Title 7, Corporations and Associations

0 chapters · 1,168 sections in this title.

1,168 sectionsFiltered byTitle 7

Colo. Rev. Stat. § 7-90-808 Grounds for revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2309, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-809 Procedure for and effect of revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2310, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-810 Appeal from revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2310, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-811 Application to existing foreign entities
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A foreign entity authorized to transact business or conduct activities in this state in accordance with law as in effect on June 30, 2004, is subject to this part 8 and the filed document pursuant to which it has such authority shall be deemed to be a filed statement of foreign e…
Colo. Rev. Stat. § 7-90-812 Foreign general partnerships
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This part 8 shall not apply to a foreign general partnership that is not a foreign limited liability partnership. Source: L. 2003: Entire part added, p. 2311, � 217, effective July 1, 2004.
Colo. Rev. Stat. § 7-90-813 Title 12 limitations
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Nothing in this part 8 shall be construed to permit a foreign entity to engage in a profession or occupation as described in title 12, C.R.S., for which there is a specific statutory provision applicable to the practice of such profession or occupation by a corporation or profess…
Colo. Rev. Stat. § 7-90-901 Grounds for delinquency
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(1) A domestic entity that is a reporting entity may be declared delinquent under section 7-90-902 if: (a) The domestic entity does not pay any fee or penalty imposed by this title when it is due; (b) The domestic entity does not comply with part 5 of this article, providing for …
Colo. Rev. Stat. § 7-90-902 Declaration of delinquency
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(1) (a) If the secretary of state determines that one or more grounds exist under section 7-90-901 for declaring an entity delinquent and the entity does not correct each ground for declaring it delinquent or demonstrate to the reasonable satisfaction of the secretary of state th…
Colo. Rev. Stat. § 7-90-903 Effect of delinquency
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(1) A delinquent entity may not maintain a proceeding in any court in this state for the collection of its debts until it has cured its delinquency pursuant to section 7-90-904 (1), (2), or (3). (2) A court may stay a proceeding commenced by an entity until it determines whether …
Colo. Rev. Stat. § 7-90-904 Cure of delinquency
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(1) (a) An entity that has been delinquent for fewer than five years may cure its delinquency by delivering to the secretary of state, for filing pursuant to part 3 of this article 90, a statement curing delinquency that is signed by an individual under penalty of perjury and tha…
Colo. Rev. Stat. § 7-90-905 Appeal from declaration of delinquency
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(1) An entity may appeal a declaration under section 7-90-902 (1) that it is delinquent to the district court for the county in this state in which the street address of the entity's principal office is located, or, if the entity has no principal office in this state, to the dist…
Colo. Rev. Stat. § 7-90-906 Limited liability partnerships and limited liability limited partnerships
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Each limited liability partnership and limited liability limited partnership to which section 7-60-152 or section 7-64-1008 was applicable on September 30, 2005, shall be deemed delinquent pursuant to section 7-90-902 (1), effective October 1, 2005.
Colo. Rev. Stat. § 7-90-907 Dissolution upon expiration of term - repeal. (Repealed)
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Source: L. 2005: Entire part added, p. 1214, � 20, effective October 1. L. 2010: (1) repealed, (HB 10-1403), ch. 404, p. 1999, � 23, effective August 11. L. 2019: (2)(b) added by revision, (SB 19-086), ch. 166, pp. 1922, 1966, �� 22, 72.
Colo. Rev. Stat. § 7-90-908 Dissolution of delinquent entity
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(1) If a delinquent domestic entity has failed to cure its delinquency for three years or more, any manager of the domestic entity may cause it to dissolve by delivering to the secretary of state, for filing pursuant to part 3 of this article, a statement of dissolution of delinq…
Colo. Rev. Stat. § 7-90-909 Notice of dissolution upon expiration of term. (Repealed)
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Source: L. 2005: Entire part added, p. 1215, � 20, effective October 1. L. 2010: Entire section repealed, (HB 10-1403), ch. 404, p. 2000, � 24, effective August 11.
