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

Colo. Rev. Stat. § 7-80-407 (2024)

Reimbursement and indemnification of members and managers

✓ C.R.S. 2024: the 2025 and 2026 sessions are not included
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A limited liability company shall reimburse a person who is or was a member or manager for payments made, and indemnify a person who is or was a member or manager for liabilities incurred by the person, in the ordinary course of the business of the limited liability company or for the preservation of its business or property, if such payments were made or liabilities incurred without violation of the person's duties to the limited liability company.

Source: L. 2004: Entire part R&RE, p. 940, § 6, effective July 1. L. 2006: Entire section amended, p. 859, § 26, effective July 1.

Editor's note: This section is similar to former § 7-80-410 as it existed prior to 2004.

Notes of Decisions
Cited in 3 cases, 2014–2019 · leading case: Gagne v. Gagne, 2019 COA 42, 459 P.3d 686.
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Gagne v. Gagne, 2019 COA 42, 459 P.3d 686. · cites it 3× “2018 (lending money to the company); § 7-80-407, C.R.S. 2018 (reimbursements for liabilities incurred in the ordinary course of business).”
Gagne v. Gagne, 2014 COA 127, 338 P.3d 1152. · cites it 4× “See § 7-80-407, C.R.S.2014. 169 Although Richard contends that disgorgement is required under section 7-80-407 because Paula allegedly violated her duties to the LLCs, we will not consider this argument because Richard made it for the first time on appeal.”
LaFond v. Sweeney, 2015 CO 3, 343 P.3d 939. · cites it 2× “" § 7-80-407, C.R.S. (2014). 1 18 Members or managers may include in the operating agreement any provisions regarding "the conduct of its business to the extent such provisions are consistent with law.”
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