reglab/statecodes huggingface dataset:
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-103 - Bylaws

(1)
Each association formed under this article shall, within thirty days after filing its articles of incorporation with the secretary of state, adopt bylaws for the government and management of its affairs that are not inconsistent with this article. Such bylaws may be amended or modified in such manner as the bylaws may provide. Such bylaws may include:
(a)
The time, place, and manner of conducting its meetings;
(b)
The number and term of directors and the time of their election;
(c)
The mode and manner of removal of directors and the mode and manner of filling vacancies in the board caused by death, resignation, or removal;
(d)
The power and authority of directors and number which shall constitute a quorum, which must be at least a majority;
(e)
The compensation of directors and officers;
(f)
The number of officers other than directors, if any, their term of office, the mode of removal, and the method of filling a vacancy;
(g)
The mode and manner of conducting business;
(h)
The mode and manner of conducting elections and provisions for voting by ballots forwarded by mail or otherwise;
(i)
The qualifications for membership, manner of succession, and conditions for withdrawal or expulsion;
(j)
The amount of membership fee, conditions of membership, procedures for acquiring capital, and the limitations of dividends on stock or interest on equity capital;
(k)
The manner of collection or enforcement procedures and the forfeiture of property rights and interests for nonpayment or nonperformance;
(l)
The method of determination of property rights and interests and time by which it shall be paid or delivered to such member or the member's representative upon withdrawal, expulsion, or death;
(m)
Such other things as may be proper to carry out the purpose for which the association was formed.
L. 73: R&RE, p. 429, § 1. C.R.S. 1963: § 30-1-3. L. 96: IP(1) amended, p. 543, § 6, effective July 1. L. 2004: (1)(l) amended, p. 1408, § 31, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-104 - Board of directors

The board of directors of a cooperative association shall be stockholders or members of such association or the representatives duly authorized in writing of a legal entity which is a stockholder or member of said cooperative association; except that the articles of incorporation and bylaws may permit the election of any number of directors, less than a majority, who are not stockholders or members, to be elected as stated in the bylaws.
L. 73: R&RE, p. 430, § 1. C.R.S. 1963: § 30-1-4.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-105 - Election of officers

The officers of an association formed under this article shall consist of a president, one or more vice-presidents as may be prescribed by the bylaws, a secretary, and a treasurer, each of whom shall be elected by the board of directors at such time and in such manner as may be prescribed by the bylaws, and none of whom are required to be directors of such association unless the bylaws so provide. The bylaws may provide that any of such officers may not be directors of such an association. The bylaws may provide for the election by the board of directors, from among their number, of a chair of the board of directors and one or more vice-chairs. Such other officers and assistant officers and agents as are necessary may be elected or appointed by the board of directors or chosen in such manner as may be prescribed by the bylaws. The board may combine the offices of secretary and treasurer and designate the combined office as secretary-treasurer, or unite both functions and titles in one person. The treasurer may be a bank or any depository, and, as such, shall not be considered as an officer but as a function of the board of directors. In such case, the secretary shall perform the usual accounting duties of the treasurer; except that the funds shall be deposited only as authorized by the board of directors. All officers and agents of the association, as between themselves and the association, shall have such authority and perform such duties in the management of the association as may be provided in the bylaws, or as may be determined by resolution of the board of directors not inconsistent with the bylaws.
L. 73: R&RE, p. 430, § 1. C.R.S. 1963: § 30-1-5. L. 2003: Entire section amended, p. 2215, § 53, effective 7/1/2004. L. 2004: Entire section amended, p. 1408, § 32, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-106 - Power of directors

A majority of the board of directors of a cooperative association has full power or authority to authorize the execution and delivery of mortgages or deeds of trust upon, or the pledging of or encumbering of any or all of the property, assets, licenses, franchises, and permits or other things of value of, such association or corporation, whether acquired or to be acquired and wherever situated, as well as any revenues and incomes therefrom, all upon such terms and conditions as such board of directors determines, to secure any indebtedness of such corporation.
L. 73: R&RE, p. 430, § 1. C.R.S. 1963: § 30-1-6.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-107 - Powers

