Ramirez v. KLM Construction

The summaries of the Colorado Court of Appeals published opinions
constitute no part of the opinion of the division but have been prepared by
the division for the convenience of the reader. The summaries may not be
cited or relied upon as they are not the official language of the division.
Any discrepancy between the language in the summary and in the opinion
should be resolved in favor of the language in the opinion.

SUMMARY
December 31, 2025

2025COA99

No. 25CA0061, Ramirez v. KLM Construction — Workers’
Compensation — Coverage and Liability — Contractors and
Lessees — Rejection of Coverage by Corporate Officers and
Others — Statutory Damages Cap — Cause of Action Brought
Against Another Not in the Same Employ — Principal Parties

A division of the court of appeals considers, as a matter of first

impression, whether a corporate officer of a single-member

corporation who rejects workers’ compensation insurance coverage

under section 8-41-202, C.R.S. 2025, of the Workers’ Compensation

Act of Colorado (WCA), is subject to the statutory damages cap set

forth in section 8-41-401(3), C.R.S. 2025, of the WCA.

Applying the supreme court’s interpretation of section

8-41-401(3), as set forth in Pulsifer v. Pueblo Professional

Contractors, Inc., 161 P.3d 656 (Colo. 2007), and principles of

agency law, the division concludes that the damages cap applies
only if the rejecting corporate officer is a “principal party” to the

agreement for services. Because the plaintiff here is not a principal

party to the agreement, the division concludes that the damages

cap does not apply to his claim.
2025COA99
COLORADO COURT OF APPEALS

Court of Appeals No. 25CA0061
City and County of Denver District Court No. 23CV31669
Honorable Jill D. Dorancy, Judge

Juan M. Ramirez, Jr.,

Plaintiff-Appellee,

v.

KLM Construction, Inc., a Colorado corporation,

Defendant-Appellant.

JUDGMENT AFFIRMED

Division VII
Opinion by JUDGE MOULTRIE
Taubman*, J., concurs
Tow, J., specially concurs

Announced December 31, 2025

Miller & Law, P.C., James F. Scherer, Littleton, Colorado, for Plaintiff-Appellee

Montgomery Amatuzio, Justin C. Mankin, Hayleigh P. Lidbury, Denver,
Colorado, for Defendant-Appellant

*Sitting by assignment of the Chief Justice under provisions of Colo. Const. art.
VI, § 5(3), and § 24-51-1105, C.R.S. 2025.
¶1 Defendant, KLM Construction, Inc. (KLM), appeals the

judgment in favor of plaintiff, Juan M. Ramirez, Jr. We affirm.

I. Background

¶2 Property owners1 hired KLM as the general contractor to

construct a residential duplex in Denver (the project). As specified

in the construction contract between KLM and the property owners,

KLM was solely responsible for selecting and hiring any

subcontractors for the project. KLM entered into an oral contract

with All City Plumbing and Sewers, Inc. (All City) to install

plumbing for the project. Ramirez owns 100% of All City’s

corporate shares and is its sole employee and corporate officer.

¶3 A few months before subcontracting with KLM, Ramirez, in his

capacity as the corporate officer of All City, rejected workers’

compensation insurance (WCI) for himself as permitted under

section 8-41-202(2), C.R.S. 2025, by filing a workers’ compensation

coverage rejection form with the Colorado Division of Workers’

1 The property owners and Ramirez reached a settlement, which

included a stipulation to dismiss the property owners as parties to
the lawsuit, so they aren’t parties to this appeal.

1
Compensation. Ramirez’s rejection of WCI remained in effect

during All City’s work on the project.

¶4 KLM hired a second subcontractor2 to complete framing work

for the project. The framing subcontractor installed a temporary,

plywood subfloor over an excavated area of the property that would

later become the basement. The temporary subflooring contained

two openings for the future locations of stairways to the basement.

No guardrails or warnings were present around the subfloor

openings. When Ramirez was installing plumbing for the project,

he fell through one of the subfloor openings and sustained severe

injuries (the accident).

¶5 Ramirez filed a complaint against KLM under section

13-21-115, C.R.S. 2025, the Colorado Premises Liability Act. KLM

asserted various defenses and asserted in part that any damages

Ramirez could recover were statutorily limited to $15,000 under

section 8-41-401(3), C.R.S. 2025 (statutory damages cap), of the

Workers’ Compensation Act of Colorado (WCA).

