Fees
Colorado LLC formation costs
$50 CO Articles of Organization (one-time) + $10/yr CO Periodic Report (cheapest recurring LLC fee in the nation) + Denver Business License fee (varies by type) + Denver occupational privilege tax if the LLC has employees working in Denver = ~$60–$160 first-year state/city cost for owner-only LLCs (before registered agent service). Colorado's $50 formation fee and $10/yr Periodic Report make it one of the lowest-cost states for LLC formation and maintenance in the US.
| Fee | Amount | Notes |
|---|---|---|
| Articles of Organization filing fee (CO SOS) | $50 | One-time state filing fee payable to the Colorado Secretary of State through sos.colorado.gov. Among the lowest LLC formation fees in the United States — compare Wyoming ($100), Georgia ($100), Florida ($100), Texas ($300), California ($70). Colorado's $50 formation fee combined with its $10/yr Periodic Report gives it one of the lowest combined first-year and multi-year cost structures of any state. |
| CO Periodic Report (annual) | $10/year | IMPORTANT: The Colorado annual report is officially called the 'Periodic Report' — not 'Annual Report.' Due in the LLC's anniversary month each year. The $10/yr Periodic Report fee is the lowest recurring LLC annual filing fee in the United States among states with formal requirements. Compare: Massachusetts ($500/yr), Illinois ($75/yr), North Carolina ($200/yr), Florida ($138.75/yr), Georgia ($50/yr). Over a 5-year horizon, Colorado's Periodic Reports total just $50 — vs. Massachusetts's $2,500. File online at sos.colorado.gov. |
| Denver Business License | $25–$100/yr (varies by license type) | The City and County of Denver requires most businesses operating within Denver to obtain a Business License. License type and fee depend on business activity: general/retail licenses typically run $25–$100/yr; specialized licenses for regulated industries (food service, alcohol, childcare) carry higher fees. Register through the Denver Department of Finance, Treasury Division at denvergov.org/licenses. All businesses with a Denver fixed location, temporary site, or home occupation must obtain a Denver Business License. Unlike Houston or Austin (no general city license), Denver requires this city-level registration for most business types. |
| Denver occupational privilege tax (businesses with employees) | Up to $500/year depending on Denver employee headcount | Denver imposes an Occupational Privilege Tax on employers with taxable employees performing services in Denver. The employer portion is $4 per taxable employee per month; very small owner-only LLCs with no Denver employees generally do not owe the employer portion. Register and remit through Denver Treasury if hiring employees in Denver. |
| Name reservation (optional) | $25 | Reserves the LLC name for 120 days with the Colorado Secretary of State. Optional — most filers confirm name availability and proceed directly to Articles of Organization filing through sos.colorado.gov. |
| EIN application | Free | IRS Form SS-4 — free online at irs.gov/ein. No state fee. |
Requirements
What you need to know before filing
- Name must contain 'LLC', 'L.L.C.', 'Limited Liability Company', 'Limited Liability Co.', 'Ltd. Liability Co.', or 'Ltd. Liability Company' — Colorado accepts standard LLC designators under Colorado Revised Statutes § 7-90-601.
- A registered agent with a physical Colorado street address (no PO boxes) must be maintained at all times. The RA must be a Colorado resident or a registered Colorado business entity. The RA must be available during normal business hours to accept service of process.
- Articles of Organization are filed with the Colorado Secretary of State through the online filing system at sos.colorado.gov. Filing fee: $50. Standard online processing: 1–2 business days.
- CO Periodic Report: Colorado LLCs must file a Periodic Report annually with the Colorado Secretary of State. The filing fee is $10/yr — the lowest recurring LLC annual report fee in the United States among states with formal annual report requirements. Due in the LLC's anniversary month.
- Colorado imposes a flat individual income tax rate of 4.4% (reduced from 4.55% under HB 22-1406; took effect for tax years beginning January 1, 2022). Pass-through LLC income is subject to this rate for Colorado-resident members.
- An Operating Agreement is not required to be filed with the state but is strongly recommended under C.R.S. § 7-80-108 to govern member rights, voting, profit distribution, and dissolution.
