Colorado Corporation Charter Amendment and Name-Change Packet

COLORADO CORPORATION CHARTER AMENDMENT AND NAME-CHANGE PACKET

Important Use Gate

Use only for a Colorado domestic business corporation amending its articles or certificate of incorporation, including a legal-name change. Do not use for a nonprofit, professional, public-benefit, cooperative, regulated, foreign, insolvent, bankrupt, merged, converted, defective-act, or control-disputed entity without a separate current-law workflow.

Do not file this packet. Colorado lists Articles of Amendment for a profit corporation as an online filing after an entity-record search; it lists no paper form. Transfer approved amendment information to that official transaction and review its current instructions immediately before submission. A saved fee, signature method, or portal route is not authoritative.

Keep a bylaw-only change separate. A registered-agent, registered-office, annual-report, assumed-name, tax-election, license, or foreign-registration change may require a different filing.

1. Corporation and Amendment Profile

Attach the current charter and every amendment or restatement, bylaws, stock ledger, class and series terms, voting or shareholder agreements, board and shareholder records, current state entity record, and affected contracts, licenses, financing, tax, trademark, and foreign-qualification records.

2. Classification and Approval Gate

For an amendment requiring shareholder approval, Colorado permits the board or holders of at least ten percent of all votes entitled to be cast on the amendment to propose it. The board recommends unless shareholders proposed it or conflict or special circumstances support no recommendation. Meeting notice goes to shareholders entitled to vote and must include a copy or summary. Approval is calculated through §§ 7-107-206 and 7-107-207, separate voting groups, and any greater valid requirement. Section 7-110-102 allows specified board-only amendments, including limited corporate-name changes; § 7-110-105 provides a separate route before shares are issued.

Core authority verified for this packet: C.R.S. §§ 7-110-102 through 7-110-106.

Do not authorize or file the amendment until every applicable constituency, notice, quorum, vote, consent, and special-right issue is documented from current authority.

3. Amendment Text and Name Control

Proposed legal name: [________________________________]

☐ Checked the current state entity-name record on [__/__/____].

☐ Checked required corporate designators and any restricted-word approval.

☐ Reviewed trademark, assumed-name, domain, licensing, lender, contract, tax, and foreign-jurisdiction consequences separately.

☐ Confirmed the amendment text is complete and can stand alone after filing.

A state name search or reservation is a dated administrative check, not a guarantee of acceptance or trademark rights.

4. Internal Approval Record

Board Action or Shareholder Proposal

Approval route (select one and attach its legal basis):

☐ Board-only amendment within C.R.S. § 7-110-102. Identify the precise permitted change and confirm any charter limitation: [________________________________].

☐ No shares issued: directors, or incorporators if no directors have been elected, adopt the amendment under C.R.S. § 7-110-105. Attach the adoption record.

☐ The board proposes the amendment below for submission to shareholders. It [RECOMMENDS APPROVAL / MAKES NO RECOMMENDATION]; if it makes no recommendation, attach the conflict or special-circumstances basis communicated with the amendment.

☐ Holders of shares representing at least ten percent of all votes entitled to be cast propose the amendment below. Attach their proposal and voting-power evidence; this record does not claim board proposal or recommendation.

For the board route, the board reviewed the current charter, proposed amendment, bylaws, capitalization, class rights, voting agreements, contracts, licenses, financing, tax, name, and implementation consequences.

RESOLVED, only if the board proposal route is checked, that the board proposes the following amendment for submission to shareholders, subject to the approvals documented in Section 2:

Current article or identifier: [________________________________]

Complete amendment text:

[____________________________________________________________]

RESOLVED, that the approval route, voting groups, notice, quorum, vote, and any separate consent are those documented in Section 2;

RESOLVED, that [NAME / TITLE] may prepare the current state filing but may submit it only after counsel confirms every statutory and filing prerequisite;

RESOLVED, that a material filing correction or change in amendment text must return for renewed authority.

Shareholder and Voting-Group Record

Attach notice and delivery proof, the amendment, recommendation or permitted explanation, voting ledger, proxies, ballots, minutes, written consents, and class-right analysis.

5. Filing Draft and Live Recheck

Articles of amendment state the domestic entity name, complete amendment text, and any exchange, reclassification, or cancellation implementation not contained in the amendment. The Secretary of State's online instructions provide a new-name field and require an attachment for other amendments; verify the current transaction fields before submission.

Prepared filing text or attachment:

[____________________________________________________________]

6. Post-Acceptance Implementation

Use transition wording where useful: [NEW NAME], formerly known as [OLD NAME]. Do not assume a state charter filing automatically updates another agency, contract, account, permit, or jurisdiction.

7. Completion Certificate

The undersigned confirms that the amendment was correctly classified; the current charter, bylaws, capitalization, and special rights were reviewed; each required board, shareholder, voting-group, contractual, and regulatory approval was documented; the accepted state filing is retained; and implementation tasks are complete or assigned.

Authorized officer: [________________________________]

Signature: [________________________________] Date: [__/__/____]

Sources and References

• Official Colorado amendment authority
• Secretary of State business forms and profit-corporation amendment instructions

C.R.S. §§ 7-110-102 through 7-110-106 and the Secretary of State filing instructions checked on 2026-10-27. Recheck current statutes, later legislation, forms, fees, filing instructions, name availability, signature rules, and effective-date options immediately before use.