2 Ramirez and the second subcontractor stipulated to the second

subcontractor’s dismissal from the case. Thus, the second
subcontractor is not a party to this appeal.

2
¶6 Ramirez filed a motion asking the court to determine as a

question of law whether any damages he recovered were subject to

the statutory damages cap. He argued that because he had rejected

WCI in his capacity as All City’s corporate officer, the WCA allowed

him to bring a civil action for his work-related injury. Relying on

Pulsifer v. Pueblo Professional Contractors, Inc., 161 P.3d 656 (Colo.

2007), he also argued that the statutory damages cap didn’t apply

to his claim because he and KLM weren’t “in the same employ.” In

support of this argument, Ramirez asserted that (1) KLM and All

City were the parties to the plumbing subcontract; (2) Ramirez’s

contract for services was with All City; and (3) any claim he had

against All City was subject to the $15,000 statutory damages cap,

but his claim against KLM wasn’t.

¶7 In its response to the motion, KLM asserted that “Ramierz [sic]

and/or All City Plumbing were performing paid services pursuant to

the plumbing subcontract with KLM when the [accident] occurred.”

KLM noted that under Pulsifer, “another not in the same employ” as

the injured party is one who is not a principal party to the

agreement for services for pay. KLM asserted that “Ramirez was not

performing plumbing services for the benefit of [All City] . . . [;]

3
rather, Ramirez was performing services for pay for the principal to

[the] agreement, KLM.” Thus, it argued, the statutory damages cap

applied because KLM wasn’t a third party to the services agreement.

¶8 The district court agreed with Ramirez and concluded that the

statutory damages cap didn’t apply because the agreement for

services for pay was between All City and Ramirez, which meant

KLM was a third party and “another not in the same employ.”

¶9 After the court ruled in Ramirez’s favor, the parties filed a

“Joint Motion for Entry of Stipulated Final Judgment,” in which

they stipulated to certain facts, KLM stipulated to liability, and the

parties requested that the court enter a final judgment under

C.R.C.P. 54(a). The court adopted the parties’ stipulation and

entered a judgment in the amount of $30,000 in Ramirez’s favor.

KLM now appeals the judgment, arguing that the statutory

damages cap applies to Ramirez’s claim.

¶ 10 As explained below, we agree with the district court that the

statutory damages cap isn’t applicable, but for reasons other than

those on which the district court relied.

4
II. Applicable Legal Principles

A. The WCA

¶ 11 “The General Assembly enacted the WCA to protect employees

who sustain work-related injuries,” Curry v. Brewer, 2025 COA 28,

¶ 12, by “assur[ing] the quick and efficient delivery of disability and

medical benefits to injured workers . . . without the necessity of any

litigation,” § 8-40-102(1), C.R.S. 2025. Litigation isn’t necessary

because the WCA provides employers and employees an exclusive

remedy for work-related injuries in exchange for their mutual

relinquishment of common law rights and defenses. See id.

¶ 12 The WCA requires certain employers to provide their

employees with insurance coverage for work-related injuries. Curry,

¶ 12; see §§ 8-42-101 to -127, C.R.S. 2025. However, the General

Assembly has carved out an exception to the insurance coverage

requirement for three groups of individuals: independent

contractors, sole proprietors, and corporate officers. § 8-41-401(3);

see Curry, ¶ 13 (citing Pulsifer, 161 P.3d at 659). These individuals

can’t bring an action under the WCA for compensation for

work-related injuries because they are excluded from the definition

of “employee” under section 8-40-202(2), C.R.S. 2025; instead,

5
these individuals are authorized by section 8-41-203, C.R.S. 2025,

to bring a common law cause of action to recover damages for

work-related injuries. § 8-41-401(3); see also Kelly v. Mile Hi Single

Ply, Inc., 890 P.2d 1161, 1162 (Colo. 1995) (noting that the

corporate officer who rejected WCI wasn’t considered an employee

under the WCA).

¶ 13 Section 8-41-202 allows a corporate officer3 to execute and file

an election rejecting WCI with the Division of Workers’

Compensation that remains in effect until revoked.

§ 8-41-202(1)-(2). A corporate officer who elects to reject WCI may

bring a common law cause of action to recover compensation for

work-related injuries, but any recovery is subject to the statutory

damages cap. See § 8-41-401(3).

