reglab/housing_qa huggingface dataset:
CO Code § 7-64-1010 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 10 - Limited Liability Partnerships; Limited Liability Limited Partnerships; Foreign Limited Liability Partnerships; Foreign Limitedliability Limited Partnerships|§ 7-64-1010. Scope of Part - Choice of Law - Application to Professions and Occupations

  A limited liability partnership or limited liability limited partnership may conduct its business, carry on its operations, and exercise the powers granted by this part 10 within and without the state.      It is the intent of the general assembly that the legal existence of limited liability partnerships and limited liability limited partnerships be recognized outside the boundaries of this state and that the law of this state governing the limited liability partnership or limited liability limited partnership transacting business outside this state be granted the protection of full faith and credit under section 1 of article IV of the constitution of the United States.    It is the intent of the general assembly that the internal affairs of a limited liability partnership or limited liability limited partnership formed in this state be subject to and governed by the law of this state including the provisions governing liability of general partners for debts, obligations, and liabilities chargeable to partnerships, limited liability partnerships, and limited liability limited partnerships.       Nothing in this part 10 shall be construed to permit a limited liability partnership, foreign limited liability partnership, limited liability limited partnership, or foreign limited liability limited partnership to engage in a profession or occupation as described in title 12, C.R.S., for which there is a specific statutory provision applicable to the practice of such profession or occupation by a corporation or professional corporation in this state unless authorized under applicable provisions of title 12, C.R.S.      History. Source: L. 97: Entire article added, p. 906, § 1, effective January 1, 1998. L. 2003: (2) amended, p. 2258, § 166, effective July 1, 2004.
CO Code § 7-64-1101 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 11 - Filing Documents|§ 7-64-1101. Filing Requirements

 Part 3 of article 90 of this title, providing for the filing of documents, applies to any document filed or to be filed by the secretary of state pursuant to this article.   History. Source: L. 2003: Entire part R&RE, p. 2258, § 167, effective July 1, 2004.
CO Code § 7-64-1201 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1201. Uniformity of Application and Construction

 This article shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this article among states enacting it.   History. Source: L. 97: Entire article added, p. 914, § 1, effective January 1, 1998.
CO Code § 7-64-1202 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1202. Title

 This article may be cited as the “Colorado Uniform Partnership Act (1997)”.   History. Source: L. 97: Entire article added, p. 914, § 1, effective January 1, 1998.
CO Code § 7-64-1203 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1203. Severability Clause

 If any provision of this article or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of this article which can be given effect without the invalid provision or application, and to this end the provisions of this article are severable.   History. Source: L. 97: Entire article added, p. 914, § 1, effective January 1, 1998.
CO Code § 7-64-1204 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1204. Effective Date

 This article takes effect January 1, 1998.   History. Source: L. 97: Entire article added, p. 915, § 1, effective January 1, 1998.
CO Code § 7-64-1205 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1205. Applicability

  This article governs only a partnership formed:   After January 1, 1998, unless that partnership is continuing the business of a partnership that has dissolved under section 7-60-141; and    Before January 1, 1998, that elects, as provided by subsection (2) of this section, to be governed by this article.       A partnership voluntarily may elect, in the manner provided in its partnership agreement or by law for amending the partnership agreement, to be governed by this article. The provisions of this article relating to the liability of the partnership's partners to third parties apply to limit those partners' liability to a third party who had done business with the partnership within one year preceding the partnership's election to be governed by this article, only if the third party has notice of the partnership's election to be governed by this article.     History. Source: L. 97: Entire article added, p. 915, § 1, effective January 1, 1998.    ANNOTATION   Law reviews. For article, “Entity and Trade Name Filing Requirements and Customs in Colorado -- Part I”, see 41 Colo. Law. 57 (Nov. 2012). For article, “Entity and Trade Name Filing Requirements and Customs in Colorado -- Part II”, see 41 Colo. Law. 25 (Dec. 2012).   A dispute involving a partnership formed before 1998 is governed by the Uniform Partnership Law, article 60 of title 7. Adams v. Land Servs., Inc., 194 P.3d 429 (Colo. App. 2008).
CO Code § 7-64-1206 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 64 - Colorado Uniform Partnership Act|Part 12 - Miscellaneous Provisions|§ 7-64-1206. Saving Clause

 This article does not affect an action or proceeding commenced or right accrued before this article takes effect.   History. Source: L. 97: Entire article added, p. 915, § 1, effective January 1, 1998.
CO Code § 7-80-101 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-101. Short Title

