How to Form an LLC in Colorado: Steps & Cost (2026)
You form a Colorado LLC by filing Articles of Organization online with the Colorado Secretary of State and paying the $50 filing fee. Colorado accepts online filings only, and approval is usually immediate. You must appoint a Colorado registered agent, and each year you file a $25 Periodic Report to stay in good standing. Colorado taxes pass-through income at a flat 4.40%.
Quick Answer
- Document
- Articles of Organization (online only)
- Filing fee
- $50 (2026), to the Colorado Secretary of State
- Agency
- Colorado Secretary of State - Business Division
- Registered agent
- Required - a Colorado resident or authorized entity who consents
- Ongoing
- Periodic Report every year, $25
- State income tax
- Flat 4.40% (pass-through to owners)
Colorado Agency and Document: Secretary of State, Articles of Organization
A Colorado LLC is created by filing Articles of Organization with the Colorado Secretary of State. Unlike most states, Colorado does not offer a paper form: every business document is filed through the Secretary of State's online business portal. The online filing is the legal act that brings the LLC into existence under the Colorado Limited Liability Company Act, part of Title 7 of the Colorado Revised Statutes.
The Articles of Organization ask for the LLC's name, its principal office address, the name and address of the registered agent, whether the company is member-managed or manager-managed, and the name and address of at least one person forming the LLC. The name must contain an LLC designator (such as "LLC," "L.L.C.," "Limited Liability Company," "Ltd. Liability Co.," or a permitted abbreviation) and must be distinguishable on the records of the Secretary of State. Because filing is online, approval is typically immediate. This guide covers the Colorado process; for the national overview see how to form an LLC and the primer on what an LLC is.
How to Form a Colorado LLC, Step by Step
Forming a Colorado LLC is a six-step process centered on the Articles of Organization. Each step corresponds to a requirement of the Colorado LLC Act, the Colorado Corporations and Associations Act, or a federal tax rule.
- Choose and check your LLC name. Select a name that includes an LLC designator and is distinguishable from names already on file with the Secretary of State. Search the state's business database, and if you are not ready to file you can reserve the name for 120 days by filing a Statement of Reservation of Name for $25. Confirm the name does not infringe a federal trademark.
- Appoint a Colorado registered agent. Every Colorado LLC must designate a registered agent with a physical Colorado street address. The agent must be an individual who is a Colorado resident or a business entity authorized to transact business in Colorado, and must consent to the appointment.
- File the Articles of Organization online. Submit the Articles of Organization through the Secretary of State's portal and pay the $50 filing fee. Colorado does not accept mail or paper filings for LLC formation. Once the Secretary of State records the filing, your LLC legally exists.
- Adopt an operating agreement. Colorado does not require you to file an operating agreement, but one is strongly recommended to set ownership percentages, management structure, voting, and profit distribution. See what an LLC is for how the agreement protects members.
- Get an EIN and register for Colorado taxes. Apply for a free federal EIN from the IRS, then register with the Colorado Department of Revenue for a sales tax license or a wage-withholding account if your activity requires it.
- File your annual Periodic Report. Each year, file a Periodic Report with the Secretary of State for $25 during your anniversary-month filing window to keep the LLC in good standing.
After these steps, open a business bank account (banks generally ask for the recorded Articles of Organization and the EIN) and keep your registered agent and Periodic Report current every year.
Colorado LLC Filing Fees (2026)
The core cost of a Colorado LLC is the $50 Articles of Organization fee. The table below lists the state fees most new LLCs encounter, each drawn from the Colorado Secretary of State fee schedule or the Colorado Department of Revenue. Amounts are effective for 2026 and are set by the state, not by any filing service.
| Item | Filing | Fee (2026) | Agency |
|---|---|---|---|
| Create the LLC | Articles of Organization | $50 | Secretary of State |
| Annual report | Periodic Report | $25 | Secretary of State |
| Reserve a name (120 days) | Statement of Reservation of Name | $25 | Secretary of State |
| Change registered agent | Statement of Change | $10 | Secretary of State |
| Sales tax license (2-year) | Form CR 0100 | $16 + $50 deposit | Department of Revenue |
| Federal EIN | IRS Form SS-4 | $0 (free) | IRS |
Colorado's formation fee is among the lowest in the country, and there are no per-member charges. For a full year-one and ongoing breakdown, see Colorado LLC cost and the national cost of an LLC.
Colorado Registered Agent Requirement
A Colorado registered agent is the person or entity your LLC designates to receive service of process, tax notices, and official state correspondence. The Colorado Corporations and Associations Act requires every domestic entity, including an LLC, to continuously maintain a registered agent and a registered-agent address in Colorado. You name the initial agent directly in the Articles of Organization.
The agent must be either an individual who is at least 18 years old and whose primary residence is in Colorado, or a business entity that has a usual place of business in Colorado and is authorized to transact business there. A post office box alone does not satisfy the requirement; a physical street address is needed. The named agent must have consented to serve. You may act as your own registered agent, name a manager, or hire a commercial registered agent service. To change agents later, file a Statement of Change for $10. See Colorado registered agent requirements and the national registered agent overview for detail.