(1)
Every cooperative association has the power:
(a)
To have succession by its domestic entity name;
(b)
To sue and be sued and to complain and defend in courts of law and equity;
(c)
To make and use a common seal, and alter the same at its pleasure;
(d)
To hold such real and personal property as may be necessary for the legitimate business of the corporation;
(e)
To regulate and limit the right of stockholders or members to transfer their stock or member equity;
(f)
To appoint such subordinate officers and agents as the business of the corporation shall require and to allow them suitable compensation therefor;
(g)
To adopt bylaws for the management of its affairs and to provide therein for the terms and limitations of stock ownership or membership and for the distribution of its earnings;
(h)
If so provided in the articles of incorporation, to eliminate or limit the personal liability of a director to the association or to its members or stockholders for monetary damages for breach of fiduciary duty as a director; except that such provision shall not eliminate or limit the liability of a director for: Any breach of the director's duty of loyalty to the association or its members or stockholders; acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law; or any transaction from which the director derived an improper personal benefit. No such provision shall eliminate or limit the liability of a director to the association or to its members or stockholders for monetary damages for any act or omission occurring prior to the date when such provision becomes effective.
(2)
Every cooperative electric association or cooperative telephone association formed pursuant to this article and any cooperative electric association or cooperative telephone association that is subject to articles
121
to
137
of this title has the power to use patronage capital that has been declared by such association to be distributable or payable to a member or patron for expenditures associated with the provision of electric service or telephone service, as the case may be, as directed by the board of directors of the association after the association has given notice thereof. Such notice may consist of a negotiable instrument that has not been claimed within three years of issuance or publication.
L. 73: R&RE, p. 431, § 1. C.R.S. 1963: § 30-1-7. L. 87: (1)(h) added, p. 370, § 13, effective May 20. L. 90: (2) added, p. 413, § 2, effective March 9. L. 94: (2) amended, p. 330, § 2, effective March 29. L. 97: (2) amended, p. 758, § 18, effective 7/1/1998. L. 2000: (1)(a) amended, p. 948, § 3, effective July 1. L. 2003: (2) amended, p. 2216, § 54, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-107.5 - Indemnification and personal liability of directors, officers, employees, and agents

The association shall have the same powers, rights, and obligations and shall be subject to the same limitations as apply to domestic corporations as set forth in article
109
of this title 7. Association directors, officers, employees, and agents shall have the same rights as directors, officers, employees, and agents, respectively, of domestic corporations as set forth in article
109
of this title 7. Association directors and officers shall have the benefit of the same limitations on personal liability for any injury to person or property arising out of a tort as set forth in section
7-108-403
for directors and officers, respectively, of domestic corporations. Any reference in said sections to shareholders shall be construed to refer to voting members or voting stockholders, if any, for the purpose of this section.
Amended by 2019 Ch. 166, § 63, eff. 7/1/2020.
L. 87: Entire section added, p. 371, § 14, effective May 20. L. 93: Entire section amended, p. 857, § 16, effective 7/1/1994. L. 2003: Entire section amended, p. 2216, § 55, effective 7/1/2004. L. 2019: Entire section amended, (SB 19-086), ch. 1964, p. 1964, § 63, effective 7/1/2020.
Section 72 of chapter 166 (SB 19-086), Session Laws of Colorado 2019, provides that the act changing this section applies to conduct occurring on or after July 1, 2020.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-108 - Application of powers

The powers enumerated in section
7-55-107
shall vest in every cooperative association in this state except those formed under or subject to article
56
of this title, although such powers may not be stated in its charter or in its articles of incorporation.
L. 73: R&RE, p. 431, § 1. C.R.S. 1963: § 30-1-8. L. 96: Entire section amended, p. 544, § 7, effective July 1. L. 2003: Entire section amended, p. 2216, § 56, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-109 - Amendment of articles

