Do I file my Colorado operating agreement with the state?
No. The operating agreement is an internal document that you keep with your business records. The only formation document you file with the Colorado Secretary of State is the Articles of Organization, which costs $50 online. The operating agreement stays private among the members.
Quick facts
- Required by law?
- No - optional but strongly recommended
- Filed with state?
- No - internal document; only Articles of Organization ($50) are filed
- Governing law
- Colorado LLC Act, C.R.S. Title 7, Article 80
- Legal effect
- Overrides statutory defaults (C.R.S. ยง 7-80-108)
- Who should have one
- Single-member and multi-member LLCs alike
- Some limits
- Nonwaivable provisions (good faith, records access, loyalty)
The same question in every other state
This requirement is set at state level, so the answer changes when you cross a state line. Below is how 17 other states answer the same question, each linked to the page that cites the agency it came from. The full breakdown is on How to Form an LLC.
| State | Answer |
|---|---|
| Arizona | No. The operating agreement is an internal document kept with your business records. |
| Arkansas | No, an Arkansas LLC operating agreement is an internal document and is not filed with the Arkansas Secretary of State or any other state agency. It should be kept with the LLC's records. |
| Connecticut | No. You file only the Certificate of Organization ($120) with the Connecticut Secretary of the State to create the LLC. |
| Iowa | No. The operating agreement is an internal document kept with your company records. |
| Maine | No. The operating agreement is a private, internal document that you keep with your company records. |
| Maryland | No. An operating agreement is an internal document kept in your company records. |
| Minnesota | No. The operating agreement is an internal document kept with your business records. |
| Missouri | No. The operating agreement is an internal document you keep with your business records. |
| Montana | No. The operating agreement is an internal document. |
| New Hampshire | No. The operating agreement is an internal document. |
| Ohio | No. The operating agreement is an internal document kept with your company records. |
| Oklahoma | No. The operating agreement is an internal document kept with your business records. |
| Pennsylvania | No. The operating agreement is a private, internal contract among the members. |
| Utah | No. You file only the Certificate of Organization ($59) with the Utah Division of Corporations & Commercial Code to create the LLC. |
| Virginia | No. An operating agreement is an internal document. |
| Washington | No. The operating agreement is an internal document kept in your company records. |
| Wisconsin | No. The operating agreement is an internal document you keep with your business records. |
Full context for Colorado
This page answers one question. The complete Colorado guide -- covering the surrounding requirements, the forms, the agency, and what happens if you get it wrong -- is at Colorado LLC Operating Agreement Guide (2026).
Sources
- https://law.justia.com/codes/colorado/title-7/corporations-and-associations/article-80/part-1/section-7-80-108/
- https://law.justia.com/codes/colorado/title-7/corporations-and-associations/article-80/part-1/section-7-80-102/
- https://law.justia.com/codes/colorado/title-7/corporations-and-associations/article-80/part-4/section-7-80-401/
- https://www.coloradosos.gov/pubs/business/FAQs/main.html
- https://www.irs.gov/businesses/small-businesses-self-employed/limited-liability-company-llc
- https://www.law.cornell.edu/cfr/text/26/301.7701-3
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