- Denver Business License: the City and County of Denver requires most businesses operating in Denver to obtain a Business License through the Denver Department of Finance. The license type and fee vary by business activity. General business licenses (Retailer, Home Occupation) typically cost $25–$100/yr.
- Denver occupational privilege tax: LLCs with employees performing services in Denver must register for the Occupational Privilege Tax. The employer portion is $4 per taxable employee per month, or up to $500/yr for businesses with employees in Denver depending on headcount. Owner-only LLCs with no employees generally do not owe the employer portion.
- Denver combined sales tax rate: approximately 8.81% (Colorado state 2.9% + Denver city 4.31% + Regional Transportation District 1.0% + Scientific and Cultural Facilities District 0.1% + other local additions). LLCs selling taxable goods or services in Denver must register with the Colorado Department of Revenue for a sales tax license.
- Colorado has no franchise tax on LLCs. The $10/yr Periodic Report is an administrative filing fee, not a franchise or privilege tax.
Documents
What you'll need to file
- Articles of Organization — filed with the Colorado Secretary of State through sos.colorado.gov. Requires LLC name (with valid designator), principal office address, registered agent name and CO street address, and organizer signature.
- Registered agent consent — RA must accept appointment and maintain a physical Colorado street address.
- Operating Agreement — not filed with the state; governs membership percentages, voting rights, profit and loss allocation, and dissolution under C.R.S. § 7-80-108.
- Colorado Sales Tax License — required if the LLC sells taxable goods or services in Colorado. Register with the Colorado Department of Revenue at colorado.gov/revenue.
- Denver Business License — required for most businesses operating within Denver. Apply through the Denver Department of Finance at denvergov.org/licenses.
- Denver Occupational Privilege Tax registration — required if the LLC has employees performing taxable services in Denver.
- CO Periodic Report — filed each year in the LLC's anniversary month ($10 fee). Filed through sos.colorado.gov.
Registered agent
Who receives legal mail for your LLC
Required in every state.
- Required?
- Yes
- Who can serve
- Colorado resident individual with a physical CO street address (no PO boxes), or a business entity authorized to act as registered agent in Colorado
- Can I serve myself?
- Yes
- Commercial RA cost
- ~$100/yr
Colorado Articles of Organization do not require member names on the public filing — only the registered agent name and address are publicly disclosed. Using a commercial RA service keeps your personal address off the CO SOS public record and ensures reliable receipt of Periodic Report reminders, legal process, and state mail.
Renewing or switching? Compare standalone registered agent services — Northwest, Harbor Compliance, Registered Agents Inc., InCorp, and more.
Process
How to form a LLC in Colorado
Sequential — each step gates the next.
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Search for name availability through the Colorado SOS Use the Colorado Secretary of State's online filing system at sos.colorado.gov to confirm your desired LLC name is available and not confusingly similar to an existing CO entity. The name must include a valid LLC designator under C.R.S. § 7-90-601. Optional: reserve the name for 120 days ($25) while you prepare documents.
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Appoint a Colorado registered agent Designate a registered agent with a physical Colorado street address (no PO boxes) available during normal business hours to accept service of process. Colorado residents may self-serve as RA. Out-of-state owners and non-CO-resident operators typically use a commercial RA service ($50–$150/yr). The RA name and address appear on the public CO SOS record.
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File Articles of Organization ($50) with the CO Secretary of State File online at sos.colorado.gov. The Articles require the LLC name, principal office address, registered agent name and CO street address, and organizer signature. Pay the $50 filing fee online. Standard online processing: 1–2 business days. Colorado's online filing system is efficient and easy to navigate — processing is much faster than states like New York (6+ weeks) or Illinois (10 days).
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Draft an Operating Agreement Colorado's LLC Act (C.R.S. § 7-80-108) authorizes members to adopt an Operating Agreement. While not filed with the state, an OA is strongly recommended for all multi-member Denver LLCs. The OA governs member ownership percentages, voting rights, profit/loss allocations, management authority, capital contributions, and dissolution procedures.
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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. Print the CP 575 EIN Confirmation Letter for bank account opening and city license registration.