The articles of incorporation of a cooperative association or corporation may be amended at any regular or special meeting of the stockholders or members of such association. The proposed amendment must be first approved by a two-thirds majority of the directors. The notice of such meeting shall state or have attached thereto the proposed amendment and shall be mailed to each member of record at least ten days prior to the meeting date; except that cooperative associations with less than one hundred members may post notice of such meeting in a conspicuous place at its normal place of business for at least thirty days prior to such meeting. The proposed amendment shall be approved by an affirmative vote of a majority of the stockholders or members present or voting by mail. A certificate stating such amendment and the adoption thereof shall be delivered to the secretary of state for filing pursuant to part 3 of article
90
of this title.
L. 73: R&RE, p. 431, § 1. C.R.S. 1963: § 30-1-9. L. 83: Entire section amended, p. 871, § 25, effective July 1. L. 2003: Entire section amended, p. 2216, § 57, effective 7/1/2004. L. 2004: Entire section amended, p. 1409, § 33, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-110 - Vote of stockholders or members

Stockholders or members of a cooperative association may vote either in person or by mail as provided in the bylaws. Proxy or cumulative voting shall be prohibited except as permitted by the articles of incorporation and the bylaws of organizations incorporated prior to July 6, 1973.
L. 73: R&RE, p. 431, § 1. C.R.S. 1963: § 30-1-10.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-111 - [Repealed]

L. 73: R&RE, p. 431, § 1. C.R.S. 1963: § 30-1-11. L. 80: (1) amended, p. 706, § 4, effective July 1. L. 96: Entire section amended, p. 544, § 8, effective July 1. L. 2000: (1) and (4) amended, p. 948, § 4, effective July 1. L. 2003: (5) added by revision, pp. 2356, 2357, §§ 347, 348.
Subsection (5) provided for the repeal of this section, effective July 1, 2004. (See L. 2003, pp. 2356, 2357.)
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-113 - Adoption of provisions of this article

Every cooperative association, as defined in section
7-55-101
or formed or incorporated under any repealed Colorado statute pertaining to cooperative associations, except corporations or associations formed or incorporated under or subject to article
56
of this title, shall be conclusively presumed to have accepted and adopted the provisions of this article and shall be governed by the provisions of this article, unless such corporation or association or agricultural or livestock association has delivered to the secretary of state, for filing pursuant to part 3 of article
90
of this title, a copy of a resolution adopted by its board of directors, its members, or its stockholders stating that it has elected not to become subject to the provisions of this article. This section shall not apply to cooperative associations formed and incorporated under or subject to article
56
of this title.
L. 73: R&RE, p. 432, § 1. C.R.S. 1963: § 30-1-13. L. 75: Entire section R&RE, p. 272, § 1, effective June 29. L. 83: Entire section amended, p. 872, § 27, effective July 1. L. 96: Entire section amended, p. 545, § 10, effective July 1. L. 2002: Entire section amended, p. 1814, § 15, effective July 1; entire section amended, p. 1678, § 13, effective October 1. L. 2003: Entire section amended, p. 2217, § 59, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-114 - Dissolution of association

Any association formed under this article may be dissolved and its affairs terminated voluntarily by a two-thirds majority vote of the members present and voting in person or by mail ballot at a regular or special meeting, if the meeting notice, with a mail ballot attached, stated that dissolution would be discussed; except that cooperative associations with less than one hundred members may post notice of the discussion of such dissolution in a conspicuous place at their normal place of business for at least thirty days prior to such meeting. The board of directors by a two-thirds majority vote of its members shall first adopt a resolution recommending dissolution and submit it to the members, stating the reasons why the termination of the affairs of the association is deemed advisable, the time by which it should be accomplished, and shall also name three persons who are members of the association to act as trustees in liquidation who shall have full power to do all things necessary in liquidation and termination of the affairs of the association. Upon approval of the resolution to dissolve by the members, the association shall deliver to the secretary of state, for filing pursuant to part 3 of article
90
of this title, articles of dissolution. A certified copy of the articles of dissolution shall be filed with the county clerk in the county in which the principal business is transacted. All power of the directors shall cease and the persons appointed shall proceed to terminate the affairs of the association and realize upon its assets, pay its debts, and divide the remaining money among the members and holders of equity, as stated in the bylaws or, if not stated, in proportion to their property interests.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-14. L. 83: Entire section amended, p. 872, § 28, effective July 1. L. 96: Entire section amended, p. 545, § 11, effective July 1. L. 2002: Entire section amended, p. 1814, § 16, effective July 1; entire section amended, p. 1679, § 14, effective October 1. L. 2003: Entire section amended, p. 2218, § 60, effective 7/1/2004. L. 2004: Entire section amended, p. 1409, § 34, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-115 - Exemption from securities laws