 This article shall be known and may be cited as the “Colorado Limited Liability Company Act”.   History. Source: L. 90: Entire article added, p. 414, § 1, effective April 18.
CO Code § 7-80-103 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-103. Nature of Business

 A limited liability company may be formed under this article for any lawful business, subject to any provisions of law governing or regulating such business within this state.   History. Source: L. 90: Entire article added, p. 415, § 1, effective April 18. L. 94: Entire section amended, p. 710, § 2, effective July 1. L. 2003: Entire section amended, p. 2264, § 175, effective July 1, 2004.    ANNOTATION   Law reviews. For article, “Partnership or LLC: Alternative to an Irrevocable Life Insurance Trust?”, see 25 Colo. Law. 43 (Jan. 1996).
CO Code § 7-80-104 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-104. Powers

  Each limited liability company formed and existing under this article may:   Sue and be sued, complain and defend, and participate in administrative or other proceedings, in its name;    Purchase, take, receive, lease or otherwise acquire, own, hold, improve, use, and otherwise deal in and with real or personal property, or an interest in it, wherever situated;    Sell, convey, assign, encumber, mortgage, pledge, lease, exchange, transfer, and otherwise dispose of all or any part of its property and assets;    Lend money to and otherwise assist its members and employees;    Purchase, take, receive, subscribe for or otherwise acquire, own, hold, vote, use, employ, sell, mortgage, lend, pledge, or otherwise dispose of, and otherwise use and deal in and with, shares or other interests in or obligations of any other person;    Make contracts and guarantees and incur liabilities, borrow money at such rates of interest as the limited liability company may determine, issue its notes, bonds, and other obligations, and secure any of its obligations by mortgage or pledge of all or any part of its property, franchises, and income;    Lend money for its proper purposes, invest and reinvest its funds, and take and hold real property and personal property for the payment of funds so loaned or invested;    Conduct its business, carry on its operations, and have and exercise the powers granted by this article in any jurisdiction;    Have managers and other agents;    Be a party to the operating agreement;    Indemnify a member or manager or former member or manager of the limited liability company as provided in section 7-80-407;    (Deleted by amendment,L. 2003, p. 2264, § 176, effective July 1, 2004.)    Have and exercise all powers necessary or convenient to effect any or all of the purposes for which the limited liability company is formed;    Be an agent, an associate, a fiduciary, a manager, a member, a partner, a promoter, or a trustee of, or hold any similar position with, any entity, trust, or estate.        History. Source: L. 90: Entire article added, p. 415, § 1, effective April 18. L. 94: (1)(d) amended, p. 710, § 3, effective July 1. L. 2003: IP(1), (1)(e), (1)(h), (1)(j), (1)(l), (1)(m), and (1)(n) amended, p. 2264, § 176, effective July 1, 2004. L. 2004: (1)(k) amended, p. 936, § 2, effective July 1. L. 2006: (1)(i), (1)(j), and (1)(n) amended, p. 854, § 19, effective July 1.
CO Code § 7-80-105 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-105. Unauthorized Assumption of Powers

 All persons who assume to act as a limited liability company without authority to do so and without good-faith belief that they have such authority shall be jointly and severally liable for all debts and liabilities incurred by such persons so acting.   History. Source: L. 90: Entire article added, p. 416, § 1, effective April 18.
CO Code § 7-80-106 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-106. Transaction of Business Outside State

 It is the intention of the general assembly by the enactment of this article that the legal existence of limited liability companies formed under this article be recognized beyond the limits of this state and that, subject to any reasonable registration requirements, any such limited liability company transacting business outside this state be granted the protection of full faith and credit under section 1 of article IV of the constitution of the United States.   History. Source: L. 90: Entire article added, p. 416, § 1, effective April 18.
CO Code § 7-80-109 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 1 - Definition and Application|§ 7-80-109. Construction of Article

 The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this article.   History. Source: L. 2004: Entire section added, p. 938, § 4, effective July 1.
CO Code § 7-80-203 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 2 - Formation|§ 7-80-203. Formation

