Colorado Revised Statutes

Colo. Rev. Stat. § 7-80-401 (2026)

Management of limited liability company

✓ current as of July 2026

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(1) Except as provided in subsection (2) of this section, decisions with respect to a limited liability company shall be made by a majority of the members or, if the limited liability company has one or more managers, by a majority of the managers. (2) The consent of each member is necessary to: (a) Amend the articles of organization; (b) Amend the operating agreement; and (c) Authorize an act of the limited liability company that is not in the ordinary course of the business of the limited liability company. (3) A person or persons who will be admitted as a member or members pursuant to section 7-80-701 (2) may, by unanimous consent, amend the operating agreement to be effective immediately before the admission of the person or persons.

Source: L. 2004: Entire part R&RE, p. 938, § 6, effective July 1. L. 2006: (1) amended and (3) added, p. 857, § 21, effective July 1.

Editor's note: This section is similar to former § 7-80-401 as it existed prior to 2004.

Notes of Decisions

Cited in 1 case (1 in the last 5 years), 2023–2023 · leading case: Peterson v. Pickering (D. Colo. 2023).

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Peterson v. Pickering (D. Colo. 2023). “§ 7-80-401 (1), which provides that (with limited inapplicable exceptions): “decisions with respect to a limited liability company shall be made by a majority of the members or, if the limited liability company has one or more managers, by a majority of the managers.”

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