Colo. Rev. Stat. » Title 7
Colorado Revised Statutes

Colo. Rev. Stat. § 7-108-101 (2026)

Requirement for board of directors

✓ current as of July 2026
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(1) Except as otherwise provided in its articles of incorporation, each corporation shall have a board of directors.

(2) Subject to any provision stated in the articles of incorporation, all corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation managed under the direction of, the board of directors or such other persons as the articles of incorporation provide shall have the authority and perform the duties of a board of directors.

Source: L. 93: Entire article added, p. 778, § 1, effective July 1, 1994. L. 2003: (2) amended, p. 2319, § 238, effective July 1, 2004.

Notes of Decisions
Cited in 3 cases, 1999–2013 · leading case: Leonard v. McMorris, 63 P.3d 323 (Colo. 2003).
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Leonard v. McMorris, 63 P.3d 323 (Colo. 2003). · cites it 4× “[4] The individual officers who filed the petition did not act wrongfully or on their own initiative.”
Weinstein v. Colborne Foodbotics, LLC, 302 P.3d 263 (Colo. 2013). “§ 7-108-101(5). The Colorado Business Corporation Act is more detailed than the LLC Act, and, unlike the provisions of the LLC Act, the provisions of the Colorado Business Corporation Act control over a corporation's articles of incorporation.”
Hirsch v. Jones Intercable, Inc., 984 P.2d 629 (Colo. 1999). “, § 7-108-101(2), 2 C.R.S. (1998) ("Subject to any provision set forth in the articles of incorporation, all corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation managed under the direction of, the board of directors…”
Colo. Rev. Stat. § 7-108-101(2): 2 cases
Leonard v. McMorris, 63 P.3d 323 (Colo. 2003). “[4] The individual officers who filed the petition did not act wrongfully or on their own initiative.”
Hirsch v. Jones Intercable, Inc., 984 P.2d 629 (Colo. 1999). “, § 7-108-101(2), 2 C.R.S. (1998) ("Subject to any provision set forth in the articles of incorporation, all corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation managed under the direction of, the board of directors…”
Colo. Rev. Stat. § 7-108-101(5): 1 case
Weinstein v. Colborne Foodbotics, LLC, 302 P.3d 263 (Colo. 2013). “§ 7-108-101(5). The Colorado Business Corporation Act is more detailed than the LLC Act, and, unlike the provisions of the LLC Act, the provisions of the Colorado Business Corporation Act control over a corporation's articles of incorporation.”
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