form an LLC in colorado

Colorado LLC Basics & Helpful Information

General Overview of starting a Colorado LLC

This article is meant to be a general overview of the Colorado LLC formation process and other basic issues related to LLCs.

Initial Filing Fees

Colorado Filing Fees

The initial filing fee for a Colorado LLC (the Articles of Organization filing fee) is $50.

See full fee schedule

Filing Time Frame

Colorado Filing Time

The processing time is approximately 3 days and filings are completed in the order they are received.

Annual Compliance & Fees

Colorado Annual Compliance Requirements

Colorado LLCs are required to file a yearly periodic report for a fee of $10.00 and may be completed and submitted online.

Periodic reports are due during the three-month period beginning with the first day of the anniversary month of your LLC’s formation. For example, if you formed your LLC on July 27, the report would be due each subsequent year between July 1 and September 30. You can also file the report up two months early. Failure to file timely will result in a $50 late fee (if filed within 2 months after the due date). If the periodic report is not filed on time or within the 2 month late filing period, the LLC’s status will be “delinquent” which means the LLC may not maintain a proceeding in any court in this state for the collection of its debts until it has cured its delinquency.

See Periodic Report filing instructions

Form an LLC in Colorado

You can use this checklist to help guide you through the process of forming a Colorado LLC:

Step 1: Decide on a Business Name

The first step in creating an LLC in Colorado is naming your business. You’ll need to check with the Colorado Secretary of State to make sure the name you’ve chosen is available. You can do this online via the Colorado Business Search.

It is also highly recommended that you check the US Patent and Trademark Office to see if someone has a federal trademark of the business name you want (the Colorado Secretary of State will not check other state’s databases or the federal trademark database). You can click here to have a comprehensive name availability search performed for you.

Your LLC name in Colorado must contain the words “Limited Liability Company”, “Ltd. Liability Company”, “Limited Liability Co.”, “Ltd. Liability Co.” or “Limited”, or the abbreviations “L.L.C”, “LLC”, or “Ltd.”. A name may be reserved for a fee of $25.00.

Colorado Trade Names

A trade name is similar to a “doing business as” (DBA) name. Although a trade name is not legally required, it is a wise business practice. LLCs using a Trade Name are required to file the Statement of Trade Name of a Reporting Entity. Colorado trade names are only applicable in Colorado and are not substitutes for a national trademark filing.

See more info on Colorado Trade Names

Step 2: Register your LLC with the State

Colorado Articles of Organization

Your Colorado LLC is formed by signing and filing Articles of Organization with the Colorado Secretary of State. Colorado requires that you file the Articles of Organization online.

The Articles of Organization must include at a minimum:

  • Name of the Colorado LLC
  • Street and mailing address of the LLC
  • Registered Agent’s name and address
  • Organizer’s name and address
  • Management Structure of the LLC
  • Name and address of the person filing the form

Colorado Registered Agent Information

Colorado requires that the LLC have a Registered Agent, which is an individual or a business entity the LLC appoints for the purpose of accepting service of process (lawsuit papers or legal documents) for the LLC. The registered agent in Colorado can be one of the following: a person 18 years or older with a residence or usual place of business in Colorado; a domestic entity having a usual place of business in Colorado; or a foreign entity authorized to transact business or conduct activities in Colorado that has a usual place of business in Colorado. No post office addresses can be used. The registered agent must accept the appointment.

Read more about Registered Agents

Step 3: Create and Sign the LLC’s Governing Document

The governing document for an LLC is called the “company agreement” or sometimes the “operating agreement”. The company agreement is to an LLC like a partnership agreement is to a partnership (or bylaws to a corporation). The company agreement governs the internal operation of the LLC and is typically a private document that is kept in the company book and the principal place of business (it is NOT filed with the state). The company agreement can address many issues, some of the more common concepts found within a company agreement are:

  • Limitations on the members liabilities
  • The level of consent needed to take various actions (i.e. simple majority required to add new members)
  • The percentage of the LLC that each member owns
  • How profits and losses are allocated between the members (typically based on ownership percentages)
  • Limitations on transferability
  • What each member is contributing to the LLC and what happens is such contributions are not made.
  • The authority of the members, officers, managers, committees, etc.
  • How meeting are conducted

One of the reasons we recommend using an LLC formation company like IncFile is that they can provide you with a company agreement in connection with their LLC formation services.

Step 4: Get an EIN

After you form an LLC in Colorado, you can get the EIN. There are a few different ways to get an EIN:

  1. Apply Online Yourself: The IRS has an online EIN Application you can use to get an EIN. The turn around time on the EIN using this method is only a few minutes.
  2. Use Form SS-4: You can get an EIN the old fashion way by completing Form SS-4 and mailing or faxing into the IRS. How long does it take to get the EIN this way? According to the IRS: if you mail in Form SS-4, it will take 4-5 weeks to get your EIN. If you fax in Form SS-4 you should have the EIN back in a week if you provide a fax number or 2 weeks if you don’t have a fax number.
  3. Have a Third-Party Obtain: All of the LLC formation companies have the ability to get the EIN for you. The EIN obtainment charge varies by company, but it is generally between $50 and $100. If you get one of the higher priced packages, they will sometimes throw in the EIN for free.
Does my LLC Need an EIN?

Step 5: Get Licenses and Permits

After you create your new Colorado LLC, you’ll need to determine if your business/profession requires any licenses or permits to conduct business. The Business Division of the Secretary of State’s office does not issue licenses. Some licenses are issued at the Colorado Department of Revenue or Colorado Department of Regulatory Agencies. Other licenses are issued through the local city or county offices.

Read more about Colorado Licensing and Permitting

Registering a Foreign LLC in Colorado

If you have a non-Colorado LLC (aka Foreign LLC) and you are doing business in Colorado, you may need to register the Foreign LLC in Colorado. Each state has a different definition of “doing business”. In Colorado, the kinds of activities that would not constitute “doing business” are outlined in the Colorado Revised Statutes, Sec. 7-90-801.

The filing fee for the Statement of Foreign Entity Authority in Colorado is $100.

See more about registering a foreign LLC in Colorado