Trade Name Registration Changes - By Steve Bush


As of May 30, the Colorado Secretary of State is the repository for all trade names in Colorado. If you are a sole proprietor or your business is a general partnership or an association that has a trade name on file at the Colorado Department of Revenue, your trade name registration will be automatically transferred to the Secretary of State. But, you will need to remember to renew your trade name. Trade name registrations that were on file with the Department of Revenue and that have been transferred to the Secretary of State need not be renewed until 2008. The Secretary of State will send a reminder of the need for renewal by regular mail two months prior to the expiration date.

Trade name registration for corporations, limited liability companies, limited liability partnerships and limited liability limited partnerships will not change, and trade names held by these business entities need not be renewed as long as the entity remains in good standing in the records of the Secretary of State.

Remember, filing a trade name registration does not grant exclusive rights to the name, nor does it give any protection against the use of your trade name, logos, or trademarks by others. Call the Bush Law Firm for answers to your trade name and trademark questions.

Bush Column Featured in
Denver Business Journal

A recent issue of the Denver Business Journal featured a column by Steve Bush about franchising your business. The article has a valuable checklist for business owners to use in assessing whether their company might be right for franchising.

Read the complete DBJ article

New Laws May Affect
Your Business - By Steve Bush

Several bills passed in the recent Colorado legislative session may have an impact on your business. Senate Bill 06-187 changes the authority of members to act for some limited liability companies. If the company’s articles of organization specify that the management of the company is vested in one or more managers, only a person or entity that has been designated as a manager has statutory authority to act for the company. For companies whose articles of organization provide that company management is vested in managers, now would be a good time to confirm that the company has designated a manager.

In Senate Bill 06-187, the legislature also created more protection from creditors for the owners of limited liability companies. The new statute protects the owner of a limited liability company from having to return to the company any reasonable salary that the company may have paid to the owner, even if the company paid the salary at a time when its liabilities exceeded the fair value of the company’s assets. This will give owners greater assurance that the company can pay them a reasonable salary for as long as the company may be in business, even if the company has no current net worth.

The Senate Bill also reduces the need for pre-formation agreements in which the parties agree to enter into operating agreements. The bill changes the method and timing of the adoption of an operating agreement by allowing the members to adopt an operating agreement prior to forming the company by filing the articles of organization. This change should reduce the need for pre-formation agreements to enter into post-formation agreements.

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