Any security, patronage refund, per unit retain certificate, or evidence of membership issued or sold by a cooperative association as an investment in its stock or capital to the members of a cooperative association formed under this article or a similar law of any other state and authorized to transact business or conduct activities in this state is exempt from securities laws as contained in article
51
of title
11
, C.R.S. Such securities, patronage refunds, per unit retain certificates, or evidence of membership may be sold lawfully by the issuer or its members or salaried employees without the necessity of being registered as a broker or dealer under the "Colorado Securities Act", article
51
of title
11
, C.R.S.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-15. L. 75: Entire section amended, p. 272, § 2, effective June 29. L. 84: Entire section amended, p. 1116, § 1, effective June 7. L. 90: Entire section amended, p. 740, § 2, effective July 1. L. 96: Entire section amended, p. 546, § 12, effective July 1. L. 2003: Entire section amended, p. 2218, § 61, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-116 - Application of corporation laws

The provisions of articles
30
to
52
,
101
to
117
, and
121
to
137
of this title and all powers and rights thereunder shall apply to the associations organized under this article, except where such provisions are in conflict with or inconsistent with an express provision of this article.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-16. L. 93: Entire section amended, p. 858, § 18, effective 7/1/1994. L. 97: Entire section amended, p. 759, § 20, effective 7/1/1998. L. 2007: Entire section amended, p. 219, § 2, effective May 29.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-117 - Associations not in restraint of trade

No association formed under this article shall be deemed to be in restraint of trade or an illegal monopoly, or an attempt to lessen competition or to fix prices, nor shall the membership agreements or marketing contracts between the association and its members be illegal or in unlawful restraint of trade, or in any combination thereof to accomplish an improper or illegal purpose.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-17. L. 2003: Entire section amended, p. 2219, § 62, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-118 - Associations of other jurisdictions

Any cooperative corporation or association formed under generally similar law of another jurisdiction may carry on any proper activities, operations, and functions in this state upon compliance with part 8 of article
90
of this title, with all rights of cooperative associations formed pursuant to this article.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-18. L. 2003: Entire section amended, p. 2219, § 63, effective 7/1/2004. L. 2004: Entire section amended, p. 1410, § 35, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-119 - Quorum

A quorum for the election of directors, amending of the articles of incorporation, and conducting normal business at all meetings of the stockholders or members shall be five percent of the stockholders or members or fifty members or stockholders present in person, whichever is less. Nothing shall prevent the articles of incorporation or the bylaws of such association from requiring a larger percent as a quorum.
L. 73: R&RE, p. 433, § 1. C.R.S. 1963: § 30-1-19.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-120 - Incorporation fees

The fee for the incorporation of cooperative corporations or associations shall be determined and collected pursuant to section
24-21-104 (3)
, C.R.S., if formed with or without capital stock, payable to the secretary of state except as otherwise set forth in this article.
L. 73: R&RE, p. 434, § 1. C.R.S. 1963: § 30-1-20. L. 81: Entire section amended, p. 430, § 5, July 1. L. 2003: Entire section amended, p. 2219, § 64, effective 7/1/2004.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 55 - COOPERATIVES - GENERAL (§§ 7-55-101 — 7-55-121) › Section 7-55-121 - Periodic report

Part 5 of article
90
of this title, providing for periodic reports from reporting entities, applies to associations formed under or subject to this article.
L. 73: R&RE, p. 434, § 1. C.R.S. 1963: § 30-1-21. L. 83: Entire section amended, p. 873, § 29, effective July 1. L. 2003: Entire section amended, p. 2219, § 65, effective 7/1/2004. L. 2010: Entire section amended, (HB 10 -1403), ch. 404, p. 1993, § 2, effective August 11.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-101 - Short title

