Title 11, Financial Institutions
0 chapters · 699 sections in this title.
Colo. Rev. Stat. § 11-51-1008 Multiple duties to report
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Compliance with this part 10 does not discharge the duty of a mandatory reporter under section 18-6.5-108 to report mistreatment to a local law enforcement agency. Source: L. 2017: Entire part added, (HB 17-1253), ch. 289, p. 1607, � 2, effective July 1.
Colo. Rev. Stat. § 11-51-101 Short title and purpose
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(1) This article shall be known and may be cited as the Colorado Securities Act. (2) The purposes of this article are to protect investors and maintain public confidence in securities markets while avoiding unreasonable burdens on participants in capital markets. This article is …
Colo. Rev. Stat. § 11-51-102 Scope of article
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(1) Except as provided in subsection (7) of this section, sections 11-51-301, 11-51-401 (1) and (2), 11-51-501, and 11-51-503 apply to persons who sell or offer to sell when an offer to sell is made in this state or when an offer to purchase is made and accepted in this state. (2…
Colo. Rev. Stat. § 11-51-201 Definitions
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As used in this article, unless the context otherwise requires: (1) Bank means a banking institution organized under the laws of the United States, a member bank of the federal reserve system, any other banking institution or trust company, whether incorporated or not, doing busi…
Colo. Rev. Stat. § 11-51-201.5 Investment adviser registration depository - definition
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As used in this article, unless the context otherwise requires: (1) Investment adviser registration depository means the electronic computer registration system known as the investment adviser registration depository, which is operated and maintained by the financial industry reg…
Colo. Rev. Stat. § 11-51-202 References to federal statutes
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(1) Each reference in this article to a federal act or statute means, unless the context otherwise requires, that act or statute as in effect on January 1, 1990, together with all rules and regulations under such act or statute as in effect on that date, except as subsequent amen…
Colo. Rev. Stat. § 11-51-301 Requirement for registration of securities
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It is unlawful for any person to offer to sell or sell any security in this state unless it is registered under this article 51; the security or transaction is exempted under section 11-51-307, 11-51-308, 11-51-308.5, or 11-51-309; or the security is a federal covered security fo…
Colo. Rev. Stat. § 11-51-302 General registration provisions
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(1) A registration statement may be filed by the issuer, any other person on whose behalf the offering is to be made, or a broker-dealer licensed or exempt under this article. (2) Every registration statement filed under section 11-51-303 or 11-51-304 shall be accompanied by a re…
Colo. Rev. Stat. § 11-51-303 Registration by coordination
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(1) Securities for which a registration statement has been filed under the federal Securities Act of 1933 or any securities for which filings have been made pursuant to the security and exchange commission's regulation A, promulgated pursuant to section 3(b) of the federal Securi…
Colo. Rev. Stat. § 11-51-304 Registration by qualification
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(1) A security may be registered by qualification. (2) A registration statement under this section shall contain full and fair disclosure of all material facts respecting the investment offered, including the following information, shall state the title of the security and the nu…
Colo. Rev. Stat. § 11-51-304.5 Notice filing - investment companies
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(1) With respect to a security that is a federal covered security as defined in section 18 (b)(2) of the federal Securities Act of 1933, as amended, 15 U.S.C. sec. 77r (b)(2), that is not otherwise exempt under section 11-51-307, 11-51-308, 11-51-308.5, or 11-51-309, before the i…
Colo. Rev. Stat. § 11-51-305 Filing of sales literature
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(1) The securities commissioner may, by rule or order, require the filing of any prospectus, pamphlet, circular, form letter, advertisement, or other sales literature addressed or intended for distribution to prospective investors, unless: (a) The security or the transaction is e…
Colo. Rev. Stat. § 11-51-306 Denial, suspension, or revocation of registration
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(1) The securities commissioner may issue a stop order denying effectiveness to, or suspending or revoking the effectiveness of, any registration statement, if the securities commissioner finds violations of the escrow provisions in section 11-51-302 (5) or (6), or, in the case o…
Colo. Rev. Stat. § 11-51-307 Exempt securities
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(1) The following securities are exempted from sections 11-51-301 and 11-51-305: (a) Any security (including a revenue obligation) issued or guaranteed by the United States, any state, any political subdivision of a state, or any agency or corporate or other instrumentality of on…
Colo. Rev. Stat. § 11-51-308 Exempt transactions
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(1) The following transactions are exempted from sections 11-51-301 and 11-51-305: (a) Any isolated nonissuer transaction, whether or not effected through a broker-dealer; (b) Any nonissuer distribution of an outstanding security: (I) If a recognized securities manual contains th…
Colo. Rev. Stat. § 11-51-308.5 Crowdfunding - intrastate offering of securities - online intermediaries - rules - fees - short title - legislative declaration
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(1) Short title. This act shall be known and may be cited as the “Colorado Crowdfunding Act”. (2) Legislative declaration. The general assembly hereby:(a) Finds that: (I) Start-up companies play a critical role in expanding economic opportunities, creating new jobs, and generatin…
Colo. Rev. Stat. § 11-51-308.7 Colorado digital token act - legislative declaration - exemptions - definitions - rules. (Repealed)