¶ 14 The purpose of the statutory damages cap is for businesses to

know their potential liability and plan accordingly. See Kelly, 890

P.2d at 1164-65. And the General Assembly didn’t intend for an

individual who opts out of WCI coverage to “have the best of both

3 Section 8-41-202(4)(a), C.R.S. 2025, defines “[c]orporate officer” as

“an owner of at least ten percent of the stock of the corporation and
who controls, supervises, or manages the business affairs of the
corporation.”

6
worlds” — that is, “an individual [who] reject[s] coverage to save

money on the premiums cannot then come back and sue the

employer under the common law for work related injuries.” Id. at

1164 (quoting Hearing on H.B. 1215 before the H. Bus. Comm.,

56th Gen. Assemb., 1st Reg. Sess. (Apr. 9, 1987) (statement of Rep.

Mary Anne Tebedo, Bill Sponsor)); see also Pulsifer, 161 P.3d at 660

(analyzing the legislative history of the statutory damages cap).

¶ 15 However, the statutory damages cap isn’t applicable “in any

cause of action brought against another not in the same employ”

(the exception). § 8-41-401(3). In Pulsifer, the supreme court

examined the meaning of the phrase “another not in the same

employ.” The supreme court concluded that whether the exception

applies depends “on whether services are being directly performed

for another, and not on whether one of the parties meets the

statutory definition of ‘employee’ or even the definition of

‘employer.’” Pulsifer, 161 P.3d at 662.

¶ 16 The supreme court also concluded that the term “another not

in the same employ” means a third party who is not a “principal

party” to the agreement for services for pay. Id. at 661-62. Thus,

“if the parties to the suit are the princip[al] parties to the

7
agreement, the limitation on damages applies.” Id. at 662.

Conversely, “an injured plaintiff is entitled to sue a defendant who

is not a direct party to the agreement for services for pay and is not

subject to the statutory limitation on damages.” Id.

B. Corporations and Agency

¶ 17 “[A] duly formed corporation is treated as a separate legal

entity, unique from its officers, directors, and shareholders,” which

“isolates the actions . . . of the corporation from the individuals who

. . . run the entity.” In re Phillips, 139 P.3d 639, 643 (Colo. 2006);

see also Mortg. Inv. Corp. v. Battle Mountain Corp., 70 P.3d 1176,

1182 (Colo. 2003) (“A corporation is a separate entity distinct from

its officers.”). Under section 7-103-102(1), C.R.S. 2025, every

corporation generally has the same powers as an individual to carry

out its business. Among the general powers of a corporation is the

ability to make contracts. § 7-103-102(1)(g).

¶ 18 When a corporation contracts, it does so through the action of

its agent. See Dallas Creek Water Co. v. Huey, 933 P.2d 27, 41

(Colo. 1997) (“Corporations act through agents: ‘It is familiar law

that a corporation can only act through its agents, and their acts

within the scope of their authority are the acts of the corporation.’”

8
(quoting Orphan Belle Mining & Milling Co. v. Pinto Mining Co., 85 P.

323, 325 (Colo. 1906))); see also Mortg. Inv. Corp., 70 P.3d at 1182

(“Whether or not an individual has the authority to act on behalf of

the corporation[] as an officer . . . is a question of authority

governed by principles of agency law.”).

¶ 19 If an agent for a corporation contracts on behalf of the

corporation and the contract sufficiently identifies the corporation

as the principal, then the corporation is a disclosed principal and a

party to the contract. See Restatement (Third) of Agency § 6.01

(A.L.I. 2006). The corporation’s agent isn’t a party to the contract

unless the agent and third party agree otherwise. Id.

C. C.R.C.P. 56(h)

¶ 20 C.R.C.P. 56(h) governs a court’s ruling on a question of law; it

provides that the district court may enter an order deciding the

question “[i]f there is no genuine issue of any material fact

necessary for the determination.” “The purpose of Rule 56(h) is ‘to

allow the court to address issues of law which are not dispositive of

a claim (thus warranting summary judgment) but which

nonetheless will have a significant impact upon the manner in

which the litigation proceeds.’” Stapleton v. Pub. Emps. Ret. Ass’n,

9
2013 COA 116, ¶ 19 (quoting Bd. of Cnty. Comm’rs v. United States,

891 P.2d 952, 963 n.14 (Colo. 1995)).

D. Standard of Review

¶ 21 “Statutory interpretation is a question of law that we review de

novo.” Curry, ¶ 11. However, when the supreme court has

previously determined the legislature’s intent and defined a

statutory term, we are bound to apply that definition. See Pella

Windows & Doors, Inc. v. Indus. Claim Appeals Off., 2020 COA 9,

¶ 37. We also review de novo a district court’s ruling on a question

of law under Rule 56(h). Coffman v. Williamson, 2015 CO 35, ¶ 12.