This article shall be known and may be cited as the "Colorado Cooperative Act".
L. 96: Entire article R&RE, p. 478, § 1, effective July 1.
This section is similar to former § 7-56-101 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-102 - Legislative declaration

(1)
The general assembly finds and declares that:
(a)
The cooperative form of doing business provides an efficient and effective method for persons to market their goods and services and to obtain services and supplies and it is in the best interests of the people of the state of Colorado to promote, foster, and encourage the utilization of cooperatives in appropriate instances;
(b)
The cooperative marketing law of the state of Colorado has provided for the promotion, fostering, and encouragement of the intelligent and orderly marketing of agricultural products through cooperation; has eliminated speculation and waste; has made distribution of agricultural products between producer and consumer more efficient; has stabilized the marketing of agricultural products; and has provided for the organization and incorporation of cooperative marketing associations for the marketing of such products, all as contemplated at the time of the original adoption of the cooperative marketing law;
(c)
It is in the best interests of the people of the state of Colorado to preserve the provisions of the cooperative marketing law as it has been in force and interpreted in the state and to continue the provisions thereof for agriculture, but also to expand the provisions of the law to provide greater direction and flexibility in its provisions and to enable all types of industries and enterprises to avail themselves of the benefits of the cooperative form of doing business in accordance with the provisions of this article;
(d)
It is in the best interests of the people of the state of Colorado to allow those cooperatives that have been formed under or are subject to other articles of this title, such as article 55, to remain under said article or to elect to come under this article.
L. 96: Entire article R&RE, p. 478, § 1, effective July 1. L. 2003: (1)(d) amended, p. 2219, § 66, effective 7/1/2004.
This section is similar to former § 7-56-102 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-104 - Filings by the secretary of state

(1)
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.
(2)
Repealed.
(3) to (6)
(Deleted by amendment, L. 2002, p. 1815, § 17, effective July 1, 2002; p. 1679, § 15, October 1, 2002.)
L. 96: Entire article R&RE, p. 481, § 1, effective July 1. L. 2002: Entire section amended, p. 1815, § 17, effective July 1; entire section amended, p. 1679, § 15, effective October 1. L. 2003: (1) amended, p. 2220, § 68, effective 7/1/2004. L. 2004: (2) repealed, p. 1410, § 37, effective July 1.
This section is similar to former §§ 7-56-104 and 7-56-132 as they existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-105 - [Repealed]

L. 96: Entire article R&RE, p. 482, § 1, effective July 1. L. 2002: Entire section repealed, p. 1861, § 163, effective July 1; entire section repealed, p. 1728, § 163, effective October 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-106 - Periodic and other reports

(1)
Part 5 of article
90
of this title, providing for periodic reports from reporting entities, applies to cooperatives formed under or subject to this article.
(2)
The commissioner of agriculture may, by regulation, require reports from any cooperative formed pursuant to this article that limits its membership to agricultural producers.
(3)
Upon the dissolution of an agricultural cooperative formed under this article, the cooperative shall provide a copy of the articles of dissolution of the cooperative to the commissioner of agriculture.
L. 96: Entire article R&RE, p. 483, § 1, effective July 1. L. 2003: Entire section amended, p. 2220, § 69, effective 7/1/2004. L. 2004: (1) and (3) amended, p. 1410, § 38, effective July 1. L. 2010: (1) amended, (HB 10 -1403), ch. 404, p. 1993, § 3, effective August 11.
This section is similar to former § 7-56-122 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 1 - GENERAL PROVISIONS (§§ 7-56-101 — 7-56-107) › Section 7-56-107 - Cooperative records

