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Colorado Common Interest Ownership Act

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§7-128-401 General standards of conduct for directors and officers

Title 7 – Corporations and Associations Article 121 – General Provisions General definitions As used in articles 121 to 137 of this title 7, unless the context otherwise requires: (1) (Deleted by amendment, L. 2003, p. 2332, § 280, effective July 1, 2004.) (2) “Articles of incorporation” includes amended articles of incorporation, restated articles of […]

§7-128-402 Limitation of certain liabilities of directors and officers

Title 7 – Corporations and Associations Article 121 – General Provisions Notice 7-121-402. Notice (1) Notice given pursuant to articles 121 to 137 of this title shall be in writing unless otherwise provided in the bylaws. (2) Notice may be given in person; by telephone, telegraph, teletype, electronically transmitted, or other form of wire or […]

§7-128-403 Liability of directors for unlawful distributions

Title 7 – Corporations and Associations Article 128 – Directors and Officers Liability of directors for unlawful distributions 7-128-403. Liability of directors for unlawful distributions (1) A director who votes for or assents to a distribution made in violation of section 7-133-101 or the articles of incorporation is personally liable to the nonprofit corporation for […]

§7-128-501 Conflicting interest transaction

Title 7 – Corporations and Associations Article 121 – General Provisions Private foundations (1) Except where otherwise determined by a court of competent jurisdiction, a nonprofit corporation that is a private foundation as defined in section 509 (a) of the internal revenue code: (a) Shall distribute such amounts for each taxable year at such time […]

§7-129-101 Indemnification definitions

Title 7 – Corporations and Associations Article 121 – General Provisions Short title Articles 121 to 137 of this title shall be known and may be cited as the “Colorado Revised Nonprofit Corporation Act”.

§7-129-102 Authority to indemnify directors

Title 7 – Corporations and Associations Article 121 – General Provisions Reservation of power to amend or repeal The general assembly has the power to amend or repeal all or part of articles 121 to 137 of this title at any time and all domestic and foreign nonprofit corporations subject to said articles shall be […]

§7-129-103 Mandatory indemnification of directors

Title 7 – Corporations and Associations Article 122 – Incorporation Incorporation 7-122-103. Incorporation (1) A nonprofit 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 […]

§7-129-104 Advance of expenses to directors

Title 7 – Corporations and Associations Article 122 – Incorporation Unauthorized assumption of corporate powers All persons purporting to act as or on behalf of a nonprofit 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 […]

§7-129-105 Court-ordered indemnification of directors

Title 7 – Corporations and Associations Article 122 – Incorporation Organization of nonprofit corporation 7-122-105. Organization of nonprofit corporation (1) After incorporation: (a) If initial directors are not named in the articles of incorporation, the incorporators shall hold a meeting, at the call of a majority of the incorporators, to adopt initial bylaws, if desired, […]

§7-129-106 Determination and authorization of indemnification of directors

Title 7 – Corporations and Associations Article 122 – Incorporation Bylaws 7-122-106. Bylaws (1) The board of directors or, if no directors have been named or elected, the incorporators may adopt initial bylaws. If neither the incorporators nor the board of directors have adopted initial bylaws, the members may do so. (2) The bylaws of […]

§7-129-107 Indemnification of officers, employees, fiduciaries, and agents

Title 7 – Corporations and Associations Article 122 – Incorporation Emergency bylaws 7-122-107. Emergency bylaws (1) Unless otherwise provided in the articles of incorporation, the board of directors may adopt bylaws to be effective only in an emergency as defined in subsection (4) of this section. The emergency bylaws, which are subject to amendment or […]

§7-129-108 Insurance

Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Meetings by telecommunication Unless otherwise provided in the bylaws, any or all of the members may participate in an annual, regular, or special meeting of the members by, or the meeting may be conducted through the use of, any means of communication […]