall be presumedthat an acute emergency existing within any city or county within the stateconstitutes an acute emergency affecting every organization doing businesswithin such city or county.
2. During an acute emergency:
(a) The board of a domestic organization which hasadopted emergency bylaws, approved by the Commissioner, shall have the powersconferred by such bylaws and, except as provided in subsection 1 of
(b) The board of a domestic organization which has notadopted emergency bylaws, approved by the Commissioner, shall have all powersof an emergency board of directors pursuant to
(Added to NRS by 1971, 1823)
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(Added to NRS by 1971, 1824)
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