reglab/housing_qa huggingface dataset:
CO Code § 7-128-303 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 128 - Directors and Officers|Part 3 - Officers|§ 7-128-303. Resignation and Removal of Officers

  An officer may resign at any time by giving written notice of resignation to the nonprofit corporation.    A resignation of an officer is effective when the notice is received by the nonprofit corporation unless the notice states a later effective date.    If a resignation is made effective at a later date, the board of directors may permit the officer to remain in office until the effective date and may fill the pending vacancy before the effective date with the provision that the successor does not take office until the effective date, or the board of directors may remove the officer at any time before the effective date and may fill the resulting vacancy.    Unless otherwise provided in the bylaws, the board of directors may remove any officer at any time with or without cause. The bylaws or the board of directors may make provisions for the removal of officers by other officers or by the voting members.    Repealed.     History. Source: L. 97: Entire article added, p. 697, § 3, effective July 1, 1998. L. 2000: (5) amended, p. 984, § 85, effective July 1. L. 2002: (5) amended, p. 1855, § 140, effective July 1; (5) amended, p. 1720, § 142, effective October 1. L. 2003: (2) amended, p. 2342, § 308, effective July 1, 2004. L. 2004: (5) repealed, p. 1511, § 301, effective July 1.
CO Code § 7-128-304 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 128 - Directors and Officers|Part 3 - Officers|§ 7-128-304. Contract Rights With Respect to Officers

  The appointment of an officer does not itself create contract rights.    An officer's removal does not affect the officer's contract rights, if any, with the nonprofit corporation. An officer's resignation does not affect the nonprofit corporation's contract rights, if any, with the officer.     History. Source: L. 97: Entire article added, p. 697, § 3, effective July 1, 1998.
CO Code § 7-128-402 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 128 - Directors and Officers|Part 4 - Standards of Conduct|§ 7-128-402. Limitation of Certain Liabilities of Directors and Officers

  If so provided in the articles of incorporation, the nonprofit corporation shall eliminate or limit the personal liability of a director to the nonprofit corporation or to its members for monetary damages for breach of fiduciary duty as a director; except that any such provision shall not eliminate or limit the liability of a director to the nonprofit corporation or to its members for monetary damages for any breach of the director's duty of loyalty to the nonprofit corporation or to its members, acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law, acts specified in section 7-128-403 or 7-128-501 (2), or any transaction from which the director directly or indirectly derived an improper personal benefit. No such provision shall eliminate or limit the liability of a director to the nonprofit corporation or to its members for monetary damages for any act or omission occurring before the date when such provision becomes effective.    No director or officer shall be personally liable for any injury to person or property arising out of a tort committed by an employee unless such director or officer was personally involved in the situation giving rise to the litigation or unless such director or officer committed a criminal offense in connection with such situation. The protection afforded in this subsection (2) shall not restrict other common law protections and rights that a director or officer may have. This subsection (2) shall not restrict the nonprofit corporation's right to eliminate or limit the personal liability of a director to the nonprofit corporation or to its members for monetary damages for breach of fiduciary duty as a director as provided in subsection (1) of this section.     History. Source: L. 97: Entire article added, p. 699, § 3, effective July 1, 1998. L. 98: (1) amended, p. 624, § 30, effective July 1.
CO Code § 7-128-403 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 128 - Directors and Officers|Part 4 - Standards of Conduct|§ 7-128-403. Liability of Directors for Unlawful Distributions

  A director who votes for or assents to a distribution made in violation of section 7-133-101 or the articles of incorporation is personally liable to the nonprofit corporation for the amount of the distribution that exceeds what could have been distributed without violating said section or the articles of incorporation if it is established that the director did not perform the director's duties in compliance with section 7-128-401. In any proceeding commenced under this section, a director shall have all of the defenses ordinarily available to a director.    A director held liable under subsection (1) of this section for an unlawful distribution is entitled to contribution:   From every other director who could be held liable under subsection (1) of this section for the unlawful distribution; and    From each person who accepted the distribution knowing the distribution was made in violation of section 7-133-101 or the articles of incorporation, the amount of the contribution from such person being the amount of the distribution to that person that exceeds what could have been distributed to that person without violating section 7-133-101 or the articles of incorporation.        History. Source: L. 97: Entire article added, p. 699, § 3, effective July 1, 1998.
CO Code § 7-130-101 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-101. Authority to Amend Articles of Incorporation