  One or more persons may form a limited liability company by delivering articles of organization to the secretary of state for filing pursuant to part 3 of article 90 of this title. Any such person who is an individual shall be of the age of eighteen years or older. Such person or persons need not be members of the limited liability company after formation has occurred.    Repealed.     History. Source: L. 90: Entire article added, p. 418, § 1, effective April 18. L. 94: (2) repealed, p. 712, § 6, effective July 1. L. 97: (1) amended, p. 1503, § 13, effective June 3. L. 2002: (1) amended, p. 1833, § 71, effective July 1; (1) amended, p. 1697, § 69, effective October 1. L. 2003: (1) amended, p. 2265, § 178, effective July 1, 2004. L. 2004: (1) amended, p. 1459, § 181, effective July 1.
CO Code § 7-80-204 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 2 - Formation|§ 7-80-204. Articles of Organization

  The articles of organization shall state:   The domestic entity name of the limited liability company, which domestic entity name shall comply with part 6 of article 90 of this title;    (Deleted by amendment,L. 94, p. 712, § 7, effective July 1, 1994.)  (b.5) The principal office address of the limited liability company's initial principal office;     The registered agent name and registered agent address of the limited liability company's initial registered agent;    The true name and mailing address of each person forming the limited liability company pursuant to section 7-80-203;    That management of the limited liability company is vested in one or more managers or is vested in the members, whichever be the case;    (Deleted by amendment,L. 2003, p. 2265, § 179, effective July 1, 2004.)    That there is at least one member of the limited liability company; and    Any other matters relating to the limited liability company or the articles of organization the persons forming the limited liability company determine to include therein.       (Deleted by amendment,L. 2003, p. 2265, § 179, effective July 1, 2004.)     History. Source: L. 90: Entire article added, p. 418, § 1, effective April 18. L. 94: (1)(b), (1)(d), and (1)(e) amended and (1)(f) added, p. 712, § 7, effective July 1. L. 97: (2) amended, p. 1503, § 14, effective June 3. L. 2003: Entire section amended, p. 2265, § 179, effective July 1, 2004. L. 2004: (1)(b.5) and (1)(d) amended and (1)(g) and (1)(h) added, p. 1460, § 182, effective July 1.
CO Code § 7-80-207 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 2 - Formation|§ 7-80-207. Effect of Filing of Articles of Organization

 A limited liability company is formed when its articles of organization become effective.   History. Source: L. 90: Entire article added, p. 419, § 1, effective April 18. L. 2000: (3) amended, p. 959, § 41, effective July 1. L. 2002: (2) amended, p. 1833, § 72, effective July 1; (2) amended, p. 1697, § 70, effective October 1. L. 2003: Entire section R&RE, p. 2266, § 180, effective July 1, 2004.
CO Code § 7-80-208 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 2 - Formation|§ 7-80-208. Notice of Existence of Limited Liability Company

 The fact that the articles of organization are on file in the records of the secretary of state is notice that the limited liability company is a limited liability company and is notice of all other facts stated therein that are required to be stated in the articles of organization by section 7-80-204 .   History. Source: L. 90: Entire article added, p. 420, § 1, effective April 18. L. 97: Entire section amended, p. 1503, § 15, effective June 3. L. 2003: Entire section amended, p. 2266, § 181, effective July 1, 2004. L. 2004: Entire section amended, p. 1460, § 183, effective July 1.    ANNOTATION   This notice provision applies only where a third party seeks to impose liability on a limited liability company's (LLC) members or managers simply because of their status as members or managers of the LLC. When a third party sues a manager or member of an LLC under an agency theory, the principles of agency law apply notwithstanding the Colorado Limited Liability Company Act's statutory notice rules. Water, Waste & Land, Inc. v. Lanham, 955 P.2d 997 (Colo. 1998).   The general assembly did not intend this notice provision to alter the partially disclosed principal doctrine. The legislature did not intend the notice language to relieve the agent of an LLC of the duty to disclose its identity in order to avoid personal liability. Water, Waste & Land, Inc. v. Lanham, 955 P.2d 997 (Colo. 1998).   Where an agent fails to disclose either the fact that he is acting on behalf of a principal or the identity of the principal, this notice provision cannot relieve the agent of liability to a third party. Water, Waste & Land, Inc. v. Lanham, 955 P.2d 997 (Colo. 1998).   When a third party deals with an agent acting on behalf of an LLC, the existence and identity of which has been disclosed, the third party is conclusively presumed to know that the entity is an LLC and not a partnership or some other type of business organization. Water, Waste & Land, Inc. v. Lanham, 955 P.2d 997 (Colo. 1998).
CO Code § 7-80-209 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 2 - Formation|§ 7-80-209. Amendment of Articles of Organization