In doing so, we apply the same summary judgment standard as the

district court, which means we give the nonmoving party all

favorable inferences that can fairly be drawn from the undisputed

facts. Id.

III. Analysis

¶ 22 The parties’ only dispute is whether the statutory damages cap

applies to Ramirez’s claim against KLM.

¶ 23 KLM argues that the statutory damages cap applies to

Ramirez’s claim because the accident would otherwise have been

compensable under the WCA if Ramirez hadn’t elected to reject

10
WCI. KLM argues that the agreement for services for pay was the

plumbing subcontract for the project and that the principal parties

were KLM, All City, and Ramirez. Ramirez disagrees, arguing that

he and All City were the principal parties to the agreement for

plumbing services for pay, so KLM is a third party to that

agreement.

¶ 24 To resolve this appeal, we must first identify the applicable

agreement for services for pay. Then, applying the supreme court’s

definition of “another not in the same employ” as set forth in

Pulsifer, we identify the principal parties to that agreement.

¶ 25 We disagree with both parties regarding the principal parties

to the agreement for plumbing services for pay. As discussed

below, we conclude that KLM is one principal party. Our

conclusion about the identification of the other principal party —

Ramirez or All City — determines whether the damages cap applies.

Put simply, if KLM and Ramirez were the principal parties to the

applicable agreement, then the statutory damages cap applies; if

KLM and All City were the principal parties to the applicable

agreement, then the exception applies.

11
A. Pulsifer

¶ 26 In Pulsifer, a general contractor hired a sole proprietor as a

subcontractor to perform painting services for a construction

project. 161 P.3d at 658. The subcontractor sustained severe

injuries on the construction site and didn’t have WCI for himself, so

he brought a common law action for negligence against the general

contractor. Id. The trial court denied the general contractor’s

request to limit the subcontractor’s damages to $15,000. Id.

¶ 27 Ultimately, the supreme court concluded that the statutory

damages cap of $15,000 applied to the subcontractor’s recoverable

damages because the subcontractor “was hired to perform painting

services for [the general contractor],” so the subcontractor and

general contractor were the principal parties to the agreement for

painting services for pay. Id. at 663.

B. The Agreement for Plumbing Services for Pay

¶ 28 In their joint motion for entry of a stipulated judgment, the

parties stipulated to certain facts, including, as relevant here, that

12
“KLM subcontracted[4] with All City to install underground plumbing

during the construction of [the project]” and, “while performing

plumbing work at [the project] under [an oral] subcontract between

Defendant KLM and All City, [Ramirez] fell through a hole in the

subfloor, suffering injuries and damages.” Thus, based on the

parties’ stipulated facts, it’s undisputed that the agreement for pay

was for All City to perform plumbing services at the project

(plumbing services agreement). We now discuss the principal

parties to the plumbing services agreement.

C. The Principal Parties to the Plumbing Services Agreement

¶ 29 KLM asserted in its response to Ramirez’s motion for the

determination of a question of law that Ramirez “and/or” All City

entered into a subcontract with and performed plumbing services

for pay for the benefit of KLM. But KLM waived its right to

challenge the identity of the parties to the subcontract when it

stipulated that the subcontract was between it and All City. Dep’t

of Health v. Donahue, 690 P.2d 243, 247 (Colo. 1984) (waiver is the

4 The parties stipulated that an oral contract existed for the

installation of underground plumbing. See Tuscany Custom Homes,
LLC v. Westover, 2020 COA 178, ¶ 52 (noting that the existence of
an oral contract is a factual question).

13
intentional relinquishment of a known right or privilege and

involves conduct clearly manifesting the intent not to assert the

benefit); see also Durbin v. Bonanza Corp., 716 P.2d 1124, 1128

(Colo. App. 1986) (“Stipulations are a form of judicial admission

which are binding on the party who makes them and may

constitute the basis for a judgment.”). Given KLM’s stipulation, we

reject its argument on appeal that there were three principal parties

to the plumbing services agreement — KLM, All City, and Ramirez.