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Obtain a Denver Business License Most businesses operating within the City and County of Denver must obtain a Business License through the Denver Department of Finance, Treasury Division. Apply at denvergov.org/licenses. License type and fee depend on business activity — general retail/service licenses run $25–$100/yr. Home occupation licenses are also available for Denver residents operating from home. Specialized regulated businesses (food service, alcohol, childcare) require additional permits from relevant departments.
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Register for Colorado sales tax (if selling taxable goods or services) If your Denver LLC sells taxable goods or services, register with the Colorado Department of Revenue at colorado.gov/revenue for a Colorado Sales Tax License. Denver's combined sales tax rate is approximately 8.81% (state 2.9% + Denver city 4.31% + RTD 1.0% + SCFD 0.1%). Businesses must collect and remit the full combined rate on taxable Denver sales.
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File the CO Periodic Report in your anniversary month ($10) IMPORTANT: Colorado calls this the 'Periodic Report' — not 'Annual Report.' Colorado LLCs must file a Periodic Report with the Secretary of State each year in the LLC's anniversary month. Fee: $10 — the lowest recurring annual report fee in the United States. File online at sos.colorado.gov. Failure to file results in administrative dissolution of the LLC.
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Open a business bank account Bring your EIN Confirmation Letter, Articles of Organization, and Operating Agreement to the bank. Denver-area banks (Wells Fargo, Chase, US Bank, FirstBank, Elevations Credit Union) require an EIN and formation documents. A separate business account is the single most important step for maintaining the LLC's liability protection.
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 | In the LLC's anniversary month each year | $10.00 | Failure to file in the anniversary month results in administrative dissolution, making the LLC legally inoperative for contracts and banking until reinstated by filing the delinquent Periodic Report and paying fees. |
| Denver Business License — annual renewal | Annual renewal (varies by license type; initial license required within 30 days of business commencement) | $50.00 | Operating in Denver without a current Business License subjects the business to fines and enforcement action by the Denver Department of Finance. |
Provenance
Statute basis & official sources
Last verified 2026-05-07.
Colorado Revised Statutes, Title 7, Article 80 (Limited Liability Companies); Articles of Organization: C.R.S. § 7-80-204; Name requirements: C.R.S. § 7-90-601; Registered agent: C.R.S. § 7-90-701; Periodic Report: C.R.S. § 7-90-301; Operating Agreement: C.R.S. § 7-80-108; Colorado income tax: C.R.S. § 39-22-104 (4.4% flat rate under HB 22-1406); Colorado sales tax: C.R.S. § 39-26-101 et seq.; Denver Business License: Denver Revised Municipal Code; IRS guidance on single-member LLC disregarded entity treatment.
Direct filing portal: https://sos.colorado.gov/
If you skip the LLC
- Operating as a sole proprietor in Denver without an LLC means unlimited personal liability — a business debt, client dispute, or premises injury can reach your personal assets (home, savings, vehicle).
- Without an LLC, the business name is not protected in Colorado; another entity can register the same name as a CO LLC and force a rebrand.
- Operating in Denver without a Business License exposes the business to fines and back-taxes assessed by the Denver Department of Finance.
- Failure to file the CO Periodic Report in the anniversary month results in administrative dissolution, making the LLC legally inoperative for contracts and banking until reinstated.
Formation context
Who should form in Colorado?
- Recommended for
- Denver-area entrepreneurs, contractors, and small business owners looking for one of the lowest-cost LLC formation and maintenance structures in any major US city; Colorado businesses in technology, real estate, outdoor recreation, healthcare, and professional services headquartered in the Denver metro; Cost-conscious founders who want to compare CO vs. WY formation costs and understand the $10/yr Periodic Report advantage over Wyoming's $60/yr Annual License Tax
- 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 taxes pass-through LLC income at the individual member level via the flat 4.4% state income tax rate. Colorado has no franchise tax on LLCs. Denver's combined sales tax is approximately 8.81% (state 2.9% + city/district add-ons).