  The articles of organization may be amended at any time for any purpose and shall be amended when:   There is a change in the domestic entity name of the limited liability company;    There is a false or erroneous statement in the articles of organization.       (Deleted by amendment,L. 94, p. 713, § 8, effective July 1, 1994.) (1.5) An amendment to the articles of organization is invalid unless approved by all of the members or in such other manner as may be provided in the operating agreement.       (Deleted by amendment,L. 2003, p. 2266, § 182, effective July 1, 2004.)       (Deleted by amendment,L. 2002, p. 1833, § 73, effective July 1, 2002; p. 1697, § 71, effective October 1, 2002.)    A limited liability company amends its articles of organization by delivering articles of amendment to its articles of organization to the secretary of state, for filing pursuant to part 3 of article 90 of this title, stating:   The domestic entity name of the limited liability company; and    The amendment to the articles of organization.        History. Source: L. 90: Entire article added, p. 420, § 1, effective April 18. L. 94: (1)(c), (1)(d), and (2) amended and (1.5) added, p. 713, § 8, effective July 1. L. 2002: (2) to (4) amended, p. 1833, § 73, effective July 1; (2) to (4) amended, p. 1697, § 71, effective October 1. L. 2003: IP(1), (1)(a), and (2) amended, p. 2266, § 182, effective July 1, 2004. L. 2004: (1.5) amended, p. 938, § 5, effective July 1; (5) added, p. 1460, § 184, effective July 1.
CO Code § 7-80-301 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 3 - Registered Agents, Service of Process, and Annual Reports|§ 7-80-301. Limited Liability Companies - Registered Agents - Service of Process - Periodic Reports

 Part 7 of article 90 of this title, providing for registered agents and service of process, applies to limited liability companies formed under this article. Part 5 of article 90 of this title, providing for periodic reports, applies to limited liability companies formed under this article.   History. Source: L. 2003: Entire part R&RE, p. 2267, § 183, effective July 1, 2004. L. 2010: Entire section amended, (HB 10-1403), ch. 404, p. 1995, § 9, effective August 11.
CO Code § 7-80-401 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 4 - Management|§ 7-80-401. Management of Limited Liability Company

  Except as provided in subsection (2) of this section, decisions with respect to a limited liability company shall be made by a majority of the members or, if the limited liability company has one or more managers, by a majority of the managers.    The consent of each member is necessary to:   Amend the articles of organization;    Amend the operating agreement; and    Authorize an act of the limited liability company that is not in the ordinary course of the business of the limited liability company.       A person or persons who will be admitted as a member or members pursuant to section 7-80-701 (2) may, by unanimous consent, amend the operating agreement to be effective immediately before the admission of the person or persons.     History. Source: L. 2004: Entire part R&RE, p. 938, § 6, effective July 1. L. 2006: (1) amended and (3) added, p. 857, § 21, effective July 1.    Editor's note:   This section is similar to former § 7-80-401 as it existed prior to 2004.
CO Code § 7-80-402 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 4 - Management|§ 7-80-402. Designation of Managers

 The members of a limited liability company, the articles of organization of which provide that management of the limited liability company is vested in one or more managers, may designate one or more persons to be managers. A manager who is an individual shall be eighteen years of age or older. Managers may be designated and removed by the consent of a majority of the members.   History. Source: L. 2004: Entire part R&RE, p. 939, § 6, effective July 1. L. 2006: Entire section amended, p. 857, § 22, effective July 1.    Editor's note:   This section is similar to former § 7-80-402 as it existed prior to 2004.
CO Code § 7-80-403 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 80 - Limited Liability Companies|Part 4 - Management|§ 7-80-403. Officers and Other Agents

  A limited liability company may have one or more officers or other agents with such titles, rights, duties, and authority as the limited liability company may determine. An officer or an agent who is an individual shall be eighteen years of age or older. Except as provided in subsection (2) of this section, officers and other agents may be designated or removed, and their titles, rights, duties, and authority may be established, by the consent of a majority of the members or, if the limited liability company has one or more managers, by a majority of the managers.    Officers and other agents may be given authority to do any act that is not in the ordinary course of the business of the limited liability company only with the consent of all of the members.     History. Source: L. 2004: Entire part R&RE, p. 939, § 6, effective July 1. L. 2006: Entire section amended, p. 857, § 23, effective July 1.