  A nonprofit corporation may amend its articles of incorporation at any time to add or change a provision that is required or permitted in the articles of incorporation or to delete a provision not required in the articles of incorporation. Whether a provision is required or permitted in the articles of incorporation is determined as of the effective date of the amendment.    A member does not have a vested property right resulting from any provision in the articles of incorporation or the bylaws, including any provision relating to management, control, purpose, or duration of the nonprofit corporation.     History. Source: L. 97: Entire article added, p. 706, § 3, effective July 1, 1998. L. 98: (2) amended, p. 625, § 32, effective July 1.
CO Code § 7-130-103 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-103. Amendment of Articles of Incorporation by Board of Directors and Members

  Unless articles 121 to 137 of this title, the articles of incorporation, the bylaws, or the members or the board of directors acting pursuant to subsection (5) of this section require a different vote or voting by class, the board of directors or the members representing at least ten percent of all of the votes entitled to be cast on the amendment may propose an amendment to the articles of incorporation for submission to the members.    For an amendment to the articles of incorporation to be adopted pursuant to subsection (1) of this section:   The board of directors shall recommend the amendment to the members unless the amendment is proposed by members or unless the board of directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the members with the amendment; and    The members entitled to vote on the amendment shall approve the amendment as provided in subsection (5) of this section.       The proposing board of directors or the proposing members may condition the effectiveness of the amendment on any basis.    The nonprofit corporation shall give notice, in accordance with section 7-127-104, to each member entitled to vote on the amendment of the members' meeting at which the amendment will be voted upon. The notice of the meeting shall state that the purpose, or one of the purposes, of the meeting is to consider the amendment, and the notice shall contain or be accompanied by a copy or a summary of the amendment or shall state the general nature of the amendment.    Unless articles 121 to 137 of this title, the articles of incorporation, bylaws adopted by the members, or the proposing board of directors or the proposing members acting pursuant to subsection (3) of this section require a greater vote, the amendment shall be approved by the votes required by sections 7-127-205 and 7-127-206 by every voting group entitled to vote on the amendment.    If the board of directors or the members seek to have the amendment approved by the members by written consent, the material soliciting the approval shall contain or be accompanied by a copy or summary of the amendment.     History. Source: L. 97: Entire article added, p. 708, § 3, effective July 1, 1998. L. 98: (1) and (4) amended, p. 625, § 34, effective July 1.
CO Code § 7-130-104 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-104. Voting on Amendments of Articles of Incorporation by Voting Groups

  Unless otherwise provided by articles 121 to 137 of this title or the articles of incorporation, if membership voting is otherwise required by articles 121 to 137 of this title, the members of a class who are entitled to vote are entitled to vote as a separate voting group on an amendment to the articles of incorporation if the amendment would:   Affect the rights, privileges, preferences, restrictions, or conditions of that class as to voting, dissolution, redemption, or transfer of memberships in a manner different than such amendment would affect another class;    Change the rights, privileges, preferences, restrictions, or conditions of that class as to voting, dissolution, redemption, or transfer by changing the rights, privileges, preferences, restrictions, or conditions of another class;    Increase or decrease the number of memberships authorized for that class;    Increase the number of memberships authorized for another class;    Effect an exchange, reclassification, or termination of the memberships of that class; or    Authorize a new class of memberships.       If a class is to be divided into two or more classes as a result of an amendment to the articles of incorporation, the amendment shall be approved by the members of each class that would be created by the amendment.     History. Source: L. 97: Entire article added, p. 708, § 3, effective July 1, 1998.
CO Code § 7-130-105 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-105. Articles of Amendment to Articles of Incorporation

  A nonprofit corporation amending its articles of incorporation shall deliver to the secretary of state, for filing pursuant to part 3 of article 90 of this title, articles of amendment stating:   The domestic entity name of the nonprofit corporation; and    The text of each amendment adopted.             (Deleted by amendment,L. 2005, p. 1217, § 24, effective October 1, 2005.)        History. Source: L. 97: Entire article added, p. 709, § 3, effective July 1, 1998. L. 2002: IP(1) amended, p. 1855, § 141, effective July 1; IP(1) amended, p. 1720, § 143, effective October 1. L. 2003: IP(1) and (1)(a) amended, p. 2344, § 312, effective July 1, 2004. L. 2005: Entire section amended, p. 1217, § 24, effective October 1.
CO Code § 7-130-106 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-106. Restated Articles of Incorporation

