C.R.S. Section 7-64-1002
Registration

(1)

A domestic partnership governed by this article may register as a limited liability partnership, and a domestic limited partnership that has made the election provided for in section 7-61-129 or section 7-62-1104 may register as a limited liability limited partnership, by delivering to the secretary of state, for filing pursuant to part 3 of article 90 of this title, a statement of registration. If a certificate of limited partnership is being filed, the statement of registration may be included in the certificate of limited partnership.

(2)

The statement of registration shall be approved in the manner provided in the partnership agreement or, if not so provided, shall be approved by all of the general partners.

(3)

The statement of registration shall state:

(a)

The name that has been the true name of the domestic partnership or of the domestic limited partnership and the name that will be the domestic entity name of the domestic limited liability partnership or domestic limited liability limited partnership, which domestic entity name shall comply with part 6 of article 90 of this title;

(b)

The principal office address of its principal office; and

(c)

The registered agent name and registered agent address of its registered agent.
(d)(Deleted by amendment, L. 2004, p. 1452, § 162, effective July 1, 2004.)(4) Part 8 of article 90 of this title, providing for the transaction of business or the conduct of activities by foreign entities, applies to foreign limited liability partnerships and foreign limited liability limited partnerships.

(5)

A domestic limited liability partnership or a domestic limited liability limited partnership may cease to be a domestic limited liability partnership or a domestic limited liability limited partnership by delivering to the secretary of state, for filing pursuant to part 3 of article 90 of this title, a statement of withdrawal of registration. The statement of withdrawal of registration shall be approved in the manner provided in the partnership agreement or, if not so provided, shall be approved by all of the general partners. The withdrawal of registration shall be effective upon the effective date of the statement of withdrawal of registration.

(6)

A domestic partnership or a domestic limited partnership that has been registered under this part 10 is for all purposes the same entity that existed before it registered. A domestic partnership or a domestic limited partnership that withdraws its registration as a domestic limited liability partnership or a domestic limited liability limited partnership is for all purposes the same entity that existed before it withdrew its registration.

(7)

Except as to persons who were partners at the time of filing, the filing of a statement of registration shall be conclusive that all conditions precedent to registration under this section have been met.

Source: Section 7-64-1002 — Registration, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-07.­pdf (accessed Oct. 20, 2023).

7‑64‑101
Definitions 7‑64‑102
Knowledge and notice 7‑64‑103
Effect of partnership agreement - nonwaivable provisions - statute of frauds 7‑64‑104
Supplemental principles of law 7‑64‑105
Filing and recording of statements 7‑64‑106
Law governing internal relations 7‑64‑107
Partnership subject to amendment or repeal of article 7‑64‑201
Partnership as entity 7‑64‑202
Formation of partnership 7‑64‑203
Partnership property 7‑64‑204
When property is partnership property 7‑64‑205
Admission without contribution or transferrable interest 7‑64‑301
Partner agent of partnership 7‑64‑302
Transfer of partnership property 7‑64‑303
Statement of partnership authority 7‑64‑304
Statement of denial 7‑64‑305
Partnership liable for partner’s actionable conduct 7‑64‑306
Partner’s liability 7‑64‑307
Actions by and against partnership and partners 7‑64‑308
Liability of purported partner 7‑64‑401
Partner’s rights and duties 7‑64‑402
Distributions in kind 7‑64‑403
Partner’s rights and duties with respect to information 7‑64‑404
General standards of partner’s conduct 7‑64‑405
Actions by partnership and partners 7‑64‑406
Continuation of partnership beyond definite term or particular undertaking 7‑64‑501
Partner not co-owner of partnership property 7‑64‑502
Partner’s transferable interest in partnership 7‑64‑503
Transfer of partner’s transferable interest 7‑64‑504
Partner’s transferable interest subject to charging order 7‑64‑601
Events causing partner’s dissociation 7‑64‑602
Partner’s power to dissociate - wrongful dissociation 7‑64‑603
Effect of partner’s dissociation 7‑64‑701
Purchase of dissociated partner’s interest 7‑64‑702
Dissociated partner’s power to bind and liability to partnership 7‑64‑703
Dissociated partner’s liability to other persons 7‑64‑704
Statement of dissociation 7‑64‑705
Continued use of partnership name 7‑64‑801
Events causing dissolution and winding up of partnership business 7‑64‑802
Partnership continues after dissolution 7‑64‑803
Right to wind up partnership business 7‑64‑804
Partner’s power to bind partnership after dissolution 7‑64‑805
Statement of dissolution 7‑64‑806
Partner’s liability to other partners after dissolution 7‑64‑807
Settlement of accounts and contributions among partners 7‑64‑1001
Definitions 7‑64‑1002
Registration 7‑64‑1004
Limitations on distributions to general partner 7‑64‑1007
Periodic reports 7‑64‑1008.5
Registered agent - service of process 7‑64‑1009
Application of corporation case law to set aside limited liability 7‑64‑1010
Scope of part - choice of law - application to professions and occupations 7‑64‑1101
Filing requirements 7‑64‑1201
Uniformity of application and construction 7‑64‑1202
Title 7‑64‑1203
Severability clause 7‑64‑1204
Effective date 7‑64‑1205
Applicability 7‑64‑1206
Saving clause
Green check means up to date. Up to date

Current through Fall 2024

§ 7-64-1002’s source at colorado​.gov