Colorado § 7-80-705 - Liability of members and managers.
Full text of Colorado Colorado Revised Statutes § 7-80-705 — Liability of members and managers., with citation guidance and answers to common questions.
§ 7-80-705. Liability of members and managers.
Members and managers of limited liability companies are not liable under a judgment, decree, or order of a court, or in any other manner, for a debt, obligation, or liability of the limited liability company.
Source: L. 90: Entire article added, p. 434, § 1, effective April 18.
ANNOTATION
A member or manager of a limited liability company (LLC) who commits a tort in the scope of his or her employment is liable for the torts he or she commits, even in the course of employment. While an officer of a corporation cannot be held personally liable for a corporation's tort solely by reason of his or her official capacity, an officer may be held personally liable for his or her individual acts of negligence even though committed on behalf of the corporation, which is also held liable. This rule applies equally to a manager of an LLC. All that is needed for an LLC's manager or member to be personally liable for a tort is evidence that the individual was directly involved in the conduct through conception or authorization. The corporate form does not protect managers or members of an LLC from liability for torts they individually committed — even if the torts were committed in the course and scope of their employment by, or relationship to, the LLC. And the fact that a defendant is at all times acting on behalf of the corporation does not relieve the defendant of liability. Levin v. Five Corners Strategies, 541 F. Supp. 3d 1262 (D. Colo. 2021).
Source: official Colorado text · Last verified 2026-08-27
Frequently Asked Questions About Colorado § 7-80-705
What does Colorado Revised Statutes § 7-80-705 cover?
Section 7-80-705 ("Liability of members and managers.") is part of the Colorado Revised Statutes, the codified statutory law of Colorado. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Colorado § 7-80-705?
A common citation format is "Colorado Revised Statutes § 7-80-705" (Colorado). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Colorado law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Colorado official source linked on this page or consult a licensed Colorado attorney.
How does Colorado § 7-80-705 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Colorado can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in Colorado.