Colorado Periodic Report (the Annual Report)
Colorado calls its annual filing a Periodic Report, not an annual report. Every LLC must file one each year with the Secretary of State to keep its status in good standing. The fee is $25, effective since July 1, 2024 (it was previously $10). The report simply confirms your entity name, principal office, and registered agent; there is no financial disclosure.
The Periodic Report is due in your LLC's anniversary month, and the Secretary of State opens a filing window that spans the month before, the anniversary month, and the month after. If you miss the window, your LLC becomes noncompliant and then delinquent, and you must file a Statement Curing Delinquency and pay the current cure fee set by the Secretary of State to return to good standing. Full timing and penalty detail is on our Colorado Periodic Report and taxes page.
EIN, Colorado Taxes, and Sales Tax License
A federal Employer Identification Number (EIN) is issued free by the IRS and is used to open a bank account, hire employees, and file taxes. By default, the IRS treats a single-member LLC as a disregarded entity and a multi-member LLC as a partnership; either can elect corporate or S-corporation treatment by filing the appropriate IRS form. Most Colorado LLCs need an EIN, and one is required if the LLC has more than one member or any employees.
Colorado imposes a flat 4.40% individual income tax, so LLC income that passes through to members is taxed at that single rate. If your LLC sells taxable goods or certain services, you must obtain a Colorado sales tax license from the Department of Revenue using Form CR 0100; the standard retail license costs $16 for a two-year period plus a refundable $50 deposit. Colorado has no general statewide business license, but many cities and counties require their own. See business license in Colorado and the national business license guide.
Penalties for Missing Colorado Requirements
Missing Colorado requirements carries real consequences. If an LLC fails to file its Periodic Report, the Secretary of State first marks it noncompliant and then delinquent. A delinquent entity loses good standing, which can block loans, contracts, and license renewals, and it can no longer rely on its exclusive name. Reinstating a delinquent LLC requires filing a Statement Curing Delinquency and paying the reinstatement fee set by the Secretary of State.
Separately, if an LLC does not maintain a registered agent, it can fall out of compliance and lose the ability to reliably receive legal notices - meaning lawsuits can proceed without the company's knowledge. Keeping your registered agent and Periodic Report current is the simplest way to avoid these outcomes. If you decide to close the business, follow the formal steps in how to dissolve an LLC in Colorado rather than simply abandoning it.
Frequently Asked Questions
How much does it cost to start an LLC in Colorado?
The state fee to file Articles of Organization is $50, filed online with the Colorado Secretary of State. After that, you file a Periodic Report each year for $25. There is no paper-filing option and no per-member surcharge. See Colorado LLC cost.
What form do I file to create a Colorado LLC?
You file Articles of Organization through the Secretary of State's online business portal. Colorado does not accept paper filings for LLC formation. The fee is $50 and approval is usually immediate.
Does a Colorado LLC need a registered agent?
Yes. Every Colorado LLC must continuously maintain a registered agent with a physical Colorado street address. The agent must be a Colorado resident or an entity authorized to do business in Colorado, and must consent to serve.
How long does it take to form an LLC in Colorado?
Because Colorado only accepts online filings, Articles of Organization are typically processed immediately once submitted and paid. Your LLC exists on the date the Secretary of State records the filing, which for online submissions is generally the same day.
What taxes does a Colorado LLC pay?
By default an LLC passes income through to its owners, who pay Colorado's flat 4.40% income tax. If the LLC sells taxable goods, it must hold a state sales tax license ($16 for two years plus a $50 deposit) from the Colorado Department of Revenue.
Related
- How to form an LLC (cluster hub)
- Colorado registered agent requirements
- How much does a Colorado LLC cost?
- Colorado Periodic Report and taxes
- Business license in Colorado
- How to get an EIN
- How to dissolve an LLC in Colorado
- S-corp vs LLC
More Colorado business guides
Business License In Annual Report Articles Of Organization Certificate Of Formation Dba Filing Llc Cost Llc Tax Filing Operating Agreement Registered Agent Dissolve An Llc In
Sources
- Colorado Secretary of State - News Release: Periodic Report fee set to $25 (effective July 1, 2024).
- Colorado Secretary of State - Business Division FAQs (online-only filing; Articles of Organization).
- Colorado Secretary of State - Business Home (file a form, search records).
- Colorado Revised Statutes - § 7-80-204, Articles of Organization.
- Colorado Revised Statutes - § 7-90-501, Periodic reports.
- Colorado Revised Statutes - § 7-90-701, Registered agent.
- Colorado Department of Revenue - Standard Retail License ($16 two-year license; $50 deposit).
- Colorado Department of Revenue - Individual Income Tax (flat 4.40% rate).
- Colorado Department of Revenue - How to Apply for a Sales Tax License (Form CR 0100).
- IRS - Limited Liability Company (LLC) (federal default classification).
- IRS - Get an Employer Identification Number (free EIN).
- Legal Information Institute - 26 CFR § 301.7701-3, Entity classification election.
LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current requirements with the Colorado Secretary of State and Colorado Department of Revenue before acting.