For businesses physically operating in Denver, forming directly in Colorado ($50 + $10/yr Periodic Report) avoids the dual-state cost of Wyoming or Delaware formation plus CO foreign qualification. Wyoming's charging-order protection is meaningful for holding structures — but for an operating Denver business, Colorado's $10/yr Periodic Report makes it the clear cost winner. See the CO vs. WY LLC Formation guide for the full comparison.
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
What is Colorado's Periodic Report, and how much does it cost?
Colorado's Periodic Report is the official name for Colorado's annual LLC filing requirement — not 'Annual Report.' It is due in the LLC's anniversary month each year and costs $10 — the lowest recurring annual LLC filing fee in the United States among states with formal requirements. By comparison, Massachusetts charges $500/yr, Florida charges $138.75/yr, and Georgia charges $50/yr. Colorado's $10 Periodic Report is one of the most business-friendly LLC maintenance costs in any state. File online at sos.colorado.gov.
How much does it cost to form an LLC in Denver, CO?
The state filing fee is $50 (Articles of Organization, one-time) — one of the lowest in the United States. The CO Periodic Report is $10/yr. A Denver Business License adds $25–$100/yr depending on business type. Commercial RA service adds $50–$150/yr. Total first-year cost for most Denver startups: $60–$300. Over 5 years, including all Periodic Reports: approximately $110–$350 — one of the lowest long-term LLC cost structures of any major US city.
What is Colorado's state income tax rate for LLC members?
Colorado has a flat 4.4% individual income tax rate (effective for tax years beginning January 1, 2022, under HB 22-1406 which reduced it from 4.55%). Pass-through LLC income is subject to this flat rate for Colorado-resident members. Colorado has no franchise tax on LLCs. The 4.4% flat rate compares favorably to California (up to 13.3%), New York (up to 10.9%), and Oregon (up to 9.9%), and is in the same tier as Indiana (3.23%), Kentucky (5%), and Michigan (4.25%).
Does Denver require a general city business license?
Yes. Unlike Houston or Austin (which have no general city business license), the City and County of Denver requires most businesses operating within Denver to obtain a Business License from the Denver Department of Finance, Treasury Division. The license type and fee vary by business activity — general retail/service licenses run $25–$100/yr. Home occupation licenses are available for home-based businesses. Apply at denvergov.org/licenses. Operating without a current Denver Business License subjects the business to fines and potential license enforcement action.
How does Denver LLC formation compare to Wyoming (CO vs. WY)?
For businesses operating in Denver, forming directly in Colorado ($50 formation + $10/yr Periodic Report) is almost always the lower-cost choice. A Wyoming LLC operating in Denver must register as a foreign LLC in Colorado (~$100 foreign registration fee), pay Wyoming's $60/yr Annual License Tax, AND comply with all Colorado requirements including the Periodic Report and Denver Business License. Total dual-state cost significantly exceeds direct CO formation. Wyoming's charging-order protection and anonymous LLC advantages are meaningful for holding structures — but for an operating Denver business, Colorado's $10/yr Periodic Report makes home-state formation the clear winner on cost. See the CO vs. WY LLC Formation comparison for a detailed breakdown.
What is Denver's combined sales tax rate?
Denver's combined sales tax rate is approximately 8.81%, composed of: Colorado state sales tax (2.9%) + City and County of Denver sales tax (4.31%) + Regional Transportation District (RTD) (1.0%) + Scientific and Cultural Facilities District (SCFD) (0.1%). LLCs selling taxable goods or services in Denver must register with the Colorado Department of Revenue at colorado.gov/revenue for a Colorado Sales Tax License and collect and remit the full combined rate on taxable Denver sales.
Does Colorado have a franchise tax on LLCs?
No. Colorado has no franchise tax on LLCs. The $10/yr Periodic Report is an administrative filing fee, not a franchise or privilege tax. Colorado LLC pass-through income is taxed at the individual member level via Colorado's flat 4.4% income tax rate. Compare: California ($800/yr minimum franchise tax), Texas ($0 under threshold with mandatory PIR filing), Delaware ($300/yr Annual LLC Tax). Colorado's combination of no franchise tax + $10/yr Periodic Report is one of the most LLC-friendly maintenance cost structures in the US.
