Colorado Articles of Incorporation
Colorado articles of incorporation form a corporation by filing online with the Secretary of State for $50, setting the name, agent, and shares. Attorney review available.
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Introduction
Colorado accepts incorporation filings only online, so you create a for-profit corporation as a separate legal entity by filing the Articles of Incorporation for a Profit Corporation through the Secretary of State website. Filing brings the corporation into existence so it can own property, sign contracts, and give its owners limited liability for the corporation debts. Colorado law requires the articles to set forth the corporation name, an initial registered agent, the principal office address, and the shares the corporation is authorized to issue (C.R.S. 7-102-102, 7-106-101). Colorado requires the articles to be filed online, and the filing fee is $50. The registered agent named in the articles must have a Colorado street address, not a post office box, and must have a primary residence or usual place of business in Colorado or be an entity authorized to do business there (C.R.S. 7-90-701). Colorado does not charge a franchise tax; corporations pay Colorado corporate income tax on income, but there is no flat minimum. To stay in good standing, a Colorado corporation files a Periodic Report with the Secretary of State each year, with a $25 fee since July 1, 2024, due during the three-month period that begins on the first day of the corporation anniversary month (C.R.S. 7-90-501). DocDraft builds your Colorado articles of incorporation from your facts, with attorney review available before you file.
Key Things to Know
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Colorado keeps a corporation, once created as a separate legal entity, in good standing through an annual Periodic Report and charges no franchise tax. You form a for-profit corporation by filing the Articles of Incorporation for a Profit Corporation.
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You file the articles online with the Colorado Secretary of State and pay a $50 filing fee. Colorado requires the filing to be done online, and the Secretary of State is the filing office for forming a Colorado corporation.
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Colorado requires the articles to set forth the corporation name, an initial registered agent, the principal office address, and the shares the corporation is authorized to issue (C.R.S. 7-102-102, 7-106-101).
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The registered agent named in the articles must have a Colorado street address, not a post office box, and must have a primary residence or usual place of business in Colorado or be an entity authorized to do business there (C.R.S. 7-90-701).
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Colorado does not charge a franchise tax or a minimum annual entity tax. Corporations pay Colorado corporate income tax on income, but there is no fixed minimum entity tax.
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A Colorado corporation files a Periodic Report with the Secretary of State each year, with a $25 fee since July 1, 2024 (C.R.S. 7-90-501). It reports the entity name, the registered agent, and the principal office address.
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The Periodic Report is due during the three-month period that begins on the first day of the corporation anniversary month of formation. Filing on time keeps the corporation in good standing.
Key decisions before you file
Before you file a Articles of Incorporation in Colorado, a few decisions shape the document: which option to choose and what each one means. The Articles of Incorporation guide walks through them.
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Colorado Requirements for Articles of Incorporation
A Colorado for-profit corporation is formed by filing the Articles of Incorporation for a Profit Corporation online with the Colorado Secretary of State. The filing fee is $50, and Colorado requires the filing to be done online. The corporation legally exists once the Secretary of State files the articles.
The corporation name in the articles must include a designator such as Corporation, Incorporated, Company, or Limited, or an abbreviation, and must be distinguishable from other entities on file with the Colorado Secretary of State.
The articles must name a registered agent with a Colorado street address, not a post office box. The agent must have a primary residence or usual place of business in Colorado, or be an entity authorized to do business there, and must consent (C.R.S. 7-90-701).
The articles must set forth the corporation name, registered agent, principal office address, the person forming the corporation, and the authorized shares (C.R.S. 7-102-102).
The articles must state the total number of shares the corporation is authorized to issue. If more than one class or series is authorized, the articles must state the terms of each class or series (C.R.S. 7-106-101).
A Colorado corporation files a Periodic Report with the Secretary of State each year, with a $25 fee since July 1, 2024, due during the three-month period that begins on the first day of the corporation anniversary month (C.R.S. 7-90-501).
Colorado does not charge a franchise tax or a minimum annual entity tax on corporations. A corporation may owe Colorado corporate income tax based on income, but there is no flat minimum entity tax.
Articles of incorporation form a corporation. To form a Colorado limited liability company you file articles of organization instead. Corporate bylaws are a separate internal document the corporation keeps rather than files with the state.
Frequently Asked Questions
In Colorado, articles of incorporation are the founding document you file with the Secretary of State to create a corporation. Filing them makes the corporation a separate legal entity that can own property, sign contracts, and shield its owners from personal liability for the corporation debts. A for-profit corporation is formed by filing the Articles of Incorporation for a Profit Corporation online, which sets out the corporation name, its registered agent, its principal office, and the shares it is authorized to issue (C.R.S. 7-102-102).
In Colorado, articles of incorporation create a corporation, which has shareholders, directors, and shares of stock. Articles of organization create a limited liability company, which has members instead of shareholders and issues no stock. Both are filed online with the Colorado Secretary of State and both form a separate legal entity, but they create different kinds of entities under different parts of Colorado law. Choose the one that matches the entity you want.
You file the Articles of Incorporation for a Profit Corporation online with the Colorado Secretary of State, and the filing fee is $50. Colorado requires the filing to be done through the Secretary of State online business system. Once the Secretary of State files the articles, the corporation legally exists in Colorado.
Colorado requires the articles to set forth the corporation name; the registered agent name and address and the registered office; the principal office address; the name and address of the person forming the corporation; and the shares the corporation is authorized to issue (C.R.S. 7-102-102, 7-106-101). If more than one class or series of shares is authorized, the articles must state the terms of each. The name must include a corporate designator.
The registered agent named in Colorado articles of incorporation must have a Colorado street address, not a post office box, and must agree to accept legal papers for the corporation (C.R.S. 7-90-701). The agent can be an individual whose primary residence or usual place of business is in Colorado, or a business entity authorized to do business in the state. A Colorado corporation must continuously maintain a registered agent.
No. Colorado does not charge a franchise tax or a minimum annual entity tax on corporations. A Colorado corporation may owe Colorado corporate income tax based on its income, but there is no flat minimum franchise tax that every corporation must pay regardless of income. This is general information about Colorado filings, not tax advice for your corporation.
A Periodic Report updates the Colorado Secretary of State on the corporation name, registered agent, and principal office address. A Colorado corporation files it each year, with a $25 fee since July 1, 2024 (C.R.S. 7-90-501). It is due during the three-month period that begins on the first day of the corporation anniversary month of formation. Filing on time keeps the corporation in good standing; missing it can move the corporation to noncompliant status.
In Colorado, articles of incorporation are the short public document you file with the Secretary of State to create the corporation. Bylaws are a longer internal document the corporation adopts and keeps in its own records, not filed with the state, setting the rules for how the corporation is run, such as how directors are elected and how meetings are held. You need the Colorado articles to exist as a corporation and the bylaws to govern it day to day.