(1)
A cooperative shall keep as permanent records minutes of all meetings of its members and of the board, a record of all actions taken by the members or the board without a meeting by a written unanimous consent in lieu of a meeting, and a record of all waivers of notices of meetings of the members and of the board.
(2)
A cooperative shall maintain appropriate accounting records.
(3)
A cooperative shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time.
(4)
A cooperative shall keep a copy of each of the following records at its principal office:
(a)
Its articles of incorporation or other governing instrument;
(b)
Its bylaws or other similar instrument;
(c)
A record of the names and addresses of its members, in a form that permits preparation of a list of members that is alphabetical and that shows each member's address and the investment qualifying a member to vote held by each member;
(d)
The minutes of members' meetings, and records of all actions taken by members without a meeting by unanimous written consent in lieu of a meeting, for the past three years;
(e)
All written communications within the past three years to members as a group or to any class of members as a group;
(f)
A list of the names and business addresses of its current board of directors and officers;
(g)
A copy of its most recent periodic report delivered to the secretary of state pursuant to part 5 of article
90
of this title; and
(h)
All financial statements prepared for periods ending during the last fiscal year.
(5)
Except as otherwise limited by this article, the board of directors of a cooperative shall have discretion to determine what records are appropriate for the purposes of the cooperative, the length of time records are to be retained, and policies relating to the confidentiality, disclosure, inspection and copying of the records of the cooperative.
L. 96: Entire article R&RE, p. 483, § 1, effective July 1. L. 2000: (4)(g) amended, p. 950, § 6, effective July 1. L. 2003: (4)(g) amended, p. 2220, § 70, effective 7/1/2004. L. 2010: (4)(g) amended, (HB 10 -1403), ch. 404, p. 1994, § 4, effective August 11.
This section is similar to former § 7-56-122 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-203 - Restated articles

(1)
The board may restate the articles at any time with or without membership action.
(2)
The restatement may include one or more amendments to the articles. If the restatement includes an amendment requiring approval by the members, it shall be adopted as provided in section
7-56-202
.
(3)
If the board submits a restatement for action by the members, the cooperative shall give notice, in accordance with section
7-56-202
, to each member entitled to vote on the restatement at 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.
(4)
A cooperative restating its articles shall deliver to the secretary of state, for filing pursuant to part 3 of article
90
of this title, articles of restatement stating:
(a)
The domestic entity name of the cooperative; and
(b)
The text of the restated articles of incorporation.
(c) and (d)
(Deleted by amendment, L. 2004, p. 1412, § 41, effective July 1, 2004.)
(e)
(Deleted by amendment, L. 2002, p. 1817, § 20, effective July 1, 2002; p. 1681, § 18, effective October 1, 2002.)
L. 96: Entire article R&RE, p. 487, § 1, effective July 1. L. 2000: (4)(a) amended, p. 950, § 9, effective July 1. L. 2002: IP(4) and (4)(e) amended, p. 1817, § 20, effective July 1; IP(4) and (4)(e) amended, p. 1681, § 18, effective October 1. L. 2003: IP(4) amended, p. 2222, § 73, effective 7/1/2004. L. 2004: (4) amended, p. 1412, § 41, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-204 - Cooperatives desiring to relinquish provisions of this article

(1)
Any cooperative formed under or that has elected to be subject to this article may relinquish being bound by the provisions of this article by amending its articles in the manner provided in section
7-56-202(2)
; except that the amendment shall be approved by a two-thirds majority of all the members present and voting in person or in any other manner authorized by the cooperative pursuant to section
7-56-305(1)
unless a greater vote is required by the articles or bylaws.
(2)
The board shall present to the members for approval, as described in subsection (1) of this section, a plan to relinquish the provisions of this article, including:
(a)
A statement as to what type of business entity the cooperative is to become after the plan has been adopted;
(b)
A statement as to what will be the effect on equities of the cooperative after the plan has been adopted; and
(c)
A statement as to the procedures and mechanisms for changing the cooperative to another type of entity.
(3)
Amendments to the articles shall be delivered to the secretary of state for filing pursuant to part 3 of article
90
of this title.
L. 96: Entire article R&RE, p. 488, § 1, effective July 1. L. 2002: (3) amended, p. 1817, § 21, effective July 1; (3) amended, p. 1681, § 19, effective October 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-205 - Entities formed under other law but subject to this article