¶ 30 We further reject KLM’s assertion that the facts underlying

Ramirez’s claim are indistinguishable from those in Pulsifer. KLM’s

assertion ignores All City’s status as a corporation, as compared

14
with the subcontractor’s status as a sole proprietor in Pulsifer.5 The

distinction between the two is the crux of this appeal because a

corporation is a legal entity separate and distinct from its officers,

see Mortg. Inv. Corp., 70 P.3d at 1182, while a sole proprietorship

“is owned and managed by one person[] and thereby exists as an

extension of . . . that person,” Allstate Ins. Co. v. Willison, 885 P.2d

342, 344 (Colo. App. 1994) (quoting John E. Moye, The Law of

Business Organizations § 1.01 (2d ed. 1982)).

5 KLM relies on Snook v. Joyce Homes, Inc., 215 P.3d 1210 (Colo.

App. 2009), in support of its argument that the statutory damages
cap applies to Ramirez’s claim. We reject its argument because its
reliance on Snook is susceptible of the same distinction that Pulsifer
is — Snook involved a sole proprietor. Unlike a corporation, a sole
proprietorship isn’t a legal entity separate from its business owner.
See Allstate Ins. Co. v. Willison, 885 P.2d 342, 344 (Colo. App.
1994). And while we agree with KLM that Curry v. Brewer, 2025
COA 28, reaffirms Pulsifer’s holding that “another not in the same
employ” refers to a third party who is not a principal party to the
agreement for services for pay, 161 P.3d 656, 661-62 (Colo. 2007),
we disagree with KLM that Curry compels the conclusion that KLM
asserts — that the statutory damages cap applies because Ramirez
and KLM were the principal parties to the agreement for plumbing
services for pay. In Curry, ¶ 2, the subject independent contractors
were individuals who each worked for the same company. Because
those individuals worked with each other but not for each other, the
division concluded that the statutory damages cap didn’t apply. Id.
Unlike the plaintiff in Curry, Ramirez is the sole owner, officer, and
employee of All City, the corporation that contracted with KLM to
perform the plumbing work. Thus, the facts in Curry are materially
distinguishable from the facts in this case.

15
¶ 31 Although Ramirez participated in forming the plumbing

services agreement as All City’s corporate officer, his participation

was limited to acting as an agent of the corporation. And the record

doesn’t demonstrate that Ramirez or KLM agreed otherwise that he

was a party to the plumbing services agreement. See

§ 7-103-102(1)(g) (noting that corporations have the general power

to contract); Dallas Creek Water Co., 933 P.2d at 41 (“Corporations

act through agents.”); AtriCure, Inc. v. Meng, 12 F.4th 516, 531 (6th

Cir. 2021) (“[A]gents do not become contracting parties when they

sign a contract on behalf of a disclosed principal or perform duties

as agents for that principal.”); Restatement (Third) of Agency § 6.01.

Furthermore, and as Ramirez notes in his answer brief, KLM hasn’t

argued that All City’s corporate form should be disregarded by

piercing the corporate veil, despite KLM apparently recognizing this

might be an issue, as it indicated in one of its court filings.

¶ 32 Accordingly, we conclude that the principal parties to the

plumbing services agreement are KLM and All City. And because

Ramirez isn’t a principal party to the plumbing services agreement,

KLM is a third party to Ramirez. Thus, KLM is “another not in the

16
same employ” as Ramirez, and Ramirez’s recoverable damages

against KLM aren’t subject to the statutory damages cap.

D. KLM’s Public Policy Argument

¶ 33 KLM argues that allowing Ramirez the benefit of the exception

would contravene the General Assembly’s intent to limit recoverable

damages to $15,000 for individuals who reject WCI coverage. KLM

also argues that if we apply the exception to Ramirez’s claims, we

will create a loophole that incentivizes small construction

businesses in Colorado to form corporate entities to avoid the cost

of WCI coverage while at the same time maintaining their ability to

pursue uncapped tort damages against general contractors. KLM

further argues that the results of our decision would be “civilly

catastrophic” for Colorado’s construction industry. We aren’t

persuaded.

¶ 34 We acknowledge that the General Assembly preferred to avoid

allowing an individual who opts out of the WCA to have “the best of

both worlds.” Kelly, 890 P.2d at 1164 (quoting Hearing on H.B.