  The board of directors may restate the articles of incorporation at any time with or without member action. If the nonprofit corporation has no members and no directors have been elected, its incorporators may restate the articles of incorporation at any time.    The restatement may include one or more amendments to the articles of incorporation. If the restatement includes an amendment requiring member approval, it shall be adopted as provided in section 7-130-103.    If the board of directors submits a restatement for member action, the nonprofit corporation shall give notice, in accordance with section 7-127-104, to each member entitled to vote on the restatement of the members' meeting at which the restatement will be voted upon. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the restatement, and the notice shall contain or be accompanied by a copy of the restatement that identifies any amendment or other change it would make in the articles of incorporation.    A nonprofit corporation restating its articles of incorporation shall deliver to the secretary of state, for filing pursuant to part 3 of article 90 of this title, articles of restatement stating:   The domestic entity name of the nonprofit corporation;    The text of the restated articles of incorporation; and    (Deleted by amendment,L. 2008, p. 1879, § 8, effective August 5, 2008.)    If the restatement was adopted by the board of directors or incorporators without member action, a statement to that effect and that member action was not required.       Upon filing by the secretary of state or at any later effective date determined pursuant to section 7-90-304, restated articles of incorporation supersede the original articles of incorporation and all prior amendments to them.     History. Source: L. 97: Entire article added, p. 710, § 3, effective July 1, 1998. L. 2002: IP(4) and (5) amended, p. 1856, § 142, effective July 1; IP(4) and (5) amended, p. 1721, § 144, effective October 1. L. 2003: IP(4) and (4)(a) amended, p. 2344, § 313, effective July 1, 2004. L. 2008: (4)(b) and (4)(c) amended, p. 1879, § 8, effective August 5.
CO Code § 7-130-107 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-107. Amendment of Articles of Incorporation Pursuant to Reorganization

  Articles of incorporation may be amended, without action by the board of directors or members, to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under a statute of this state or of the United States if the articles of incorporation after amendment contain only provisions required or permitted by section 7-122-102.    For an amendment to the articles of incorporation to be made pursuant to subsection (1) of this section, an individual or individuals designated by the court shall deliver to the secretary of state, for filing pursuant to part 3 of article 90 of this title, articles of amendment stating:   The domestic entity name of the nonprofit corporation;    The text of each amendment approved by the court;    The date of the court's order or decree approving the articles of amendment;    The title of the reorganization proceeding in which the order or decree was entered; and    A statement that the court had jurisdiction of the proceeding under a specified statute of this state or of the United States.       This section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.     History. Source: L. 97: Entire article added, p. 710, § 3, effective July 1, 1998. L. 2002: IP(2) amended, p. 1856, § 143, effective July 1; IP(2) amended, p. 1721, § 145, effective October 1. L. 2003: IP(2) and (2)(a) amended, p. 2344, § 314, effective July 1, 2004.
CO Code § 7-130-108 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 1 - Amendment of Articles of Incorporation|§ 7-130-108. Effect of Amendment of Articles of Incorporation

 An amendment to the articles of incorporation does not affect any existing right of persons other than members, any cause of action existing against or in favor of the nonprofit corporation, or any proceeding to which the nonprofit corporation is a party. An amendment changing a nonprofit corporation's domestic entity name does not abate a proceeding brought by or against a nonprofit corporation in its former entity name.   History. Source: L. 97: Entire article added, p. 711, § 3, effective July 1, 1998. L. 2000: Entire section amended, p. 984, § 87, effective July 1. L. 2003: Entire section amended, p. 2344, § 315, effective July 1, 2004.
CO Code § 7-130-201 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 2 - Amendment of Bylaws|§ 7-130-201. Amendment of Bylaws by Board of Directors or Members