Any domestic entity or foreign entity authorized to transact business or conduct activities in this state and engaged in any of the activities enumerated in this article but formed under any other law may be considered for all purposes as subject to this article by amending its constituent operating document as necessary to conform to this article and delivering to the secretary of state, for filing pursuant to part 3 of article
90
of this title, a statement that the entity has determined to accept the benefits of and to be bound by the provisions of this article and has amended its constituent operating document as necessary to conform to this article by amendments adopted in accordance with applicable law and its constituent operating document.
L. 96: Entire article R&RE, p. 488, § 1, effective July 1. L. 2002: Entire section amended, p. 1817, § 22, effective July 1; entire section amended, p. 1681, § 20, effective October 1. L. 2003: Entire section amended, p. 2222, § 74, effective 7/1/2004. L. 2004: Entire section amended, p. 1412, § 42, effective July 1.
This section is similar to former § 7-56-133 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-206 - [Repealed]

L. 96: Entire article R&RE, p. 489, § 1, effective July 1. L. 97: (1)(f) amended, p. 759, § 21, effective 7/1/1998. L. 2000: Entire section repealed, p. 990, § 109, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-207 - [Repealed]

L. 96: Entire article R&RE, p. 490, § 1, effective July 1. L. 2000: IP(1) amended, p. 950, § 11, effective July 1. L. 2003: (1)(a) and (2) amended, p. 2223, § 75, effective 7/1/2004. L. 2004: (2) amended, p. 1412, § 43, effective July 1; (1)(a) amended, p. 1010, § 18, effective August 4. L. 2008: Entire section repealed, p. 18, § 2, effective August 5.
This section was similar to former §§ 7-55-111 and 7-56-124 as they existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-209 - Agricultural marketing cooperatives

(1)
It is hereby recognized that agriculture is characterized by individual production in contrast to the group or factory system that characterizes other forms of industrial production; that the ordinary form of corporate organization permits industrial groups to combine for the purpose of group production and the ensuing group marketing and that the public has an interest in permitting producers of agricultural products to bring to their industry the high degree of efficiency and merchandising skill evidenced in the manufacturing industries; that the public interest urgently needs to prevent the migration from rural to urban communities in order to enhance production of agricultural products and to preserve the agricultural supply of the nation; that the public interest demands that producers of agricultural products be encouraged to attain a more efficient system of marketing their products and procurement of the necessary equipment and supplies through cooperatives.
(2)
Upon written request to the commissioner of agriculture by any three persons, the commissioner or a duly authorized representative of the commissioner may supply a written summary of the most current survey prepared by the department of agriculture, if any exists, of the business conditions affecting the proposed purposes of the cooperative, particularly the commodities to be handled. When such a summary is supplied, the commissioner or a representative of the commissioner may separately set forth an opinion, stating the reasons therefor, regarding the viability of the proposed venture.
(3)
In addition, the department of agriculture may, at the discretion of the commissioner or a representative of the commissioner, provide other assistance to persons who seek to organize an agricultural cooperative.
L. 96: Entire article R&RE, p. 492, § 1, effective July 1.
This section is similar to former §§ 7-56-105 and 7-56-106 as they existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 2 - INCORPORATION (§§ 7-56-201 — 7-56-210) › Section 7-56-210 - Renewable energy cooperatives

(1)
It is the policy of this state to encourage local ownership of renewable energy generation facilities to improve the financial stability of rural communities.
(2)
Subject to the provisions of this article, a renewable energy cooperative may be organized for the purpose of promoting electric energy efficiency technologies to its members, generating electricity from renewable resources and technologies, and transmitting and selling the electricity at wholesale.
(3)
For purposes of this section, "renewable resources or technologies" means biomass, geothermal energy, solar energy, small hydroelectricity, and wind energy. Hydrogen derived from biomass, geothermal energy, solar energy, small hydroelectricity, and wind energy is also considered to be renewable energy for the purposes of this article. "Renewable resources or technologies" does not include pumped storage facilities; hydroelectricity other than small hydroelectricity; coal, natural gas, oil, propane, or any other fossil fuel; or nuclear energy. "Renewable resources or technologies" also does not include hydrogen derived from pumped storage facilities; hydroelectricity other than small hydroelectricity; coal, natural gas, oil, propane, or any other fossil fuel; or nuclear energy.
L. 2004: Entire section added, p. 1121, § 1, effective May 27.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 3 - MEMBERS AND OWNERSHIP (§§ 7-56-301 — 7-56-309) › Section 7-56-302 - Member meetings - how called - notice

