Colorado § 7-137-102 - Pre-1968 corporate entities - failure to file reports and designate registered agents - dissolution.

§ 7-137-102. Pre-1968 corporate entities - failure to file reports and designate registered agents - dissolution.

(1) Corporate entities that were formed prior to January 1, 1968, and that did not elect to be governed by articles 20 to 29 of this title and could, if they so elected, elect to be governed by articles 121 to 137 of this title, but that have not done so, are nevertheless reporting entities that are subject to part 5 of article 90 of this title, providing for periodic reports from reporting entities, and are domestic entities that are subject to part 7 of article 90 of this title, providing for registered agents and service of process.

(2) Every corporate entity that could or has elected to be governed by articles 20 to 29 or 121 to 137 of this title whose articles of incorporation, affidavit of incorporation, or other basic corporate charter, by whatever name denominated, is not on file in the records of the secretary of state shall file a certified copy of such articles of incorporation, affidavit of incorporation, or other basic corporate charter in the office of the secretary of state. Such certified copy may be secured from any clerk or recorder with whom the instrument may be filed or recorded.

(3) If any corporate entity, formed prior to January 1, 1968, that could elect to be governed by articles 20 to 29 or 121 to 137 of this title, but that has not so elected and has failed to file periodic reports or maintain a registered agent, may be declared delinquent pursuant to section 7-90-902.

(4) Any corporate entity formed prior to January 1, 1968, that could elect to be governed by articles 20 to 29 of this title, that was suspended or was declared defunct, but not dissolved by operation of law under section 7-20-105 before July 1, 1998, and that was eligible for reinstatement on June 30, 1998, shall be deemed administratively dissolved on the date of such suspension for purposes of section 7-134-105 and may reinstate itself as a nonprofit corporation as provided in part 10 of article 90 of this title.

(5) Any nonprofit corporate entity formed prior to January 1, 1968, that could elect to be governed by articles 20 to 29 of this title, that was suspended, declared defunct, administratively dissolved, or dissolved by operation of law, and continues to operate for nonprofit purposes and does not wind up its business and affairs, shall be deemed an unincorporated organization that qualifies as a nonprofit association as provided in section 7-30-101.1 for purposes of the "Uniform Unincorporated Nonprofit Association Act", article 30 of this title, unless such corporate entity is eligible to reinstate itself as a nonprofit corporation as provided in part 10 of article 90 of this title and does so reinstate itself.

Source: L. 97: Entire article added, p. 750, § 3, effective July 1, 1998. L. 2000: (1) and (3) amended, p. 987, § 100, effective July 1. L. 2003: (1), (3), (4), and (5) amended, p. 2352, § 338, effective July 1, 2004. L. 2004: (1) and (2) amended, p. 1516, § 313, effective July 1. L. 2005: (3) and (4) amended, p. 1219, § 32, effective October 1. L. 2006: (4) amended, p. 884, § 86, effective July 1. L. 2010: (1) and (3) amended, (HB 10-1403), ch. 404, p. 2000, § 29, effective August 11.

Editor's note: Section 7-20-105, referred to in subsection (4), was repealed, effective July 1, 1998.