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C.R.S. 11-51-308.7Statutes current through Chapter 65 of the 2026 Regular Session, effective as of April 20, 2026. The text of this section is not final. It will not be final until compared to, and updated from, the text provided by the Colorado Office of Legislative Legal Servic…
Colo. Rev. Stat. § 11-51-309 Discretionary exemptions
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The securities commissioner may, by rule or order and subject to such terms and conditions as prescribed therein, from time to time add any securities to the securities exempted in section 11-51-307 or add any transactions to the transactions exempted in section 11-51-308, if the…
Colo. Rev. Stat. § 11-51-310 Denial or revocation of exemptions
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(1) (a) The securities commissioner may, by order, deny or revoke the exemption specified in section 11-51-307 (1)(g) with respect to a specific security or transaction if the securities commissioner finds that such order is necessary in the public interest and for the protection…
Colo. Rev. Stat. § 11-51-311 Coordination of exemptions
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In furtherance of the policy stated in section 11-51-101 (3), the exemptions under sections 11-51-307 to 11-51-309 shall be coordinated with exemptions for securities and transactions under the federal Securities Act of 1933 so that an offering registered under the federal Securi…
Colo. Rev. Stat. § 11-51-401 Licensing and notice filing requirements
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(1) A person shall not transact business in this state as a broker-dealer or sales representative unless licensed or exempt from licensing under section 11-51-402. (1.5) A person with a place of business in this state shall not transact business in this state as an investment adv…
Colo. Rev. Stat. § 11-51-402 Exempt broker-dealers, sales representatives - sanctions - exempt investment advisers and investment adviser representatives
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(1) The following broker-dealers are exempt from the license requirement of section 11-51-401 (1): (a) A broker-dealer who is registered as a broker-dealer under the federal ”Securities Exchange Act of 1934” and has no place of business in this state if the business transacted in…
Colo. Rev. Stat. § 11-51-403 Application for license - notice filing requirements
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(1) An applicant for a license as a broker-dealer, sales representative, investment adviser, or investment adviser representative shall file with the securities commissioner or with the securities commissioner's designee an application for a license and the consent to service of …
Colo. Rev. Stat. § 11-51-404 License and notice fees
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(1) (a) An applicant for a license as a broker-dealer, sales representative, investment adviser, or investment adviser representative shall pay an initial license fee, and a licensed person shall pay an annual license fee, determined and collected by the division of securities pu…
Colo. Rev. Stat. § 11-51-405 Examinations and alternate qualifications
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(1) In the case of a license as a broker-dealer, if the applicant is not registered as a broker-dealer under the federal Securities Exchange Act of 1934, the securities commissioner may by rule require the successful completion of a standardized written examination by any individ…
Colo. Rev. Stat. § 11-51-406 General provisions
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(1) (a) Unless a proceeding under section 11-51-410 is instituted, the license of a broker-dealer, sales representative, or investment adviser representative becomes effective upon the last to occur of the following: (I) The passage of thirty days after the filing of the applicat…
Colo. Rev. Stat. § 11-51-407 Operating requirements
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(1) (a) The securities commissioner may by rule require licensed broker-dealers who are not registered under the federal Securities Exchange Act of 1934: (I) To satisfy specified minimum financial responsibility requirements; (II) To file with the securities commissioner specifie…
Colo. Rev. Stat. § 11-51-408 Licensing of successor firms
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(1) (a) A licensed broker-dealer or investment adviser may file an application for a license on behalf of a successor, whether or not the successor is in existence. If a broker-dealer or investment adviser succeeds to and continues the business of a licensed broker-dealer or inve…
Colo. Rev. Stat. § 11-51-409 Access to records
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(1) The securities commissioner, in a manner reasonable under the circumstances, may examine, without notice, the records, within or without this state, of a licensed broker-dealer or investment adviser that are required to be made and maintained pursuant to this article in order…
Colo. Rev. Stat. § 11-51-409.5 Mandatory disclosure - investment advisers and investment adviser representatives
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(1) Each investment adviser and investment adviser representative of a licensed investment adviser shall furnish a written disclosure statement to each prospective client and to each client who is to receive investment advisory services. Such statement shall, at a minimum, contai…
Colo. Rev. Stat. § 11-51-410 Denial, suspension, or revocation
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(1) The securities commissioner may by order deny an application for a license, suspend or revoke a license, censure a licensed person, limit or impose conditions on the securities activities that a licensed person may conduct in this state, and bar a person from association with…
Colo. Rev. Stat. § 11-51-411 Abandonment of license
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If a licensed person has died or ceased to exist as a legal entity, has been adjudicated incompetent, or cannot be located by the securities commissioner after a reasonable search, the securities commissioner may by order summarily revoke the license on the grounds that the licen…
Colo. Rev. Stat. § 11-51-412 Withdrawal
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(1) An application for a license may be withdrawn without prejudice by the applicant upon written notice to the securities commissioner before the license becomes effective unless a proceeding under section 11-51-410 to deny the license is pending. (2) Withdrawal from licensing a…
Colo. Rev. Stat. § 11-51-501 Fraud and other prohibited conduct
