Corporations And Associations - Digest of Bills

Digest of Bills - 2000

CORPORATIONS AND ASSOCIATIONS
H.B. 00-1489 Corporate entities - entity names - period reports - mergers - conversions - catalog sales. Consolidates references to for-profit corporations, nonprofit corporations, limited liability companies, limited liability limited partnerships, registered limited liability limited partnerships, cooperatives, and associations as domestic entities. Requires that domestic entity names, periodic reports, amendments, dissolutions, name reservations, and registrations be filed with the secretary of state. Beginning January 1, 2001, requires that periodic reports be filed annually. Requires that both domestic entities and foreign entities have distinguishable names as is required of any other entity in Colorado. Adds definitions of relevant terms to laws concerning corporations.

Provides that, in the case of conflict between the organic statute and provisions in the constituent documents, the provisions of the constituent documents control. Revises provisions concerning mergers of foreign and domestic entities. Specifies that every merger in Colorado will require a domestic constituent document.

Outlines laws concerning domestic entity names, foreign entity names, assumed names of foreign entities, and registered names of foreign entities. Clarifies changes to corporate names.

Changes the percentage of annual revenues generated from catalog sales to 37.5% from 50% for exclusions to solicitation and representation rules for the purposes of deceptive trade practices.

APPROVED by Governor May 25, 2000
EFFECTIVE July 1, 2000