(1)
In its bylaws, each cooperative shall provide for one or more regular member meetings annually. Either the board or such officers as are designated in the bylaws shall have the right to call a special meeting of the members at any time, and the president, or other officer designated in the bylaws, shall call a special meeting to be held within sixty days upon petition by ten percent of the total number of members stating the specific business to be brought before the meeting. The board or the person calling the special meeting shall determine the date, time, and place of the meeting.
(2)
Written notice of all member meetings shall be mailed to each member at that member's last-known address or transmitted to each member in such other manner as may be provided in the bylaws at least ten days prior to the meeting. Notice of any special meeting shall include a statement of the purpose for the meeting. At all regular meetings of members of the cooperative, any and all lawful business may be brought before the meeting regardless of whether stated in the notice of the meeting; except that amendments to the articles or the bylaws of the cooperative or other action required to be stated in the notice of the meeting by this article shall not be subject to action unless notice thereof is stated in the notice of the meeting. At all special meetings of the members of the cooperative, business brought before the meeting shall be limited to the purpose stated in the notice.
(3)
Actions taken or agreed to be taken during a member meeting shall not be invalidated on account of any member's failure to receive notice of a meeting if reasonable effort has been made to give notice in accordance with this section.
(4)
Lawful actions or other membership votes may be taken by the cooperative in lieu of or without a member meeting if all members entitled to act or vote with respect to the action agree to that action by unanimous written consent.
L. 96: Entire article R&RE, p. 495, § 1, effective July 1. L. 2003: (2) amended, p. 2225, § 78, effective 7/1/2004.
This section is similar to former § 7-56-112 as it existed prior to 1996.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 3 - MEMBERS AND OWNERSHIP (§§ 7-56-301 — 7-56-309) › Section 7-56-304 - Quorum

(1)
A quorum for conducting business at all meetings of the members shall be five percent of the total number of members or thirty members present in person at the meeting, whichever is less. Members present and voting in person or in any other manner authorized by the cooperative pursuant to section
7-56-305(1)
shall be counted toward the quorum with respect to that matter. Nothing shall prevent the articles or the bylaws of a cooperative from requiring a greater number of members or percentage thereof as a quorum.
(2)
An action by a cooperative is not valid in the absence of a quorum at the meeting at which the action was taken, unless the action taken is subsequently ratified by the required number of members.
L. 96: Entire article R&RE, p. 497, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 7 - CORPORATIONS AND ASSOCIATIONS (§§ 7-1-101 — 7-137-301) › ASSOCIATIONS (§§ 7-55-101 — 7-58-1704) › Article 56 - COOPERATIVES (§§ 7-56-101 — 7-56-901) › Part 3 - MEMBERS AND OWNERSHIP (§§ 7-56-301 — 7-56-309) › Section 7-56-306 - Reserves, distributions, and patronage refunds

(1)
A cooperative shall periodically set aside a portion of net margins, per unit retains, or other funds that is reasonable as determined by the board or in accordance with the articles or bylaws, for reserves, distributions, patronage refunds, capital, or other lawful business purposes.
(2)
Net margins, after deductions for reasonable reserves and for allowances for income tax, shall be calculated and allocated on a patronage basis at least once every twelve months to members or to members and other qualified persons on an equitable basis as determined by the board or in accordance with the articles or bylaws. This section shall not be construed as prohibiting the retention of net margins, excess per unit retains, or other funds allocated to members as a means of providing capital for the cooperative.
(3)
If a cooperative has retained net margins or other funds allocated to members, the board shall have the right in accordance with the articles, bylaws, and policies established by the board to redeem or retire the net margins or other funds so retained. All decisions relating to the redemption or retirement of such funds shall be made solely by the board.
L. 96: Entire article R&RE, p. 498, § 1, effective July 1.