Colo. Rev. Stat. § 7-90-910 Effect of dissolution under section 7-90-908
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A domestic entity that is dissolved pursuant to section 7-90-908 continues its existence but may not carry on any business except as is appropriate to wind up and liquidate its business and affairs, and to give notice to claimants, in accordance with the organic statutes. Source:…
Colo. Rev. Stat. § 7-90-911 Disposition of known claims by notification - definitions
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(1) A dissolved domestic entity may dispose of claims against it by following the procedures described in this section. (2) A dissolved domestic entity may deliver notice under this subsection (2) to any person at any time on or after the effective date of the dissolution. The no…
Colo. Rev. Stat. § 7-90-912 Disposition of claims by publication
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(1) A dissolved domestic entity may publish notice of its dissolution and request that persons with claims against the dissolved domestic entity present them in accordance with the notice. (2) The notice contemplated in subsection (1) of this section shall: (a) Be published one t…
Colo. Rev. Stat. § 7-90-913 Enforcement of claims against a dissolved domestic entity
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(1) A claim may be enforced under section 7-90-911 or 7-90-912: (a) Against the dissolved domestic entity to the extent of its undistributed assets; and (b) If assets have been distributed in liquidation, against an owner of the dissolved domestic entity; except that an owner's t…
Colo. Rev. Stat. § 7-90-914 Court proceedings
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(1) (a) A dissolved domestic entity that has published a notice under section 7-90-912 may file an application with the court for the county in this state in which the street address of the domestic entity's principal office or the street address of its registered agent is locate…
Colo. Rev. Stat. § 7-90-915 Manager duties
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(1) A manager shall cause the dissolved domestic entity to discharge or make reasonable provision for the payment of claims and make distributions of assets to owners after payment or provision for claims. (2) A manager of a dissolved domestic entity that has disposed of claims u…
Colo. Rev. Stat. § 7-101-101 Short title
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Articles 101 to 117 of this title shall be known and may be cited as the Colorado Business Corporation Act. Source: L. 93: Entire article added, p. 732, � 1, effective July 1, 1994.
Colo. Rev. Stat. § 7-101-102 Reservation of power to amend or repeal
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The general assembly has the power to amend or repeal all or part of articles 101 to 117 of this title at any time, and all domestic and foreign corporations subject to said articles shall be governed by the amendment or repeal. Source: L. 93: Entire article added, p. 732, � 1, e…
Colo. Rev. Stat. § 7-101-201 Filing requirements
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(1) Part 3 of article 90 of this title, providing for the filing of documents, applies to any document filed or to be filed by the secretary of state pursuant to articles 101 to 117 of this title. (2) to (11) (Deleted by amendment, L. 2002, p. 1845, � 103, effective July 1, 2002;…
Colo. Rev. Stat. § 7-101-202 Forms - secretary of state to furnish upon request - repeal. (Repealed)
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C.R.S. 7-101-202Statutes 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 Services…
Colo. Rev. Stat. § 7-101-203 Filing, service, and copying fees - subpoenas. (Repealed)
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Source: L. 93: Entire article added, p. 734, � 1, effective July 1, 1994. L. 98: (2) amended, p. 1324, � 21, effective June 1. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-204 Effective time and date of document. (Repealed)
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Source: L. 93: Entire article added, p. 735, � 1, effective July 1, 1994. L. 96: IP(3) amended, p. 1310, � 2, effective June 1. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-205 Correcting filed document. (Repealed)
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Source: L. 93: Entire article added, p. 736, � 1, effective July 1, 1994. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-206 Filing duty of secretary of state - manner of filing. (Repealed)
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Source: L. 93: Entire article added, p. 736, � 1, effective July 1, 1994. L. 96: (2) amended, p. 1311, � 3, effective June 1. L. 2000: (2) amended, p. 977, � 49, effective July 1. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728…
Colo. Rev. Stat. § 7-101-207 Appeal from secretary of state’s refusal to file document. (Repealed)
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C.R.S. 7-101-207Statutes 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 Services…
Colo. Rev. Stat. § 7-101-208 Evidentiary effect of copy of filed document. (Repealed)
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Source: L. 93: Entire article added, p. 737, � 1, effective July 1, 1994. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-209 Certificates issued by secretary of state. (Repealed)
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Source: L. 93: Entire article added, p. 737, � 1, effective July 1, 1994. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-210 Proof of delivery for filing. (Repealed)
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Source: L. 94: Entire section added, p. 91, � 17, effective July 1. L. 96: (2) amended, p. 1311, � 5, effective June 1. L. 2002: Entire section repealed, p. 1861, � 163, effective July 1; entire section repealed, p. 1728, � 163, effective October 1.
Colo. Rev. Stat. § 7-101-401 General definitions
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As used in articles 101 to 117 of this title 7, unless the context otherwise requires: (1) Repealed. (2) Affiliate means any person that directly or indirectly through one or more intermediaries controls, or is controlled by, or is under common control with, the person specified.…
Colo. Rev. Stat. § 7-101-402 Notice. (Repealed)
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Source: L. 93: Entire article added, p. 741, � 1, effective July 1, 1994. L. 96: (7) repealed, p. 1312, � 7, effective June 1. L. 2003: (4) amended, p. 2314, � 219, effective July 1, 2004. L. 2019: (2) amended and (9) added, (SB 19-086), ch. 166, p. 1924, � 26, effective July 1, …
Colo. Rev. Stat. § 7-101-501 Short title
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This part 5 shall be known and may be cited as the Public Benefit Corporation Act of Colorado. Source: L. 2013: Entire part added, (HB 13-1138), ch. 230, p. 1099, � 1, effective April 1, 2014.
