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How do I form an LLC in Colorado?

Federal & State Law Editorial TeamLast reviewed: 2026-04-30

Colorado LLCs are governed by the Colorado Limited Liability Company Act, C.R.S. Title 7, Article 80.

1. Filing Fee and Processing Time — Online Only

  • Articles of Organization: $50 filing fee with the Colorado Secretary of State — Colorado accepts online filings only (no paper).
  • Processing: Immediate to 24 hours — among the fastest in the country.

    • 2. Name Reservation

  • Optional. 120-day reservation for $25. Name must include "Limited Liability Company," "Limited," "LLC," "L.L.C.," "Ltd. Liability Company," etc. (C.R.S. § 7-90-601).

    • 3. Registered Agent

  • Required under C.R.S. § 7-90-701.
  • Must be a Colorado resident individual (18+) OR an entity authorized to do business in Colorado, with a Colorado street address (no P.O. boxes).

    • 4. Operating Agreement

  • Permitted but not required (C.R.S. § 7-80-108). Not filed with the state.
  • Recommended for multi-member LLCs.

    • 5. Periodic Report (Colorado's "Annual Report")

  • Required. Due in the anniversary month of formation each year, with a 2-month grace period before late status.
  • Filing fee: $25 (was reduced to $10 through 2024 as part of a fee-relief program; verify current rate).
  • Late penalty: $50 if filed after grace period; entity becomes delinquent and eventually dissolved.

    • 6. State Taxes

  • Colorado has a flat 4.4% individual income tax (2024-25) on pass-through LLC income.
  • LLCs taxed as C-corps pay 4.4% Colorado corporate income tax.
  • SALT Parity Act allows pass-through entities to elect entity-level taxation (C.R.S. § 39-22-340) for SALT cap workaround.
  • Sales tax (2.9% state + local up to 8.3%) registration if selling taxable goods.

    • 7. Federal EIN

  • Required for multi-member LLCs and any LLC with employees.

    • 8. Professional LLCs

  • Colorado does not have a separate PLLC statute — licensed professionals form a regular LLC subject to licensure board rules.

    • 9. Trade Name Registration

  • If operating under a name different from the LLC's legal name, file a Statement of Trade Name with the SOS ($20).

    • 10. Local Business Licenses

  • Most Colorado municipalities (Denver, Boulder, Colorado Springs) require local business and sales tax licenses.

    • This is legal information, not legal advice.

    When to Talk to a Lawyer
    • You want to make the SALT Parity Act PTE election
    • You are forming a multi-member LLC with non-uniform contributions
    • You operate in Denver and need help with local sales tax licensing
    Related Statutes & Laws
    • C.R.S. § 7-80-108
    • C.R.S. § 7-80-203
    • C.R.S. § 7-90-601
    • C.R.S. § 7-90-701
    • C.R.S. § 39-22-340

    This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.