Fees
Colorado LLC formation costs
$50 Articles of Organization + $10/yr periodic report fee = ~$60 first-year cost (before registered agent service) — among the cheapest combined first-year + ongoing costs in the biz-license coverage set
| Fee | Amount | Notes |
|---|---|---|
| Articles of Organization filing fee | $50 | One-time state filing fee payable to the Colorado Secretary of State. Online filing at sos.state.co.us. One of the lowest formation fees in the US: lower than Texas ($300), Washington ($200), Virginia ($100), Wyoming ($100), and Delaware ($90). |
| Periodic Report fee | $10/year | Due each year during the LLC's anniversary month. Online or paper filing — both $10. One of the lowest annual report fees in the US; only a handful of states (e.g., Arkansas at $150) charge less for the annual obligation. $10 late fee applies for missed deadline. |
| Name reservation (optional) | $25 | Reserves the LLC name for 120 days via the Colorado Secretary of State. Optional — most filers proceed directly to filing Articles of Organization. |
| Registered agent service (if not self-serving) | $50–$150/year | Required for out-of-state owners who cannot maintain a Colorado physical address for service of process. Colorado residents may self-serve as RA. Commercial RA services ensure legal mail is not missed. |
| EIN application | Free | IRS Form SS-4 — free online at irs.gov/ein. No state fee. |
Affiliate slot
Form your LLC with a service
LLC formation services — Bizee primary placement.
Requirements
What you need to know before filing
- Name must contain 'LLC', 'L.L.C.', 'Limited Liability Company', 'Limited Liability Co.', 'LC', or 'L.C.' — Colorado accepts standard designators.
- A registered agent with a Colorado physical street address (no PO boxes) must be maintained at all times. Colorado residents may self-serve as RA; out-of-state owners typically use a commercial RA service.
- Articles of Organization are filed with the Colorado Secretary of State online at sos.state.co.us. Member names are not required on the public Articles of Organization.
- An Operating Agreement is not filed with the state but governs internal LLC operations; Colorado LLC Act (C.R.S. § 7-80-101 et seq.) provides default rules.
- Colorado LLCs must file a Periodic Report each year. The fee is $10 for online filing and $10 for paper. Due on the anniversary month of formation. Failure to file results in $10 late fee; continued non-compliance leads to administrative dissolution.
- An EIN from the IRS is required to open a business bank account and for federal tax filing.
- Colorado imposes no franchise tax on LLCs. Colorado has a 4.40% flat state income tax on individuals — LLC pass-through income is subject to Colorado personal income tax for Colorado-resident members.
- Cannabis-industry LLCs in Colorado must obtain an additional Marijuana Business License from the Colorado Marijuana Enforcement Division (MED) — this is separate from and in addition to the standard LLC formation.
Documents
What you'll need to file
- Articles of Organization — filed with the Colorado Secretary of State. Requires LLC name (with valid designator), registered agent name and CO street address, and principal office address. Online filing at sos.state.co.us.
- Registered agent consent — RA must accept appointment and maintain a physical Colorado street address.
- Operating Agreement — not filed with the state but governs member rights, profit allocation, management structure, and dissolution.
- IRS SS-4 (EIN Application) — completed online at irs.gov/ein after the Articles are filed.
- Periodic Report — filed each year during the LLC's anniversary month. Fee: $10.
- Business bank account documentation — EIN letter, Articles of Organization, and Operating Agreement.
Registered agent
Who receives legal mail for your LLC
Required in every state. Florida requires a physical FL street address.
- Required?
- Yes
- Who can serve
- Colorado resident individual with a physical CO street address, or a business entity authorized to act as registered agent in Colorado (no PO boxes)
- Can I serve myself?
- Yes
- Commercial RA cost
- ~$75/yr
Colorado does not require member names on the Articles of Organization. Using a commercial RA service keeps the RA's address as the only public address on the filing, allowing member information to remain off the public record.
Affiliate slot
Need a registered agent?
Commercial RA service — Northwest Registered Agent placement.
Process
How to form a LLC in Colorado
Sequential — each step gates the next.
-
Check name availability with the Colorado Secretary of State Search the Colorado SOS name database at sos.state.co.us to confirm your desired LLC name is available. The name must include a valid designator (LLC, L.L.C., Limited Liability Company, Limited Liability Co., LC, or L.C.) and must not be deceptively similar to an existing Colorado entity. Optional: reserve the name for 120 days ($25) while you prepare documents.
-
Appoint a Colorado registered agent Designate a registered agent with a physical Colorado street address (no PO boxes). Colorado residents may self-serve as RA. Out-of-state owners and Denver tech / cannabis entrepreneurs who have not yet established a physical Colorado address typically use a commercial RA service ($50–$150/yr).
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File the Articles of Organization File online at sos.state.co.us. The Articles require the LLC name, registered agent information, principal office address, and organizer signature. Pay the $50 filing fee — one of the lowest in the US. Standard processing is typically 1 business day online.
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Draft an Operating Agreement Colorado's LLC Act (C.R.S. § 7-80-101 et seq.) provides flexible default rules. An Operating Agreement is especially important for multi-member tech LLCs and cannabis entities where equity splits, management authority, and regulatory-compliance responsibilities need to be clearly defined among members.
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Obtain an EIN from the IRS After the Articles of Organization are approved, apply for an EIN at irs.gov/ein. The online application takes under 15 minutes and provides the EIN immediately. Required for bank account opening and federal tax filing.
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Register for Colorado state taxes and local licenses if applicable If the LLC will have employees or collect Colorado sales tax, register with the Colorado Department of Revenue at colorado.gov/revenue. Denver-based LLCs may also need a Denver Business License from the Denver Office of Excise and Licenses. Cannabis-industry LLCs must separately obtain a Marijuana Business License from the Colorado Marijuana Enforcement Division.
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File the Periodic Report during the anniversary month each year Colorado LLCs must file a Periodic Report and pay the $10 fee each year during the LLC's anniversary month. File online at sos.state.co.us. A $10 late fee applies for missed deadlines; continued non-filing results in administrative dissolution.
Annual obligations
What your LLC owes every year
Year-2+ costs most formation guides omit.
| Obligation | Due date | Fee | Consequence if missed |
|---|---|---|---|
| Colorado Periodic Report | During the LLC's anniversary month each year | $10.00 | $10 late fee for filing after the anniversary month deadline. Continued non-compliance results in administrative dissolution, making the LLC legally inoperative until reinstated. |
Provenance
Statute basis & official sources
Last verified 2026-05-06.
Colorado Limited Liability Company Act, C.R.S. § 7-80-101 et seq.; Colorado Periodic Report requirement: C.R.S. § 7-90-501; Colorado state income tax: C.R.S. § 39-22-104; IRS guidance on single-member LLC disregarded entity treatment.
Direct filing portal: https://www.sos.state.co.us/biz/BusinessEntityCriteriaExt.do
If you skip the LLC
- Operating as a sole proprietor with no LLC means unlimited personal liability — a business debt or lawsuit can reach your personal assets.
- For Denver tech LLCs and cannabis businesses, operating without a formal entity creates serious liability exposure and may disqualify the entity from professional service contracts and Marijuana Enforcement Division licensing.
- Sole proprietors lose the flexibility to elect S-corp tax treatment (available to LLCs) once revenue justifies it, forfeiting potential self-employment tax savings.
- Banks, payment processors, and commercial landlords require an EIN and formal business entity for account opening and lease execution.
- Failure to file the Colorado Periodic Report during the anniversary month results in a $10 late fee, and continued non-filing leads to administrative dissolution — making the entity legally inoperative until reinstated.
Formation context
Who should form in Colorado?
- Recommended for
- Tech-industry LLCs based in Denver that want the lowest combined formation + ongoing cost in the tech-hub peer group; Cannabis-industry LLCs leveraging Colorado's mature regulatory framework (first US state to legalize recreational cannabis); Cost-conscious founders who want a modern LLC statute with minimal annual obligation ($10/yr periodic report); Colorado-resident business owners who want to form locally and avoid foreign qualification costs
- Tax treatment (default)
- Pass-through by default at the federal level: single-member LLCs are disregarded entities (Schedule C); multi-member LLCs are partnerships (Form 1065). Colorado imposes no franchise tax on LLCs. Colorado has a flat 4.40% state income tax rate that applies to LLC pass-through income for Colorado-resident members. The $10/yr Periodic Report fee is an administrative filing fee, not a tax on income or revenue.
Colorado is primarily used as a formation state by businesses that actually operate in Colorado. Formation-only LLCs (formed in DE, WY, or NV) that have physical Colorado presence must foreign-qualify in Colorado and pay the $10/yr Periodic Report in addition to their formation state's fees. For Colorado-nexus businesses, forming directly in Colorado eliminates this dual-state obligation and keeps costs at the absolute minimum.
No publication requirement in Colorado — unlike New York or Nebraska, you do not need to publish notice in a newspaper after filing.
FAQ
Common Colorado (Denver) LLC formation questions
How cheap is Colorado to form and maintain an LLC?
Colorado has one of the lowest combined formation + ongoing cost profiles in the United States: $50 to form + $10/yr periodic report. Over 3 years, total state fees are approximately $80 (before RA service). Compare this to Delaware ($90 + $300/yr = ~$990 over 3 years), Nevada ($425 + $550/yr = ~$1,525 over 3 years), or even Wyoming ($100 + $60/yr = ~$280 over 3 years). Colorado's $10/yr periodic report is the lowest annual obligation of any state in the biz-license coverage set.
Does Colorado have a franchise tax or state business license fee for LLCs?
No. Colorado does not impose a franchise tax on LLCs and has no mandatory state business license fee. The only annual state obligation is the $10 Periodic Report fee due in the LLC's anniversary month. Some industries (e.g., cannabis) and local jurisdictions (Denver city license) may have additional requirements, but the state-level LLC obligation is the $10 periodic report.
What is Colorado's state income tax rate for LLC pass-through income?
Colorado has a flat 4.40% state income tax rate on individual income, including LLC pass-through income for Colorado-resident members. This is below the national median for states with income taxes. There is no LLC-level state income tax — only member-level at the flat 4.40% rate. Non-Colorado-resident members are taxed only on Colorado-source income.
Is Colorado a good formation state for cannabis-industry LLCs?
Yes — Colorado was the first state to legalize recreational cannabis (Amendment 64, 2012) and has a mature regulatory framework via the Marijuana Enforcement Division. Colorado's low formation cost ($50) and low annual obligations ($10/yr) make it an attractive base. Cannabis LLCs must obtain a Marijuana Business License from the MED in addition to the standard LLC formation, and Denver-based entities may need a Denver Business License. The state LLC statute itself is straightforward and does not add cannabis-specific formation hurdles.
What is the Colorado Periodic Report, and when is it due?
Colorado's Periodic Report is an annual filing that confirms the LLC's registered agent and principal office address. The fee is $10 for online filing. It is due during the LLC's anniversary month each year (e.g., an LLC formed in April files and pays during April each subsequent year). A $10 late fee applies for filing after the deadline. Continued non-compliance results in administrative dissolution. File online at sos.state.co.us.
Can I form an anonymous LLC in Colorado?
Colorado does not require member names on the Articles of Organization — only the registered agent and principal office address appear on the public filing. However, Colorado does not have a dedicated anonymous-LLC framework comparable to Wyoming or Nevada. For maximum anonymity and asset-protection, Wyoming remains the leading choice. Colorado is suitable for businesses that actually operate in Colorado and want low formation costs without a strong anonymity requirement.
How does Colorado's LLC cost compare to other tech-hub states?
Colorado vs. peer tech-hub states over 3 years: Colorado ~$80 ($50 form + $10/yr). Texas ~$960 ($300 form + $0/yr for now, but note TX has no franchise tax for most small LLCs). Washington ~$740 ($200 form + $60/yr + B&O gross-receipts tax obligation). California: $70 form + $800/yr minimum franchise tax = ~$2,470. Colorado's $10/yr periodic report is the standout lowest in this peer group — making it the cheapest ongoing-cost tech-hub formation state in the biz-license coverage set.
How do I dissolve a Colorado LLC?
To dissolve a Colorado LLC, file Articles of Dissolution with the Colorado Secretary of State. Before filing, wind up the LLC's business: pay or settle debts, distribute remaining assets to members, and resolve any pending legal or regulatory matters. All outstanding Periodic Report fees and penalties must be paid. Cannabis-license holders must also surrender their MED license separately before or during dissolution. If the LLC is registered as a foreign entity in other states, withdrawal applications must be filed in each of those states.
Not sure yet?
Should I form an LLC?
Still deciding between an LLC, sole proprietorship, S-Corp, or C-Corp? Our entity-type comparison breaks down formation cost, tax treatment, liability shield, and compliance complexity for all four structures side by side.
LLC vs S-Corp vs Sole Prop vs C-Corp — compare all four →Is a DBA enough?
DBA vs LLC — do you actually need a full LLC?
Already operating as a sole proprietor, or wondering whether a cheap county DBA filing ($10–$100) is enough instead of forming an LLC? A DBA lets you operate under a trade name — but provides zero liability protection. Our DBA vs LLC comparison breaks down exactly when a DBA is sufficient and when you need a state LLC filing.
DBA vs LLC — cost, liability shield & when to upgrade →After you file
Next steps after forming your LLC
Your Articles of Organization are filed — now make your LLC operational. Three actions every new LLC owner needs to take:
§ A Building permits in Colorado / Denver
§ B Other states & comparisons
- WY vs. NV LLC Formation — Compare costs, privacy & asset-protection→
- WY vs. DE LLC Formation — Compare costs, fees & protection→
- NV vs. DE LLC Formation — Compare privacy, costs & charging-order protection→
- FL vs. DE LLC Formation — Compare costs, fees & requirements→
- TX vs. DE LLC Formation — Compare costs, fees & requirements→
- LLC vs S-Corp vs Sole Proprietorship — Which entity type is right for you?→
- Best Registered Agent Services — Compare Northwest, ZenBusiness, LegalZoom & Bizee→
- All states — LLC formation guides→
§ C Companion tools
Disclaimer: Informational only — not legal advice. LLC laws change; verify with a Colorado business attorney or CPA before filing.