Colorado § 7-55-102 - Articles of incorporation - filing.

§ 7-55-102. Articles of incorporation - filing.

(1) Five persons or more, except as specified elsewhere in this article, a majority of whom are residents of Colorado, may be associated and incorporated pursuant to this article for the cooperative transaction of any lawful business, except banking. Persons desiring to avail themselves of the provisions of this article shall deliver to the secretary of state, for filing pursuant to part 3 of article 90 of this title, articles of incorporation stating:

(a) The domestic entity name of the association, which domestic entity name shall comply with part 6 of article 90 of this title;

(b) The purposes for which the association was formed;

(c) The principal office address of the association's principal office;

(c.5) The registered agent name and registered agent address of the association's initial registered agent;

(d) Repealed.

(e) The number and terms of directors, which number shall be not less than three;

(f) The authorized capital stock, the number of shares into which said stock is divided, and the par value of each;

(g) The number of memberships authorized, the capital subscription of each, and the method of determining property rights and interests of each member without capital stock;

(h) The true name and mailing address of each incorporator.

(1.5) The articles of incorporation may state a provision eliminating or limiting the personal liability of a director as provided in section 7-55-107 (1)(h).

Source: L. 73: R&RE, p. 429, § 1. C.R.S. 1963: § 30-1-2. L. 87: (1.5) added, p. 370, § 12, effective May 20. L. 96: IP(1) amended, p. 543, § 5, effective July 1. L. 2000: (1)(a) amended, p. 948, § 2, effective July 1. L. 2003: IP(1), (1)(a), (1)(c), and (1.5) amended and (1)(c.5) added, p. 2215, § 52, effective July 1, 2004. L. 2004: (1)(c) and (1)(d) amended, p. 1408, § 30, effective July 1. L. 2008: (1)(h) amended, p. 18, § 1, effective August 5. L. 2009: (1)(d) repealed, (HB 09-1248), ch. 252, p. 1128, § 2, effective December 1.

ANNOTATION

The phrase in subsection (1), granting a cooperative association the right to engage in "any lawful business, except banking", shall not be narrowly construed so as to put a restriction on an association from engaging in businesses other than banking. Bontrager v. La Plata Elec. Ass'n, 68 P.3d 555 (Colo. App. 2003).