There is a newer version of this Section
2022
2021
2020 (you are here)
2019
2018
Other previous versions
View our newest version here

2020 Colorado Revised Statutes
Title 7 - Corporations And Associations
Article 102. Incorporation
Section 7-102-108. Forum selection - definition.

Universal Citation: CO Rev Stat § 7-102-108 (2020)
Previous

(1) The articles of incorporation or the bylaws may require that any or all internal corporate claims must be brought exclusively in any specified court of this state and, if so specified, in any additional courts in this state or in any other jurisdiction with which the corporation has a reasonable relationship.

(2) A provision of the articles of incorporation or bylaws specified in subsection (1) of this section does not confer jurisdiction on any court or over any person or claim and does not apply if none of the courts specified by the provision has the requisite personal and subjectmatter jurisdiction. If a court specified in a provision specified in subsection (1) of this section does not have the requisite personal and subject-matter jurisdiction and another court of this state does have that jurisdiction, the internal corporate claim may be brought:

  1. In the other court of this state, notwithstanding that the other court is not specified inthe provision; and

  2. In any other court specified in the provision that has the requisite jurisdiction.

  1. No provision of the articles of incorporation or the bylaws may prohibit bringing aninternal corporate claim in the courts of this state or require the claims to be determined by arbitration.

  2. "Internal corporate claim" means:

  1. Any claim that is based upon a violation of a duty under the laws of this state by acurrent or former director, officer, or shareholder in that capacity;

  2. A derivative action or proceeding brought on behalf of the corporation;

  3. An action asserting a claim arising pursuant to any provision of articles 101 to 117 ofthis title 7, the articles of incorporation, or bylaws; or

  4. An action asserting a claim governed by the internal affairs doctrine that is not included in subsections (4)(a) to (4)(c) of this section.

Source: L. 2019: Entire section added, (SB 19-086), ch. 166, p. 1926, § 29, effective July 1, 2020.

Previous
Disclaimer: These codes may not be the most recent version. Colorado may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply.