Everything You Need to Know About Colorado Corporations:
Colorado Incorporation Options
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How to Incorporate in Colorado
To start a corporation in Colorado, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Colorado Secretary of State. You must file this document online. The articles cost $50 to file. Once filed with the state, this document formally creates your Colorado corporation.
Per CO Rev Stat § 7-90-701, every Colorado corporation must appoint and maintain a registered agent. You don’t need to hire a registered agent, but if you do, make sure your registered agent will list their address on your articles wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your corporation. But you’ll need to know if your preferred name is available. To find out, visit the Colorado SOS’ Business Database Search and browse until you find the perfect name for your corporation.
Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Colorado Articles of Incorporation. Follow along with our filing instructions below:
Filing the Colorado Articles of Incorporation
Learn more about each Articles of Incorporation requirement below. Note that the information you provide becomes part of the public record—permanently.
Better yet, skip the form entirely and hire us to incorporate your Colorado business. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private. And for the cheapest way to start a business? Pay just $30 out the door with our VIP monthly payment option.
1. Business Name
Your name must include “Corporation,” “Incorporated,” “Company,” “Limited,” or an abbreviation of one of these words. The name cannot currently be in use by a different Colorado entity.
2. Principal Office Address
This street address will become part of the permanent public record of your Colorado corporation. Hire Northwest as your registered agent and you can use our Colorado address as your principal address.
3. Registered Agent and Registered Address
Your Colorado registered agent can be an individual Colorado resident (such as yourself) or a business that provides registered agent service (such as Northwest). Either way, a street address is required. This is the address where the agent will be available during regular business hours to accept legal notices on behalf of your corporation. Hire Northwest, and our address will go here. (Following the address is a box to tick indicating that the registered agent has consented to their appointment.)
4. Name and Mailing Address of Incorporator
The state just needs to know who’s filling out the form. This person doesn’t have to be a director, officer, or anyone in your corporation. Hire Northwest, and we’ll be your incorporator.
5. Authorized Shares
List the number of shares you’re creating—you must create at least one. If you have more than one class of shares, you’ll have to include an attachment stating how many shares of each class there are.
6. Additional Information
If you’d like to include additional information with your articles, you can tick a box here that says additional attachments are included. For example, you could choose to add information about your corporation’s directors or officers. There are plenty of other provisions you could add, but whatever information you include must be legally allowed—so no changing the corporation name or registered agent requirements.
7. Effective Date
Leave this blank unless you’d like your corporation to be formed at a later date, up to 90 days in the future. Most people want their business to be formed immediately, but one reason to consider delaying the start date is if you’re on the verge of a new tax year.
8. Email Address
You can (but don’t have to) include your email if you’d like to receive email notifications regarding due dates and other information.
9. Individual Causing Delivery
Your “individual causing delivery” is the person clicking “submit” on the form. This is almost certainly going to be the same person that is forming the corporation (it’s an online form—there’s not exactly a lot of time between filling out the form and hitting “submit”). Our information will go here when you hire Northwest.
Why Have a Registered Agent Form Your Colorado Corporation?
Professionals in Colorado hire registered agent services like Northwest Registered Agent for incorporation—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. We have an office in Boulder, CO. We’re on a first name basis with the people who work in the Secretary of State’s office. We know all the fastest filing methods, which translates to fast, professional service—without extra fees.
As your registered agent, we list our Boulder registered office address on your corporation’s formation documents. Why? If you’re starting a business from your apartment in Denver, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding, Business Address and More
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 5 pieces of regular mail per year; $15 a doc after that).
Plan on accepting credit cards? We also offer a Free Credit Card Processing Consultation. Our specialists work with processors to negotiate low rates and better contracts for our clients.
And now, try our in-house Northwest Phone Service for 60 days, free of charge with our formation service. Get a virtual phone number with your choice of area code, make and receive calls from any device, and more—for just $9 a month.
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your corporation in Colorado. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My Colorado Corporation Is Formed?
After your Colorado Articles of Incorporation are approved, you still have a few more important steps to take, including getting an EIN, drafting bylaws, holding your first meeting, opening a bank account, and learning about state reporting and tax requirements.
Get an EIN
Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.
Why does my Colorado corporation need an EIN?
The IRS requires corporations to get an EIN for their federal tax filings. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.
How do I get an EIN for my corporation?
You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a social security number, you’ll need to submit a paper application form. Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service. Or choose our VIP service—an EIN is included.
Write Corporate Bylaws
Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.
Do I need bylaws for my Colorado corporation?
Bylaws are not a legal requirement of Colorado corporations. CO Rev Stat § 7-102-106 states that directors, incorporators, or shareholders may adopt initial bylaws—but the law does not declare that bylaws must be adopted.
However, corporate bylaws are arguably the most important internal document your business can create. Just because the law allows you to disregard them doesn’t mean you should.
What should bylaws include?
Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:
Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?
Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?
Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?
Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?
Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Colorado bylaws can also go into more detail regarding the above topics and/or include other provisions—the main requirement is that they must be in accordance with state law. For example, CO Rev Stat § 7-106-202 states that shares can be sold for less than par value unless the bylaws (or articles of incorporation) say otherwise.
