2020 Colorado Revised Statutes
Title 7 - Corporations And Associations
Article 90. Colorado Corporations and Associations Act

• Section 7-90-101. Short title.
• Section 7-90-102. Definitions.
• Section 7-90-102.5. Relationship between constituent documents and organic statutes.
• Section 7-90-103. Reservation of power to amend or repeal.
• Section 7-90-104. Nonapplication of uniform commercial code to owner's interest.

Editor's note: This article was added in 1997, and this part 2 was subsequently repealed and reenacted in 2000, resulting in the addition, relocation, and elimination of sections as well as subject matter. For amendments to this part 2 prior to 2000, consult the Colorado statutory research explanatory note beginning on page vii in the front of this volume. Former C.R.S. section numbers are shown in editor's notes following those sections that were relocated.

• Section 7-90-201. Conversion of an entity.
• Section 7-90-201.3. Plan of conversion.
• Section 7-90-201.4. Approval of plan of conversion.
• Section 7-90-201.7. Statement of conversion - when conversion effective.
• Section 7-90-202. Effect of conversion - entity unchanged.
• Section 7-90-203. Merger of entities.
• Section 7-90-203.1. Exchange of owner's interest.
• Section 7-90-203.3. Plan of merger - plan of exchange.
• Section 7-90-203.4. Approval of plan of merger or exchange.
• Section 7-90-203.7. Statement of merger - when merger effective.
• Section 7-90-203.8. Statement of owner's interest exchange.
• Section 7-90-204. Effect of merger.
• Section 7-90-204.3. Effect of an exchange.
• Section 7-90-204.5. Foreign entity resulting from conversion or surviving merger.
• Section 7-90-205. Scope of article - article not exclusive - repeal. (Repealed)
• Section 7-90-205.5. Abandonment or amendment of plan of merger, plan of conversion, or plan of exchange.
• Section 7-90-206. Appraisal rights, prohibitions, restrictions, and requirements.

Law reviews: For article, "Business Entity Legislation 2002: Filing Procedures and LLC Changes", see 31 Colo. Law. 55 (Nov. 2002); for article, "Entity and Trade Name Filing Requirements and Customs in Colorado--Part I", see 41 Colo. Law. 57 (Nov. 2012); for article, "Entity and Trade Name Filing Requirements and Customs in Colorado--Part II", see 41 Colo. Law. 25 (Dec. 2012).

• Section 7-90-301. Filing requirements.
• Section 7-90-301.5. Act of causing document to be delivered for filing.
• Section 7-90-302. Forms and cover sheets - secretary of state to furnish upon request.
• Section 7-90-303. Filing, service, and copying fees - subpoenas.
• Section 7-90-304. Effective time and date of filed document.
• Section 7-90-304.5. Restated constituent filed document.
• Section 7-90-305. Correcting filed document.
• Section 7-90-305.5. Statement of change.
• Section 7-90-306. Filing duty of secretary of state - manner of filing.
• Section 7-90-307. Appeal from secretary of state's refusal to file document.
• Section 7-90-308. Evidentiary effect of copy of filed document.
• Section 7-90-309. Certificates issued by secretary of state.
• Section 7-90-310. Proof of delivery for filing.
• Section 7-90-311. Powers. (Repealed)
• Section 7-90-312. Restated constituent filed documents. (Repealed)
• Section 7-90-313. Remedy for failure or refusal to file - presumptions.

• Section 7-90-401. Powers.
• Section 7-90-402. Interrogatories by secretary of state.
• Section 7-90-403. Notices by the secretary of state.
• Section 7-90-404. Distribution of information - student loan repayment and loan forgiveness programs.

• Section 7-90-501. Periodic reports.
• Section 7-90-502. Statement of person named in filed document. (Repealed)

Law reviews: For article, "Entity and Trade Name Filing Requirements and Customs in Colorado -- Part I", see 41 Colo. Law. 57 (Nov. 2012); for article, "Entity and Trade Name Filing Requirements and Customs in Colorado -- Part II", see 41 Colo. Law. 25 (Dec. 2012).

• Section 7-90-601. Entity name.
• Section 7-90-601.5. Domestic entity name and trade name of dissolved domestic entity.
• Section 7-90-601.6. Entity name of delinquent entity.
• Section 7-90-601.7. Foreign entity name and trade name of withdrawn foreign entity.
• Section 7-90-602. Reserved entity name.
• Section 7-90-603. Assumed entity name of foreign entity.
• Section 7-90-604. Registered true name of a foreign entity.

• Section 7-90-701. Registered agent.
• Section 7-90-702. Change or resignation of registered agent.
• Section 7-90-703. Correction of registered agent.
• Section 7-90-704. Service on entities.
• Section 7-90-705. Change of principal office address.
• Section 7-90-706. Application to dissolved or delinquent entities. (Repealed)
• Section 7-90-707. Commercial registered agent. [Editor's note: This section is effective ninety days following certification by the secretary of state. (See the editor's note following this section.)]
• Section 7-90-708. Termination of commercial registered agent listing. [Editor's note: This section is effective ninety days following certification by the secretary of state. (See the editor's note following this section.)]
• Section 7-90-709. Change of commercial registered agent name or address. [Editor's note: This section is effective ninety days following certification by the secretary of state. (See the editor's note following this section.)]
• Section 7-90-710. Listing of entities represented by commercial registered agents. [Editor's note: This section is effective ninety days following certification by the secretary of state. (See the editor's note following this section.)]

• Section 7-90-801. Authority to transact business or conduct activities required.
• Section 7-90-802. Consequences of transacting business or conducting activities without authority.
• Section 7-90-803. Statement of foreign entity authority to transact business or conduct activities.
• Section 7-90-804. Change of statement of foreign entity authority to transact business or conduct activities.
• Section 7-90-805. Effect of statement of foreign entity authority.
• Section 7-90-806. Withdrawal of foreign entity.
• Section 7-90-807. Service on withdrawn foreign entity.
• Section 7-90-808. Grounds for revocation. (Repealed)
• Section 7-90-809. Procedure for and effect of revocation. (Repealed)
• Section 7-90-810. Appeal from revocation. (Repealed)
• Section 7-90-811. Application to existing foreign entities.
• Section 7-90-812. Foreign general partnerships.
• Section 7-90-813. Title 12 limitations.

• Section 7-90-901. Grounds for delinquency.
• Section 7-90-902. Declaration of delinquency.
• Section 7-90-903. Effect of delinquency.
• Section 7-90-904. Cure of delinquency.
• Section 7-90-905. Appeal from declaration of delinquency.
• Section 7-90-906. Limited liability partnerships and limited liability limited partnerships.
• Section 7-90-907. Dissolution upon expiration of term - repeal. (Repealed)
• Section 7-90-908. Dissolution of delinquent entity.
• Section 7-90-909. Notice of dissolution upon expiration of term. (Repealed)
• Section 7-90-910. Effect of dissolution under section 7-90-908.
• Section 7-90-911. Disposition of known claims by notification.
• Section 7-90-912. Disposition of claims by publication.
• Section 7-90-913. Enforcement of claims against a dissolved domestic entity.
• Section 7-90-914. Court proceedings.
• Section 7-90-915. Manager duties.

• Section 7-90-1001. Reinstatement after dissolution.
• Section 7-90-1002. Vote or consent required - effect of opposition.
• Section 7-90-1003. Articles of reinstatement.
• Section 7-90-1004. Entity name upon reinstatement.
• Section 7-90-1005. Effect of reinstatement.