Colorado Revised Nonprofit Corporation Act

Posted May 14, 1998


7-121-101. Short title. Articles 121 to 137 of this title shall be known and may be cited as the "Colorado Revised Nonprofit Corporation Act".
7-121-102. Reservation of power to amend or repeal.
7-121-201. Filing requirements - number of copies
7-121-202. Forms - secretary of state to furnish upon request..
7-121-203. Filing, service, and copying fees - subpoenas.
7-121-204. Effective time and date of document.
7-121-205. Correcting filed document.
7-121-206. Filing duty of secretary of state - manner of filing.
7-121-207. Appeal from secretary of state's refusal to file document.
7-121-208. Evidentiary effect of copy of filed document
7-121-209. Certificates issued by secretary of state.
7-121-210. Proof of delivery for filing.
7-121-301. Powers.
7-121-401. General definitions
7-121-402. Notice.
7-121-501. Private foundations. 7-121-1**
7-121-601. Judicial relief.

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7-122-101. Incorporators.
7-122-102. Articles of incorporation.
7-122-103. Incorporation
7-122-104. Unauthorized assumption of corporate powers.
7-122-105. Organization of nonprofit corporation.
7-122-106. Bylaws.
7-122-107. Emergency bylaws.
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7-123-101. Purposes and applicability.
7-123-102. General powers.
7-123-103. Emergency powers.
7-123-104. Ultra vires [the validity of corporate action may not be challenged on the ground that the nonprofit corporation lacks or lacked power to act.]
7-123-105. Actions against nonprofit corporations.
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7-124-101. Corporate name.
7-124-102. Reserved name.
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7-125-101. Registered office and registered agent.
7-125-102. Change of registered office or registered agent.
7-125-103. Resignation of registered agent
7-125-104. Service on nonprofit corporation.
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7-126-101. No requirement of members
7-126-102. Admission.
7-126-103. Liability to third parties.
7-126-104. Consideration.
7-126-201. Differences in rights and obligations of members.
7-126-202. Transfers
7-126-301. Resignation
7-126-302. Termination, expulsion, or suspension.
7-126-303. Purchase of memberships.
7-126-401. Derivative suits.
7-126-501. Delegates
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7-127-101. Annual and regular meetings.
7-127-102. Special meeting.
7-127-103. Court-ordered meeting.
7-127-104. Notice of meeting.
7-127-105. Waiver of notice.
7-127-106. Record date
7-127-107. Action without meeting
7-127-108. Meetings by telecommunication.
7-127-109. Action by written ballot.
7-127-201. Members' list for meeting and action by written ballot.
7-127-202. Voting entitlement generally.
7-127-203. Proxies.
7-127-204. Nonprofit corporation's acceptance of votes.
7-127-205. Quorum and voting requirements for voting groups.
7-127-206. Action by single and multiple voting groups.
7-127-207. Greater quorum or voting requirements.
7-127-208. Voting for directors - cumulative voting.
7-127-209. Other methods of electing directors.
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7-128-101. Requirement for board of directors
7-128-102. Qualifications of directors.
7-128-103. Number of directors
7-128-104. Election, appointment, and designation of directors.
7-128-105. Terms of directors generally.
7-128-106. Staggered terms for directors.
7-128-107. Resignation of directors.
7-128-108. Removal of directors.
7-128-109. Removal of directors by judicial proceeding.
7-128-110. Vacancy on board.
7-128-111. Compensation of directors.
7-128-201. Meetings.
7-128-202. Action without meeting.
7-128-203. Notice of meeting
7-128-204. Waiver of notice.
7-128-205. Quorum and voting.
7-128-206. Committees of the board.
7-128-301. Officers.
7-128-302. Duties of officers.
7-128-303. Resignation and removal of officers.
7-128-304. Contract rights with respect to officers.
7-128-401. General standards of conduct for directors and officers.
7-128-402. Limitation of certain liabilities of directors and officers.
7-128-403. Liability of directors for unlawful distributions.
7-128-501. Conflicting interest transaction.
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7-129-101. Indemnification definitions
7-129-102. Authority to indemnify directors.
7-129-103. Mandatory indemnification of directors
7-129-104. Advance of expenses to directors.
7-129-105. Court-ordered indemnification of directors.
7-129-106. Determination and authorization of indemnification
7-129-107. Indemnification of officers, employees, fiduciaries, and agents.
7-129-108. Insurance.
7-129-109. Limitation of indemnification of directors
7-129-110. Notice to voting members of indemnification of director
