Colorado LLC Formation Guide

This guide will help you set up an LLC in Colorado. It includes step-by-step instructions for obtaining tax IDs and filing documents.

Overview

Because they are affordable to set up, offer flexibility for the owners and are simple to manage, LLCs are the most preferred business structure. Your LLC legalizes your business and limits your personal liability. It also allows you to have tax flexibility. As you go through this process, the following steps will guide you.

Step-by-Step Colorado LLC Instructions

  1. Check Name Availability

    Your LLC’s legal name may not be in conflict with any registered name. You can search for the name you want to check availability.

    Name Search: Colorado Secretary of State

    Name search

    Name Reservation: Optional
    Suffix: “(c) A limited liability company entity name must contain the abbreviation “limited company”, “ltd. company”, “limited liability company”, or “ltd. responsibility co.”, “limited”, and “ltd. liability” “, “llc”, “ltd .”.”

    CRS SS7-90-601

  2. Appoint a registered agent

    Before you can file to officially create your Colorado LLC, it is necessary to determine who your Colorado registered agents will be. Register agents are the legal representative of a business that receives notices about lawsuits and other legal or government notices.

    Every LLC must have a registered agent as required by state law. When you file Colorado articles, the registered agent is identified.

  3. Colorado Certificate of Formation

    To create a limited liability company, file the articles of organization

    Agency: Colorado Secretary of State
    Form:
    Articles for Organization
    Instructions:
    Instructions – Articles of Organization for a Domestic Limited Liability Company
    Filing Method  
    Agency Fee: $50
    Turnaround: Now
    Law:
    Colorado Revised Statutes – SS7-80-01 et cetera Colorado Limited Liability Company Act
    Notes:
    • Secure Business Filing can be set up immediately after formation. This will prevent anyone else from making any changes to your record. On the transaction confirmation page, click “setup secure company filing”.
    • Although the articles of organization can be filed electronically, it is advisable to download a copy for safe storage in company records and use during business operations (e.g. For setting up a bank account for your business.
  4. Establish Company Records

    Your LLC must maintain accurate and complete records. Your LLC’s first records will be your filed articles of organization. Other official records that your LLC may produce include:

    • Minutes of meetings
    • Operating agreement
    • EIN verification letter
    • Amendments to and other filings made by the LLC during its lifetime
  5. Make the Operating Agreement

    An Operating Agreement is the governing document of the LLC. This document outlines the rules and procedures for how the LLC will operate, such as holding an annual meeting. The agreement will be reviewed and approved at your organization meeting.

  6. Organise the Organizational Meeting

    The organizational meeting is the first meeting of members of an LLC. To conduct this meeting, you will need to have your operating agreement and the filed articles of organization. Keep a record of the meeting and keep it in your company records book.

  7. Register for a Federal Employer Identification Number.

    An EIN is required for any LLC that has more than one member, or hires employees. A bank account opening requires an EIN.

    Agency: Internal Revenue Service (IRS).
    Form:
    IRS Form S-4
    Filing Method You can send mail, phone, fax or online.
    IRS fee $0
    Turnaround: Online or over the phone, immediately. 4 business days via fax. 4-6 weeks via mail
    Notes: Only certain hours are available for the IRS website. Before closing your session, print your EIN. For more information, please refer to IRS Pub 1635 Understanding Your EIN.
  8. Get Colorado State Tax Identification Numbers/Accounts

    Colorado has two options: you can either apply online for a consolidated tax registration or by mail.

    To apply for a wage withholding and/or sales tax account:

    Send your submission to:
    Colorado Department of Revenue

    http://www.colorado.gov/revenue

    Form:

    Form CR-0100: Colorado Sales Tax Withholding Account Application
    Filing Method
    Mail, in-person, or online
    Fee:
    $50 deposit if retail sales tax license needed.
    Turnaround:
    ~2-3 weeks online. 4-6 weeks via mail In-person immediately

    If your LLC employs employees or withholds income you will need to obtain a unemployment insurance tax account number.

    Send your submission to:
    Colorado Department of Labor and Employment

    http://www.colorado.gov/cs/Satellite/CDLE-UnempBenefits/CDLE/1240336898069

    Form:

    Form UIL-100: Application for Unemployment Insurance and Determination Of Employer Liability
    Filing Method
    Mail or online
    Fee:
    $0
    Notes:
    This is a form for unemployment insurance purposes only.
  9. Consider Electing C-Corp Taxation or S-Corp Fiscal

    Your LLC will automatically be subject to pass-through taxation. However, the majority of LLCs maintain this tax classification. Some LLCs can choose to elect S-Corp and C-Corp tax treatment.

    • S-Corp is a tax-saving tool that can be used by owner-employees earning more than $75,000 annually.
    • Double taxation is a problem for C-Corps: members pay taxes on distributions and the corporation pays taxes. You may be eligible for C-Corp tax treatment if your profits exceed $250,000 or you offer employee benefits.
  10. Get Business Licenses and Permits

    You must have the appropriate licenses and permits to run your business legally. It is easy to find the right licenses and permits for your state and federal business.

    Colorado Business License

    NOT REQUIRED

     

    Colorado does not require licensure for general business licenses.

    Colorado does not have an overall business license at the state-level, but licenses for local businesses are required.

  11. You must continue to file for your LLC

    You are required to file both federal and state tax returns.

    To maintain good standing with the secretary-of-state, many states require that business entities file an annual report. The table below shows the requirements for Colorado LLCs to file an annual report.

    Colorado Corporation Annual Report Requirements:

    Agency: Colorado Secretary of State
    Form: Electronic filing is required. View a sample of a periodic report.
    Instructions:
    Instructions to complete a Periodic Report
    Filing Method  
    Agency Fee: $10
    Due: Each year by the end the month following initial registration. The entity will have two additional months to file a late Periodic Report if it isn’t filed in time.
    Law:
    C.R.S. 7-90-501
    Original Ink Not necessary
    Notarize: Not necessary
    Penalties: Late fees of $50
    Notes:
    • Online filing required.
    • Anybody with authority can file.
    • The due date for reinstatement is changed to once a year at the end of each month.
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