1215 before the H. Bus. Comm., 56th Gen. Assemb., 1st Reg. Sess.

(Apr. 9, 1987) (statement of Rep. Mary Anne Tebedo, Bill Sponsor)).

We also recognize that, in Pulsifer, the supreme court noted that

17
the General Assembly specifically subjected
persons “excluded from the definition of
employee” to the statutory limitation on
damages in [section 8-41-401(3)]. It would
make little sense for the General Assembly to
then except the same group from the damages
limitation in the very same section of the
statute, thus rendering their initial inclusion
meaningless.

161 P.3d at 662.

¶ 35 But we must presume that, when it enacted the statutory

damages cap, the General Assembly was aware of the distinct legal

status of corporate entities and the ability of corporate officers to

enter into contracts as agents on behalf of their corporations

without themselves becoming parties to the contract. See id.;

Jordan v. Safeco Ins. Co. of Am., 2013 COA 47, ¶ 28 (“We presume

that the General Assembly has knowledge of existing statutes and

relevant judicial decisions when it enacts legislation.”).

¶ 36 KLM’s “loophole” argument thus ignores that businesses in

Colorado were already able to incorporate when the General

Assembly enacted the portion of the statutory damages cap

applicable to corporate officers. Compare Cowell v. Colo. Springs

Co., 3 Colo. 82, 88 (1876) (noting that the recognition of

corporations in Colorado dates back to Colorado’s territorial

18
statutes in 1867), aff’d, 100 U.S. 55 (1879), and Bowers Bldg. Co. v.

Altura Glass Co., 694 P.2d 876, 877 (Colo. App. 1984) (noting that

the General Assembly adopted a new corporation code in 1958),

with Ch. 53, sec. 1, § 8-48-101(2.5), 1987 Colo. Sess. Laws 399 (the

General Assembly amended the WCA and created what is now the

statutory damages cap). Indeed, as the supreme court recognized

in Kelly, the General Assembly amended the statutory damages cap

in 1987 to make that section and its limitation on recoverable

damages applicable “to officer-owners who . . . reject compensation

coverage.” 890 P.2d at 1164.

¶ 37 But Pulsifer — and its interpretation of the phrase “another

not in the same employ” — was decided after the 1987 amendment

to the statutory damages cap. And Pulsifer makes clear that the

controlling consideration for purposes of determining whether the

exception applies to allow an individual who rejected WCI coverage

to pursue uncapped damages for a work-related injury is whether

the injured plaintiff and the defendant were principal parties to the

agreement for services for pay. 161 P.3d at 662. To the extent that

the General Assembly didn’t intend this outcome in circumstances

such as those presented here — the election by the corporate officer

19
of a single-member corporation to waive WCI coverage — it may

amend the statutory damages cap if it disagrees with our

application of the exception. See, e.g., Frank M. Hall & Co. v.

Newsom, 125 P.3d 444, 451 (Colo. 2005) (noting certain

amendments to section 8-41-401 were in direct response to

appellate court precedent).

IV. Disposition

¶ 38 The judgment is affirmed.

JUDGE TAUBMAN concurs.

JUDGE TOW specially concurs.

20
JUDGE TOW, specially concurring.

¶ 39 I agree with my colleagues that the supreme court’s decision

in Pulsifer v. Pueblo Professional Contractors, Inc., 161 P.3d 656

(Colo. 2007), requires that we affirm the district court’s judgment.

Specifically, the supreme court addressed section 8-41-401(3),

C.R.S. 2025, which provides that the $15,000 cap on damages for

actions filed by an owner-officer who has opted out of workers’

compensation coverage does not apply to actions against “another

not in the same employ.” The court held that “another not in the

same employ” is someone who is “not a direct party to the

agreement for services for pay.” Pulsifer, 161 P.3d at 662. And

because plaintiff, Juan M. Ramirez, Jr., was not a direct party to

the agreement between his company and defendant, KLM

Construction, Inc., the cap does not apply to his action against

KLM.

¶ 40 I write separately because, notwithstanding the unequivocal —

albeit broad — language of Pulsifer, I doubt that the supreme court

intended that case to reach the facts of this case.

¶ 41 In Pulsifer, the plaintiff was a painter hired by a general

contractor to work as a subcontractor on a construction project. Id.