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 →Reduce your tax bill
Should you elect S-Corp status for your Colorado LLC?
Once your LLC clears ~$80K in annual net profit, an S-Corp election (IRS Form 2553) typically saves $5,000–$15,000/year in self-employment taxes by splitting owner income into a W-2 salary + tax-free distributions. The election is free — Form 2553 has no IRS filing fee. The key decision factors: your net income level, a defensible reasonable-compensation salary, and the 75-day Form 2553 filing window after LLC formation.
S-Corp election guide — $80K breakeven, Form 2553 deadline & reasonable salary →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 →Stay in good standing
Annual compliance for Colorado LLCs
Missing your annual report deadline triggers late fees and — if left long enough — administrative dissolution, which voids your LLC's liability shield until reinstated. Know your Colorado deadline, fee, and the consequences of missing it.
Annual report requirements hub — deadlines, fees & administrative dissolution →Also see the LLC annual report requirements hub for state-by-state deadlines, fees, late penalties, and reinstatement rules.
Operating in another state?
Register your Colorado LLC in a second state
If your LLC opens an office, hires employees, or regularly does business in another state, you must foreign-qualify there — or face fines, back taxes, and loss of standing to sue. Our foreign qualification guide covers when you need it, how to file a Certificate of Authority, and what it costs.
Foreign LLC qualification guide — Certificate of Authority & multi-state costs →After you file
Next steps after forming your LLC
Your Articles of Organization are filed — now make your LLC operational. Four actions every new LLC owner needs to take:
Legal resources
Online legal services for LLC owners
Formation gets your LLC into existence; contracts, trademark protection, operating agreement review, and vendor-document review keep it usable. Compare subscription and per-document legal platforms before you rely on a template or pay a local attorney retainer.
LLC legal services comparison — contracts, trademarks, OA review & attorney access →Protect your liability shield
Open a business bank account for your Colorado LLC
Commingling personal and business funds is the #1 way LLC owners lose their liability shield. A separate business account — in your LLC's legal name, with your EIN — is the foundational act of corporate formality. Mercury, Novo, Bluevine, Relay, and Found open same-day with no monthly fees. Compare online banks vs. Chase and Bank of America.
Business bank account guide — Mercury, Novo, Bluevine & what documents to bring →Owner draws & payroll
How to pay yourself from your Colorado LLC
How you pay yourself depends on your LLC's tax classification — not what you call the transfer. A disregarded single-member LLC pays via owner draw with SE tax on all net profit. An S-Corp-elected LLC splits income between a W-2 salary (FICA applies) and tax-free distributions. Getting this wrong triggers IRS audit risk and SE-tax errors.
Pay-yourself guide — owner draws, quarterly taxes & S-Corp salary mechanics →April tax season prep
How your Colorado LLC files taxes
Single-member LLCs file Schedule C with their personal Form 1040 (due April 15). Multi-member LLCs file Form 1065 by March 15. S-Corp-elected LLCs file Form 1120-S by March 15. Know your form, your deadline, and the common deductions — home office, vehicle, retirement contributions, and startup costs — before your first April filing.
LLC tax filing guide — forms, deadlines, deductions & audit triggers →§ A Building permits in Colorado / Denver
§ B Other states & comparisons
- Colorado LLC Formation — complete statewide guide→
- CO vs. WY LLC Formation — $10/yr Periodic Report vs. Wyoming charging-order protection→
- Best Registered Agent Services — Compare Northwest, ZenBusiness, LegalZoom & Bizee→
- Real Estate LLC Guide — forming LLCs for rental property, per-property structure→
- Holding LLC Guide — parent LLC structure, CO vs. WY holding comparison→
- Anonymous LLC Guide — privacy formation in WY/DE/NV/NM→
- Best State for Online Business LLC — CO vs. WY vs. DE vs. FL cost comparison→
- BOI Report Filing Guide — US LLCs exempt since 2025; how foreign-registered companies file→
- Who Must File a BOI Report? — only foreign companies registered in a US state→
- BOI Report Deadlines — none for US LLCs; 30 days for foreign-registered companies→
- 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.