Colorado Articles of Incorporation (Article 55) Cooperative Public Benefit Corporation

The Colorado Articles of Incorporation (Article 55) Cooperative Public Benefit Corporation provides a quick and easy to use online form that enables Incorporators to submit this form in real time. This means that as soon as the form is filled out, required documents attached, and payment for the $50.00 filing fee (via major credit card) have been submitted successfully, the party submitting will get an immediate confirmation the Colorado Secretary of State has received the online package for review. The Transaction Confirmation page will contain an image of the articles that have been submitted with an “E-Filed” stamp at the top of the first image in the center. The image of the submitted articles will also contain the file date and the Document I.D. number on the top right of the image. It is highly recommended to print this and save it for one’s hard copy records.

It should be noted the Colorado Secretary of State prefers to communicate primarily online. Thus, it  is also recommended to sign up for email notifications. This can be done on the Colorado Secretary of State home page (http://www.sos.state.co.us) near the bottom of the screen. Once you have entered your email name in the text box near the bottom you will receive instructions on which notifications concerning the newly formed entity you wish to receive.

How To File

Step 1 – The “File a Form” page, maintained on the Colorado Secretary of State’s website, will contain all the online Articles of Incorporation Forms. Locate the heading, “Public Benefit Corporation,” in the bottom right area, then select the link labeled “Cooperative Association (Article 55).” This will direct you to the first page of the online form where you may submit information regarding the cooperative association public benefit corporation being formed as per Article 55 of Colorado State Statues. Open this page here: http://www.sos.state.co.us/biz/FileDoc.do

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Step 2 – Locate the text box near the bottom of the page labeled “Enter the exact name you want to use in Colorado.” Here, enter the name of the corporation being formed. Make sure to include “Public Benefit Corporation,” “P.B.C.,” “or “PBC” in the full name of the entity. Then select the button labeled as “Next.” This will direct the browser to the remaining online form.

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Step 3 – The top section will identity your company to the information you are about to enter. Make sure the proper name the corporation being formed is listed correctly next to “Entity Name.”

Step 4 – The second section, or “Principal office address,” requires the full address entered under the heading “Street Address.” You will have to Address lines to enter where the corporation’s Principal Office is physically located, then enter the corresponding City, State, Zip/Postal Code, and Country. You may enter a Province if it is applicable.

Step 5 – Under “Mailing Address,” in the “Principal office address” section, report the address where the Principal Office receives mail only if it is different from the Street Address. If so then, enter the physical address of the mail location, the City, State, Zip/Postal Code, Province (if applicable), and country.

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Step 6 – The section below this will require you to define the Registered Agent in the item labeled “Name.” If this is an individual then report the Last Name, First Name, Middle Name, and choose a Suffix from the drop down menu (if applicable). However if this is an entity, such as another corporation, then enter the full name of this party next to the words “If an entity” in the text box provided. Note: Populating both the individual name line and the entity line is cautioned against.

Step 7 – Next will be the two items where you must report where the Registered Agent is physically located. If he/she/it receives mail at a different location, you must report this as well. Enter the physical location of the Registered Agent under the heading “Street Address” (Address, City, Zip Code). Then, if there is a different mailing address, enter where the Registered Agent receives mail under “Mailing Address” (Address, City, Zip Code). There will be a box beneath the Registered Agent Address items which must be checked. This box will state the Registered Agent recognizes and accepts the responsibilities of receiving court document in the case the corporation being formed is sued.

Step 8 – The next section contains one statement, “The purpose of the corporation are:” and a text box. Here, define why the corporation is being formed, how it will operate, and its activity goal as a cooperative public benefit corporation.

Step 9 – You must provide an attachment to the articles that (amongst other things) will include each Incorporator’s True Name and Mailing Address, the number of directors and their terms (minimum three), how much authorized capital stock this company may distribute along (include its divisions and par value), how many authorized exist, each one’s capital subscription, a definition for the process of determining property rights and interests for members without stock. Under the heading “Attach Additional Information” verify that you will be attaching files constituting all the required documents that must be submitted with this form by checking the bubble next to the word “Yes.” If not, then check the bubble next to the word “No.”

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Step 10 – Read the “Notice” section, then acknowledge it by entering the submitter’s Last Name, First Name, Middle Name, Suffix(if applicable), Address, City, State, Zip/Postal Code, Province (if applicable), and Country. Indicate if there are more parties that cause the submittal of this form by indicating either “Yes” (a document with the Name and Address of each submitter must be attached when choosing “Yes”) or if the party indicated is the only one responsible for this submittal select “No” then, select the button labeled “Submit” to file this form and be directed to a page where you may attach the files required for these articles to be accepted.

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Step 11 – Once you have submitted all attachments, you will be directed to a transaction preview page. Make sure all the information is correct then pay the $50.00 filing fee (via major credit card) and submit the payment. A successful filing and payment will result in a confirmation page containing an image of the submitted articles with the word “E-Filed” stamped on top. This will be accompanied by the date and the Business I.D. number.