21
at 658. Pulsifer had opted out of providing workers’ compensation

insurance for himself. Id. When he was hurt while working on the

project, he sued the general contractor. Id. The supreme court

ruled that his damages were limited by the statutory cap because

he and the general contractor were the principal parties to the

agreement for services for pay. Id. at 662.

¶ 42 The supreme court noted,

The workers’ compensation scheme was
intended, in part, to create predictable
expenses for employers in light of the planning
difficulties that accompany common law tort
liability. The statutory limit permits employers
to predict their costs when faced with a claim
from an individual hired to perform a service
who is not covered by the [Workers’
Compensation Act]. . . . The General Assembly
has shifted the risk of work-related injuries
costing more than fifteen thousand dollars to
individuals who have the choice to participate
in the workers’ compensation system.

Id. at 663 (citing Kelly v. Mile Hi Single Ply, Inc., 890 P.2d 1161,

1163-65 (Colo. 1995)).

¶ 43 The court also cited Kelly in support of its holding that “if the

parties to the suit are the princip[al] parties to the agreement, the

limitation on damages applies.” Id. at 662. Interestingly, in doing

so, the Pulsifer court used a cf. signal, explaining that Kelly

22
“appl[ied] the damage limitation to a rejecting officer.” Id. In legal

writing, an authority following a “cf.” signal “supports a proposition

different from the main proposition but sufficiently analogous to

lend support. Literally, ‘cf.’ means ‘compare.’” The Bluebook: A

Uniform System of Citation R. 1.2(a) (Columbia L. Rev. Ass’n et al.

eds., 22d ed. 2025). In other words, the court cited Kelly as

analogous support for the proposition that the limitation on

damages only applied to the principal parties to the agreement.

¶ 44 In Kelly, the plaintiff — the president and sole shareholder of

his company — had opted out of workers’ compensation coverage

for himself. 890 P.2d at 1162. He was severely injured in a car

accident while he and a co-employee, who was driving the car, were

returning from a business trip. Id. The plaintiff sued his co-

employee and his employer (his own company). Id. The supreme

court held that because the plaintiff had opted to reject coverage, he

was barred from suing his co-employee and any action against his

employer would be subject to the statutory damages cap. Id. at

1165-67.

¶ 45 Like the plaintiff in Kelly, Ramirez is an owner/officer who

opted out of obtaining workers’ compensation coverage for himself.

23
And, like the plaintiff in Pulsifer, Ramirez was performing work on a

construction site for a general contractor.

¶ 46 But Ramirez is in a significantly different posture than those

other plaintiffs. Unlike the plaintiff in Kelly, Ramirez is not suing

his own employer. And unlike the plaintiff in Pulsifer, Ramirez is

not a sole proprietor but, rather, works for an incorporated

business entity. Thus, while the plaintiffs in Kelly and Pulsifer were

direct parties to the agreements for services for pay in their cases,

the parties to the agreement here were KLM and Ramirez’s

employer, not Ramirez himself.

¶ 47 For the most part, the General Assembly carefully crafted a

scheme to give owner/officers of companies the option of saving on

workers’ compensation coverage expenses in exchange for bearing

the burden of the costs of any future accidents. But — as the

majority notes — that scheme, as laid out in section 8-41-401(3),

does not make any exception for the generally applicable rules

regarding corporate structure. Notably, the General Assembly is

aware of how to do so, such as when it excluded from a general

contractor’s obligation to provide workers’ compensation insurance

the requirement to insure “[a]n independent contractor, who is a

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natural person, who has formed a corporation . . . or a limited

liability company . . . and who has rejected workers’ compensation

coverage.” § 8-41-404(4)(a)(III), C.R.S. 2025. But it did not make

the same accommodation in section 8-41-401.

¶ 48 And the supreme court, similarly, made no accommodation for

such structure when it held that the General Assembly intended the

phrase “another not in the same employ” to mean only the principal

parties to the agreement for services for pay. While the supreme

court may not have anticipated the holding in Pulsifer applying to

an individual who has incorporated, nothing in the court’s holding

gives us the flexibility to decline to give it effect here.

¶ 49 It is axiomatic that we must “follow the supreme court where it

has determined the legislature’s intent.” Pella Windows & Doors,

Inc. v. Indus. Claim Appeals Off., 2020 COA 9, ¶ 37. Because doing

so here compels us to affirm, I concur.

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