NOTE: The governor signed this measure on 6/6/2016.
      
      
      HOUSE BILL 16-1329
      
      
      BY REPRESENTATIVE(S) Lee, Arndt, Conti, Garnett, Kagan,
      Kraft-Tharp, Lontine, Nordberg, Pabon, Priola, Rosenthal, Sias, Williams,
      Wist;
      also SENATOR(S) Scheffel and Heath.
      
      
      Concerning laws governing limited liability companies codified
           in article 80 of title 7 of the Colorado Revised Statutes.
      
      
      Be it enacted by the General Assembly of the State of Colorado:
      
           SECTION 1.  In Colorado Revised Statutes, 7-80-102, amend (4)
      as follows:
      
           7-80-102.  Definitions. As used in this article, unless the context
      otherwise requires:
      
           (4)  "Contribution" means anything of value that a person
      contributes to a limited liability company as a prerequisite to becoming
      become a member in the limited liability company or in the capacity of a
      member in the limited liability company, including cash, property, or
      services rendered or a promissory note or other binding obligation to
      contribute cash or property or to perform services.
      
           SECTION 2.  In Colorado Revised Statutes, 7-80-107, add (3) as
      follows:
      
           7-80-107.  Application of corporation case law to set aside
      limited liability. (3)  A limited liability company's status for
      federal tax purposes does not affect its status as a distinct entity
      organized and existing under this article.
      
           SECTION 3.  In Colorado Revised Statutes, 7-80-108, add (5) as
      follows:
      
           7-80-108.  Effect of operating agreement - nonwaivable
      provisions - statute of frauds. (5)  An operating agreement is not
      subject to any statute of frauds, including section 38-10-112,
      C.R.S., regarding void agreements, but not including any
      requirement under this article that a particular action or
      provision be reflected in a writing.
      
           SECTION 4.  In Colorado Revised Statutes, 7-80-404, add (6) as
      follows:
      
           7-80-404.  Duties of members and managers. (6)  A member is
      not entitled to remuneration for services performed for the
      limited liability company except for reasonable compensation for
      services rendered in winding up the business of the limited
      liability company.
      
           SECTION 5.  Act subject to petition - effective date -
      applicability. (1)  This act takes effect at 12:01 a.m. on the day following
      the expiration of the ninety-day period after final adjournment of the
      general assembly (August 10, 2016, if adjournment sine die is on May 11,
      2016); except that, if a referendum petition is filed pursuant to section 1 (3)
      of article V of the state constitution against this act or an item, section, or
      part of this act within such period, then the act, item, section, or part will
      not take effect unless approved by the people at the general election to be
      held in November 2016 and, in such case, will take effect on the date of the
      official declaration of the vote thereon by the governor.
      
           (2)  This act applies to conduct occurring on or after the applicable
      effective date of this act.
      
      
      
      
      ________________________________________________________
      Dickey Lee Hullinghorst                Bill L. Cadman
      SPEAKER OF THE HOUSE                     PRESIDENT OF
      OF REPRESENTATIVES                         THE SENATE
      
      
      
      
      
      
      ____________________________  ____________________________
      Marilyn Eddins                            Effie Ameen
      CHIEF CLERK OF THE HOUSE                 SECRETARY OF
      OF REPRESENTATIVES                         THE SENATE
      
      
      
      
                  APPROVED________________________________________
      
      
      
      
      
                                    _________________________________________
                                    John W. Hickenlooper
                                    GOVERNOR OF THE STATE OF COLORADO