  The board of directors may amend the bylaws at any time to add, change, or delete a provision, unless:   Articles 121 to 137 of this title or the articles of incorporation reserve such power exclusively to the members in whole or part; or    A particular bylaw expressly prohibits the board of directors from doing so; or    It would result in a change of the rights, privileges, preferences, restrictions, or conditions of a membership class as to voting, dissolution, redemption, or transfer by changing the rights, privileges, preferences, restrictions, or conditions of another class.       The members may amend the bylaws even though the bylaws may also be amended by the board of directors. In such instance, the action shall be taken in accordance with sections 7-130-103 and 7-130-104 as if each reference therein to the articles of incorporation was a reference to the bylaws.     History. Source: L. 97: Entire article added, p. 711, § 3, effective July 1, 1998. L. 98: (2) amended, p. 626, § 35, effective July 1. L. 2007: (2) amended, p. 249, § 53, effective May 29.
CO Code § 7-130-202 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 2 - Amendment of Bylaws|§ 7-130-202. Bylaw Changing Quorum or Voting Requirement for Members

  (Deleted by amendment,L. 98, p. 626, § 36, effective July 1, 1998.)    A bylaw that fixes a lesser or greater quorum requirement or a greater voting requirement for members pursuant to section 7-127-207 shall not be amended by the board of directors.     History. Source: L. 97: Entire article added, p. 712, § 3, effective July 1, 1998. L. 98: Entire section amended, p. 626, § 36, effective July 1.
CO Code § 7-130-203 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 2 - Amendment of Bylaws|§ 7-130-203. Bylaw Changing Quorum or Voting Requirement for Directors

  A bylaw that fixes a greater quorum or voting requirement for the board of directors may be amended:   If adopted by the members, only by the members; or    If adopted by the board of directors, either by the members or by the board of directors.       A bylaw adopted or amended by the members that fixes a greater quorum or voting requirement for the board of directors may provide that it may be amended only by a stated vote of either the members or the board of directors.    Action by the board of directors under paragraph (b) of subsection (1) of this section to adopt or amend a bylaw that changes the quorum or voting requirement for the board of directors shall meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirement then in effect or proposed to be adopted, whichever is greater.     History. Source: L. 97: Entire article added, p. 712, § 3, effective July 1, 1998. L. 2003: (2) amended, p. 2344, § 316, effective July 1, 2004.
CO Code § 7-130-301 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 3 - Approval by Third Persons and Terminating Members or Redeeming or Canceling Memberships|§ 7-130-301. Approval by Third Persons

 The articles of incorporation may require an amendment to the articles of incorporation or bylaws to be approved in writing by a stated person or persons other than the board of directors. Such a provision may only be amended with the approval in writing of such person or persons.   History. Source: L. 97: Entire article added, p. 712, § 3, effective July 1, 1998. L. 2003: Entire section amended, p. 2345, § 317, effective July 1, 2004.
CO Code § 7-130-302 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 130 - Amendment of Articles of Incorporation and Bylaws|Part 3 - Approval by Third Persons and Terminating Members or Redeeming or Canceling Memberships|§ 7-130-302. Amendment Terminating Members or Redeeming or Canceling Memberships

  Any amendment to the articles of incorporation or bylaws of a nonprofit corporation that would terminate all members or any class of members or redeem or cancel all memberships or any class of memberships shall meet the requirements of articles 121 to 137 of this title and this section.    Before adopting a resolution proposing an amendment as described in subsection (1) of this section, the board of directors of a nonprofit corporation shall give notice of the general nature of the amendment to the members.     History. Source: L. 97: Entire article added, p. 713, § 3, effective July 1, 1998.
CO Code § 7-134-101 (2021)
2021 Colorado Code|Title 7 - Corporations and Associations|Article 134 - Dissolution|Part 1 - Voluntary Dissolution|§ 7-134-101. Dissolution by Incorporators or Directors if No Members

  If a nonprofit corporation has no members, a majority of its directors or, if there are no directors, a majority of its incorporators may authorize the dissolution of the nonprofit corporation.    The incorporators or directors in approving dissolution shall adopt a plan of dissolution indicating to whom the assets owned or held by the nonprofit corporation will be distributed after all creditors have been paid.     History. Source: L. 97: Entire article added, p. 719, § 3, effective July 1, 1998.