Colorado Corporation & LLC Filing Requirements

Disclaimer

SmallBiZ.com is not associated in any way, either directly or indirectly with any local, state, or federal governmental agency. Below is the state governmental agency info which handles corporation filings. You can download any of the state's filing forms for free directly from the state's website and do not have to use SmallBiZ.com to file them with the state. For more information, see the SmallBiZ Filing Service.

We are providing the following for informational purposes only, which should not be a replacement for the advice of those licensed to give tax and legal advice. Further, although we make every effort to keep the information up-to-date, we make no guarantees as to the accuracy of the information presented in this current revision. Please report any problems you encounter to us by CLICKING HERE (please include state and defective link in your report).

 

General Info

Agencies

If you have further questions regarding business filings or fees, need additional filing forms, or want to contact your state's business division, here is the agency's contact information. 

 

Colorado Secretary of State

Business Division
1700 Broadway, Suite #200
Denver, CO 80290

(303) 894-2200, Press 2

  FAX: (303) 869-4864

  http://www.sos.state.co.us/pubs/business/

 

If you have further questions regarding business taxes, need additional tax forms, or want to communicate with your state's tax division, here is the agency's contact information.

 

Colorado Department of Revenue

1375 Sherman Street
Denver, CO 80261
(303) 238-7378 (call Monday through Friday, 8 a.m. to 4:30 p.m.)

http://www.colorado.gov/revenue

Colorado State Statutes

To research the State Statutes for Colorado Corporations, LLCs and Partnerships, click here.

 

Licensing

 

Licensing

Certain types of businesses in the state are required to obtain a license and pay a fee. The following is partial list:

  • Architects
  • Chiropractors
  • Dentists
  • Engineers
  • Family Therapists
  • Geologists
  • Nurses
  • Optometrists
  • Pharmacists
  • Physical Therapists
  • Plumbers
  • Real Estate
  • Veterinarians

Please check with the state to make sure your business is complying with the license requirements for your particular profession. See the State Regulated Businesses list (complete with contact phone numbers) located at the bottom of this state page.

 

Initial Filing Requirements

 

Below is an overview of Colorado's fees and initial requirements for corporations and limited liability companies.

 

GENERAL INFO

 

Filing Times

Filing time is the estimate of total turnaround time from the date it is submitted from SmallBiZ.com to the date it is received back from the state.

Expedited Filing 

1 to 2 days (plus mailing time using US Priority Mail)

Standard Filing

2 to 3 days (plus mailing time using first class US Mail)

   Have SmallBiZ.com form your Colorado entity now!

  

Choosing a Name

  • The name must contain the word "Corporation," "Company," "Incorporated," "Limited," or an abbreviation thereof.

  • Limited Liability Companies must contain the word "limited liability company," "LLC," or "L.L.C."

  • The name must not imply it is organized for any purpose not stated in its chapter or articles of incorporation.

  • The name must not be the same as or deceptively similar to the name of any domestic or foreign corporation, limited liability company, limited partnership, and other business entities formed in Colorado.

Publishing

None required for Colorado domestic or foreign corporations or limited liability companies.

 

Periodic Report

Periodic Reports (formerly Annual Reports): HB 10-1403 changed the terminology used to describe the Annual Report to "Periodic Report." This report is a simple document to be filed only with the Secretary of State. It should not be confused with an entity's financial records, tax returns, or any other business reporting. Periodic Reports are filed online with a $10 processing fee. E-filed reports are "real time," so any delays and extra expense caused by mailing and/or processing can be avoided. To read more about Periodic Reports, click here.

 

Management Requirements

 

For Corporations

  • Directors: One or more, no residence requirements, must be at least 18 years old, initial directors not required to be listed on Articles of Incorporation.

  • Officers: Not required to be listed on articles.

  • Stock: Number of shares or par value does NOT alter filing fees or annual fees.

For LLCs

  • Must have at least one member. 

Records Requirements

 

For Corporations
The following are required to be kept in your records at your principal office:

  • Articles of incorporation and all amendments

  • Current bylaws

  • Minutes of shareholders' meetings

  • Records of shareholders' actions taken without a meeting

  • Copy of most recent corporate report

  • Written communications to shareholders within the past three years

  • List of names and business addresses of current directors and officers

  • All financial statements for the preceding three years

For LLCs

The state of Colorado does not have any requirements for limited liability companies to maintain anything similar to corporate records.

 

Corporations 

 

Annual Filing Requirements

 

Periodic Reports

Fee:

Domestic and Foreign Corporation Periodic Reports are filed online with a $10 processing fee. There is a $40 penalty for late filing.

 

Forms:

Periodic Report - File Online Periodic Report

 

Due Date:

Report due annually by the incorporation anniversary date. A postcard notice that a Periodic Report is due will be mailed to the registered agent at the beginning of the three-month period for filing the Periodic Report on time.

 

 Corporation Tax Return

State Tax:

  The Colorado tax rate is currently 4.63%.

 

Forms:

Tax Form 112  - 2010 C Corporation Return with Instruction Booklet

Tax Form 106 - 2010 S Corporation and Partnership Return with Instruction Booklet

  Tax Form List - Colorado Tax Forms 2000-2010

 

Due Date:

 

Taxes are due to be filed by the 15th day of the 4th month after the close of the tax year, or April 15th for calendar year filing.

Limited Liability Companies


Annual Filing Requirements

 
LLC Periodic Reports
 

 

Fee:

Domestic and Foreign LLC Periodic Reports are filed online with a $1 processing fee. There is a $40 penalty for late filing.

Forms:

Periodic Report - File Online Periodic Report

Due Date:

Report due annually by the organization anniversary date. A postcard notice that a Periodic Report is due will be mailed to the registered agent at the beginning of the three-month period for filing the Periodic Report on time.

 

LLC Tax Returns

 

Tax:

Any partnership, joint venture, common trust fund, limited association, pool or working agreement, limited liability company, S Corporation or any other combination of persons or interests, that is required to file a federal partnership return of income, must file a Colorado Form 106 if any of the partnership income is from Colorado sources. Such income is taxed at the current rate of 4.63%.

Forms:

Tax Form 106 - 2011 Partnership or S Corporation Return with Instruction Booklet
Tax Form List - Current Partnership Tax Forms (Also, 2000-2009)

Due Date:

Return + taxes are due to be filed 3.5 months after the close of the tax year. Calendar year 2011 returns are due by on April 17, 2012.