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(1) It is unlawful for any person, in connection with the offer, sale, or purchase of any security, directly or indirectly: (a) To employ any device, scheme, or artifice to defraud; (b) To make any untrue statement of a material fact or to omit to state a material fact necessary …
Colo. Rev. Stat. § 11-51-502 Misleading filings
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It is unlawful for any person to make or cause to be made, in any document filed with the securities commissioner or in any proceeding under this article, any statement which the person knows or has reasonable grounds to know is, at the time and in the light of the circumstances …
Colo. Rev. Stat. § 11-51-503 Unlawful representation concerning a license, registration, or exemption
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(1) Neither the fact that an application for a license or a registration statement has been filed nor the fact that a person is licensed or a security is registered constitutes a finding by the securities commissioner that any document filed under this article is true, complete, …
Colo. Rev. Stat. § 11-51-601 Investigations - subpoenas
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(1) The securities commissioner may make such public or private investigations within or outside of this state as the securities commissioner deems necessary to determine whether any person has violated or is about to violate any provision of this article or any rule or order und…
Colo. Rev. Stat. § 11-51-602 Enforcement by injunction
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(1) Whenever it appears to the securities commissioner upon sufficient evidence satisfactory to the securities commissioner that any person has engaged in or is about to engage in any act or practice constituting a violation of any provision of this article or of any rule or orde…
Colo. Rev. Stat. § 11-51-603 Criminal penalties
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(1) Any person who willfully violates the provisions of section 11-51-501 commits a class 3 felony and shall be punished as provided in section 18-1.3-401, C.R.S. (2) Any person who willfully violates any of the provisions of this article, except section 11-51-501, commits a clas…
Colo. Rev. Stat. § 11-51-603.5 Concurrent enforcement by attorney general - legislative declaration
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(1) To facilitate the attorney general’s enforcement of criminal violations under this article as contemplated by section 11-51-603 (3), the general assembly finds that the investigation of criminal violations under this article is the primary responsibility of the attorney gener…
Colo. Rev. Stat. § 11-51-604 Civil liabilities
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(1) Any person who sells a security in violation of section 11-51-301 is liable to the person buying the security from such seller for the consideration paid for the security, together with interest at the statutory rate from the date of payment, costs, and reasonable attorney fe…
Colo. Rev. Stat. § 11-51-605 Burden of proof
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In any proceeding under this article, the burden of proving an exemption or an exception from a definition is upon the person claiming it. Source: L. 90: Entire article R&RE, p. 733, � 1, effective July 1. Editor's note: This section is similar to former � 11-51-113 (5) as it exi…
Colo. Rev. Stat. § 11-51-606 Conduct of proceedings - cease-and-desist orders - consent orders - summary orders - issued by securities commissioner - rules
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(1) Any administrative proceeding under this article shall be conducted pursuant to the provisions of sections 24-4-104 and 24-4-105, C.R.S.; except that section 24-4-104 (3), C.R.S., shall not apply to any proceeding conducted pursuant to this article. Except as specified in par…
Colo. Rev. Stat. § 11-51-607 Judicial review of orders
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(1) Any person aggrieved by a final order of the securities commissioner may obtain a review of the order in the court of appeals pursuant to the provisions of section 24-4-106 (11), C.R.S. (2) The commencement of proceedings under subsection (1) of this section does not, unless …
Colo. Rev. Stat. § 11-51-701 Division of securities - creation - powers and duties
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There is created the division of securities in the department of regulatory agencies, the head of which is the commissioner of securities, who shall be appointed by the executive director of the department of regulatory agencies, pursuant to section 13 of article XII of the state…
Colo. Rev. Stat. § 11-51-702 Division subject to termination. (Repealed)
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Source: L. 90: Entire article R&RE, p. 734, � 1, effective July 1. L. 91: Entire section repealed, p. 678, � 7, effective April 20. Editor's note: Prior to its repeal, this section was similar to former � 11-51-104 as it existed prior to 1990.
Colo. Rev. Stat. § 11-51-702.5 Securities board - creation - duties - repeal
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(1) There is hereby created the securities board within the department of regulatory agencies which shall consist of five persons appointed by the governor, subject to the consent and approval of the senate, as follows: (a) Two persons who are licensed by the state supreme court …
Colo. Rev. Stat. § 11-51-703 Administration of article
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(1) The securities commissioner is hereby empowered to administer and enforce all provisions of this article and to provide the division of securities with such books, records, files, and printing and other supplies and employ such officers and clerical and other assistance as ma…
Colo. Rev. Stat. § 11-51-704 Rules, forms, and orders
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(1) The securities commissioner may, from time to time, make, amend, and rescind such rules, forms, and orders as are necessary to carry out the provisions of this article, including rules and forms governing registration statements, applications, and reports, and defining any te…
Colo. Rev. Stat. § 11-51-705 Interpretive opinions
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The securities commissioner may honor requests from interested persons for confirmation of the applicability of particular exemptions from securities registration under sections 11-51-307 to 11-51-309 or for other interpretive opinions regarding any provision of this article. Any…