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7-130-101. Authority to amend articles of incorporation
7-130-102. Amendment of articles of incorporation by board of directors or incorporators
7-130-103. Amendment of articles of incorporation by board of directors and members
7-130-104. Voting on amendments of articles of incorporation
7-130-105. Articles of amendment to articles of incorporation.
7-130-106. Restated articles of incorporation.
7-130-107. Amendment of articles of incorporation pursuant to reorganization
7-130-108. Effect of amendment of articles of incorporation.
7-130-201. Amendment of bylaws by board of directors or members.
7-130-202. Bylaw changing quorum or voting requirement for members.
7-130-203. Bylaw changing quorum or voting requirement for directors.
7-130-301. Approval by third persons.
7-130-302. Amendment terminating members or redeeming or canceling memberships
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7-131-101. Merger.
7-131-102. Action on plan of merger.
7-131-103. Articles of merger.
7-131-104. Effect of merger.
7-131-105. Merger with foreign nonprofit corporation.
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7-132-101. Sale of property.
7-132-102. Sale of property other than in regular course of activities.
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7-133-101. Distributions prohibited.
7-133-102. Authorized distributions.
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7-134-101. Dissolution by incorporators or directors if no members
7-134-102. Dissolution by directors and members
7-134-103. Articles of dissolution.
7-134-104. Revocation of dissolution
7-134-105. Effect of dissolution.
7-134-106. Disposition of known claims by notification.
7-134-107. Disposition of claims by publication.
7-134-108. Enforcement of claims against dissolved nonprofit corporation.
7-134-109. Service on dissolved nonprofit corporation
7-134-201. Grounds for administrative dissolution.
7-134-202. Procedure for and effect of administrative dissolution.
7-134-203. Reinstatement following administrative dissolution.
7-134-204. Appeal from denial of reinstatement.
7-134-205. Continuation as unincorporated association.
7-134-301. Grounds for judicial dissolution
7-134-302. Procedure for judicial dissolution
7-134-303. Receivership or custodianship.
7-134-304. Decree of dissolution.
7-134-401. Dissolution upon expiration of period of duration.
7-134-501. Deposit with state treasurer
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7-135-101. Authority to conduct affairs required
7-135-102. Consequences of conducting affairs without authority
7-135-103. Application for authority to conduct affairs
7-135-104. Amended application for authority to conduct affairs.
7-135-105. Effect of filing an application for authority to conduct affairs.
7-135-106. Corporate name and assumed corporate name of foreign nonprofit corporation
7-135-107. Registered name of foreign nonprofit corporation
7-135-108. Registered office and registered agent of foreign nonprofit corporation.
7-135-109. Changes of registered office or registered agent of foreign nonprofit corporation
7-135-110. Resignation of registered agent of foreign nonprofit corporation.
7-135-111. Service on foreign nonprofit corporation.
7-135-112. Merger of foreign nonprofit corporations authorized to conduct affairs in this state.
7-135-201. Withdrawal of foreign nonprofit corporation.
7-135-202. Service on withdrawn foreign nonprofit corporation.
7-135-301. Grounds for revocation.
7-135-302. Procedure for and effect of revocation.
7-135-303. Appeal from revocation.
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7-136-101. Corporate records.
7-136-102. Inspection of corporate records by members
7-136-103. Scope of member's inspection right.
7-136-104. Court-ordered inspection of corporate records.
7-136-105. Limitations on use of membership list.
7-136-106. Financial statements.
7-136-107. Corporate report to secretary of state.
7-136-108. Statement of person named as director or officer.
7-136-109. Interrogatories by secretary of state.
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7-137-101. Application to existing corporations. (1) (a) For purposes of this article, "existing corporate entity" means any corporate entity that was in existence on June 30, 1998,
7-137-102. Pre-1968 corporate entities
7-137-103. Application to foreign nonprofit corporations.
7-137-201. Procedure to elect to accept articles 121 to 137 of this title.
7-137-202. Statement of election to accept articles 121 to 137 of this title.
7-137-203. Filing statement of election to accept articles 121 to
7-137-204. Effect of certificate of acceptance.
7-137-301. Saving provisions.
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