How to Form an LLC in Colorado

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This guide to starting an LLC in Colorado provides step-by-step instructions on filing formation documents, obtaining tax IDs, and setting up company records.

Overview

LLCs are the most popular business structure because they are inexpensive to form, provide flexibility to the owners, and are easy to run. Forming your LLC legally establishes your business, limits your personal liability, and gains tax flexibility. The following step-by-step will help you as you undertake this process.

Fast Facts: Your Budget and Timeline

Here is an overview of the total paperwork, cost, and time it takes to form an LLC in Colorado. Be sure to read the final step in this guide - "Ongoing Filings" - to understand your ongoing costs to maintain a compliant Colorado LLC.


Paperwork
  • Form ARTORG_LLC: Articles of Organization for a Domestic Limited Liability Company
  • Operating Agreement
  • IRS Form SS-4: Obtain an EIN
  • Form CR-0100: Colorado Sales Tax Withholding Account Application
  • Form UITL-100: Application for Unemployment Insurance Account and Determination of Employer Liability, if required
  • Form UITL-100: Application for Unemployment Insurance Account and Determination of Employer Liability, if required
Cost
  • Formation: $50
  • Sales tax license, if required: $50 deposit
Time
  • Formation: Immediately

Step-by-Step Colorado LLC Instructions

  1. Check Name Availability

    The legal name of your LLC may not conflict with any other registered name. Check availability of your desired name by conducting a name search.

    Name Search: Colorado Secretary of State
    Name search
    Name Reservation: Optional
    Suffix:

    "(c) The entity name of a limited liability company shall contain the term or abbreviation "limited liability company", "ltd. liability company", "limited liability co.", "ltd. liability co.", "limited", "l.l.c.", "llc", or "ltd."." 
    CRS §7-90-601

  2. Appoint a Registered Agent

    Identify the LLC’s Colorado registered agent. This individual or company receives notice of lawsuit and other legal service for the LLC.

  3. File Colorado Certificate of Formation

    File the articles of organization to create your limited liability company.

    Agency:Colorado Secretary of State
    Form:

    Articles of Organization

    Instructions:

    Instructions: Articles of Organization for a Domestic Limited Liability Company

    Filing Method:

    Online

    Agency Fee:

    $50

    Turnaround:

    Immediately

    Law:

    Colorado Revised Statutes - §7-80-01 et seq. Colorado Limited Liability Company Act

    Notes:
    • Immediately after formation you can setup Secure Business Filing on your record so that no one else can make changes to it. Click “setup secure business filing” on the transaction confirmation page.
    • Even though the articles of organization are filed electronically, you should download a copy for secure storage in your company records and for use during the course of business (e.g. for setting up a business bank account).
    Fact Checked:6/13/17
  4. Establish Company Records

    Your filed articles of organization are the first document for your limited liability company records. Your LLC will generate many other official records such as your operating agreement, meeting minutes, and your EIN.

    Office supplies intended for an LLC will help you stay organized and save time. Membership certificate templates should come with your company record book. Each owner receives a membership certificate as evidence of his or her ownership in the LLC.

  5. Create the Operating Agreement

    Draft an Operating Agreement (potentially using a template) which is the governing document for the LLC. It defines the formalities of how the LLC will run itself such as holding an annual meeting. You will review and adopt the agreement at your organizational meeting.

  6. Hold the Organizational Meeting

    The first meeting of the members of the LLC is the organizational meeting. You will need your filed articles of organization and your operating agreement in order to conduct this meeting. Keep minutes of this meeting and store them in your company record book.

  7. Get a Federal Employer Identification Number (EIN)

    If your LLC has more than one member or will hire employees, it must obtain an EIN. An EIN is also often required to open a bank account.

    Agency:Internal Revenue Service (IRS)
    Form:

    IRS Form SS-4

    Filing Method:

    Mail, phone, fax, or online.

    IRS fee:

    $0

    Turnaround:

    Immediately online or by phone. 4 business days by fax. 4-5 weeks by mail.

    Notes:

    The IRS website is only available during certain hours. Print your EIN before closing your session. For additional guidance, see IRS Pub 1635: Understanding Your EIN.

    Fact Checked:8/28/19
  8. Get Colorado State Tax Identification Numbers/Accounts

    Colorado offers a consolidated state tax registration application online or you can file two registrations by mail.

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

    Submit 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 by mail. Immediately in-person.

    If your LLC has employees and withholds income, then you must obtain an unemployment insurance tax account number and rate:

    Submit to:
    Colorado Department of Labor and Employment
    http://www.colorado.gov/cs/Satellite/CDLE-UnempBenefits/CDLE/1240336898069
    Form:
    Form UITL-100: Application for Unemployment Insurance Account and Determination of Employer Liability
    Filing Method:
    Mail or online
    Fee:
    $0
    Notes:
    This application is only for unemployment insurance purposes.
  9. Consider Electing S-Corp or C-Corp Taxation

    By default, your LLC receives pass-through taxation and the vast majority of LLCs keep this tax classification. Some LLCs benefit from electing S-Corp or C-Corp tax treatment:

    • S-Corp treatment can help owner-employees who earn more than ~$75,000 per year save on self-employment taxes. File Form 2553: S-Corp Election.
    • C-Corps suffer from double taxation: the corporation pays taxes on profits then members pay taxes on their distributions. If profits exceed $250,000 per owner, you provide employee benefits, or you will re-invest most of your profit in the business, you may benefit from the low tax rates on retained earnings under C-Corp treatment. File Form 8832: C-Corp Election.
  10. Obtain Business Licenses & Permits

    To run your business legally, you must obtain applicable licenses and permits. The easiest way to navigate the wide range of federal, state, and local requirements is to search by your business type and locality using the Small Business Administration Business License & Permit look-up tool.

  11. * Ongoing Filings to Maintain Your LLC

    You must file federal and state tax returns. You must also file:

    • Colorado LLCs file a Periodic Report ($10 state fee) annually online. Find your record then use the link to file your periodic report. It is due during a five month window surrounding the anniversary month of formation.
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