How do I write bylaws?
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your Colorado corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms. We offer many other free corporate forms as well, including templates for resolutions and meeting minutes.
Hold an Organizational Meeting
An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.
Are there any special rules for Colorado organizational meetings?
Meeting notice must be given at least 10 but not more than 60 days before to the meeting. If the number of authorized shares will be increased, at least 30 days’ meeting notice needs to be given. Meetings don’t have to be held in Colorado.
Open a Corporate Bank Account
Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.
How do I open a bank account for my Colorado corporation?
To open a corporate bank account in Colorado, you’ll need to bring the following with you to the bank:
A copy of the Colorado corporation’s Articles of Incorporation
The corporation’s bylaws
The corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation. At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.
File Colorado Reports & Taxes
In Colorado, corporations file a periodic report each year (also called an annual report). In addition, the state has a corporate net income tax.
What is the Colorado Periodic Report?
The Colorado Periodic Report is an annual information update that you submit to the Secretary of State. You update information on directors, officers, and shares. You must also confirm your registered agent and office.
How much is the Colorado Periodic Report?
The Colorado Periodic Report is just $10. Fail to file on time, however, and you’re immediately hit with a $50 late fee and “non-compliant” status. After 90 days of non-compliant status, you enter “delinquent” status, your late fee goes up to $90, and you have to file a Statement Curing Delinquency.
When is the Colorado Periodic Report Due?
The filing is due during your anniversary month (the month you first incorporated). For example, if you form your business on August 22, your periodic report will always be due during the month of August. The earliest you can file your report is two months before your due date.
These filings can be easy to forget—which is why we send our clients automatic reminders. Or better yet, let us file for you. With our business renewal service, we can complete and submit your annual report for you for $100 plus the state fee.
What should I know about Colorado corporate taxes?
Colorado has one of the lowest corporate income tax rates in the country—a flat rate of 4.63%.
The Colorado general sales tax is also pretty low at 2.9%. City, county, and specialty sales taxes can be tacked on as well, making the average total sales tax 6.019%. But, don’t be shocked if you’re hit with a higher combined sales tax rate in certain cities, especially tourist hubs. By the time it’s all said and done in Aspen, for example, the sales tax is 9.3%.
Do corporations have to register with the Colorado Department Of Revenue?
Yes. You’ll need to register so that the state can keep track of your corporate income tax and any other taxes your corporation is responsible for paying or collecting. Create an account and login with Revenue Online. You’ll need your EIN before you can register.
Colorado Corporation FAQs
How can I submit the Colorado Articles of Incorporation?
You can only file Colorado articles online.
How much does it cost to start a Colorado corporation?
The Colorado Secretary of State charges a $50 filing fee to submit Articles of Incorporation.
Hire us for a one-time fee of $275, including the state filing fees. Or, pay just $30 out the door with our VIP monthly payment option.
How long does it take to start a Colorado corporation?
Colorado processes Articles of Incorporation right away, and most people receive an approval email within minutes.
While filing can be fast, it isn’t necessarily easy. The online form can be confusing (what exactly is an “individual causing delivery?”) and requires you to do a lot on your own, like find a registered agent. Make the whole process both fast and easy when you hire Northwest. We typically have your Colorado corporation formed within 24 hours.
Does a Colorado corporation need a business license?
There’s no general, statewide business license required in Colorado. However, some industries and professions are regulated at the state level, and many cities and counties have their own licensing requirements. For example, Denver has dozens of industry-specific business licenses, regulating everything from pedal cab operators to childcare centers. In Breckenridge, however, all businesses must obtain a business license.
For some license applications you may need an EIN or a certified copy of your Articles of Incorporation. At Northwest, we can streamline the process and get these for you—simply add on these items during checkout.
What is a foreign Colorado corporation?
A corporation formed outside of Colorado—but which conducts business in the state—is considered a foreign Colorado corporation. For example, if you incorporated in New Mexico but decide to open a storefront in Colorado, you would be a foreign Colorado corporation. This also means you would need to register with the state by filing a Statement of Foreign Entity Authority with the Colorado Secretary of State. Foreign corporations are required to file the Colorado Periodic Report as well.
Can Northwest help me form a nonprofit corporation?
Absolutely! We’re happy to start a nonprofit corporation for you. Note that incorporating a Colorado nonprofit requires a different form, though the $50 filing fee is the same. Colorado nonprofits must also file a periodic report each year for $100 plus state fees.
How can I get a Colorado phone number for my corporation?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your corporation, and maintaining service is just $9 monthly after that. No contract required.
How to Order Colorado Incorporation Service
Our Colorado incorporation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
We offer flexibility with two different options for payment. You can pay everything up front, which includes a full year of registered agent service. Or, pay just $30 out the door with our VIP monthly payment option. With our VIP option, we also include an EIN. Just choose one of the buttons below, answer a few easy questions about your business and submit your payment.
Next, we’ll prepare and submit your Colorado Articles of Incorporation to the Secretary of State. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the Colorado Secretary of State has approved your filing, we notify you that your Colorado corporation has been legally formed. You can now move on to next steps, like holding your organizational meeting and opening a bank account.