Colo. Rev. Stat. § 7-101-502 Law applicable to public benefit corporations - how formed
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This part 5 applies to all public benefit corporations. If a corporation elects to become a public benefit corporation under this part 5 in the manner prescribed in this part 5, it is subject in all respects to the Colorado Business Corporation Act, articles 101 to 117 of this ti…
Colo. Rev. Stat. § 7-101-503 Public benefit corporation - definitions - contents of articles of incorporation
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(1) A public benefit corporation is a for-profit corporation organized under and subject to the requirements of the “Colorado Business Corporation Act”, articles 101 to 117 of this title 7, or a domestic cooperative organized under article 55, 56, or 58 of this title 7 that is su…
Colo. Rev. Stat. § 7-101-504 Nonprofit corporations
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A nonprofit corporation cannot be a constituent entity in connection with any merger with or conversion into a public benefit corporation. Source: L. 2013: Entire part added, (HB 13-1138), ch. 230, p. 1100, � 1, effective April 1, 2014. L. 2017: (2), (4)(b), and (4)(c) amended an…
Colo. Rev. Stat. § 7-101-505 Share certificates - notices regarding uncertificated shares
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A share certificate issued by a public benefit corporation must note conspicuously that the corporation is a public benefit corporation formed pursuant to this part 5. A statement sent by a public benefit corporation pursuant to section 7-106-207 must state conspicuously that the…
Colo. Rev. Stat. § 7-101-506 Duties of directors
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(1) The board of directors shall manage or direct the business and affairs of a public benefit corporation in a manner that balances the pecuniary interests of the shareholders, the best interests of those materially affected by the corporation's conduct, and the specific public …
Colo. Rev. Stat. § 7-101-507 Benefit report - definition
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(1) A public benefit corporation shall prepare an annual report that includes: (a) A narrative description of: (I) The ways in which the public benefit corporation promoted the public benefit identified in the articles of incorporation and the best interests of those materially a…
Colo. Rev. Stat. § 7-101-508 Actions to enforce requirements of section 7-101-506 (1)
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(1) Any action to enforce the requirements of section 7-101-506 (1), including any individual, derivative, or other type of action, may not be brought unless the parties bringing the action own, individually or collectively, as of the date of instituting the action, either: (a) A…
Colo. Rev. Stat. § 7-101-509 No effect on other corporations
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(1) The existence of a provision of this part 5 does not of itself create an implication that a contrary or different rule of law is or would be applicable to a corporation or other entity that is not a public benefit corporation. (2) Except as provided in section 7-101-504, this…
Colo. Rev. Stat. § 7-102-101 Incorporators
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One or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the secretary of state, for filing pursuant to part 3 of article 90 of this title. An incorporator who is an individual shall be of the age of eighteen yea…
Colo. Rev. Stat. § 7-102-102 Articles of incorporation
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(1) The articles of incorporation shall state: (a) The domestic entity name for the corporation, which domestic entity name shall comply with part 6 of article 90 of this title; (b) The information regarding shares required by section 7-106-101; (c) The registered agent name and …
Colo. Rev. Stat. § 7-102-103 Incorporation
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(1) A corporation is incorporated when the articles of incorporation are filed by the secretary of state or, if a delayed effective date is stated pursuant to section 7-90-304 in the articles of incorporation as filed by the secretary of state and if a statement of change revokin…
Colo. Rev. Stat. § 7-102-104 Unauthorized assumption of corporate powers
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All persons purporting to act as or on behalf of a corporation without authority to do so and without good faith belief that they have such authority shall be jointly and severally liable for all liabilities incurred or arising as a result thereof. Source: L. 93: Entire article a…
Colo. Rev. Stat. § 7-102-105 Organization of corporation
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(1) After incorporation: (a) If initial directors are not elected in the articles of incorporation, the incorporators may hold a meeting, at the call of a majority of the incorporators, to adopt initial bylaws, if desired, and to elect a board of directors; and (b) The initial di…
Colo. Rev. Stat. § 7-102-106 Bylaws
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(1) The board of directors or, if no directors have been elected, the incorporators may adopt initial bylaws. If neither the incorporators nor the board of directors have adopted initial bylaws, the shareholders may do so. (2) The bylaws of a corporation may contain any provision…