How to Start a Corporation in Colorado
To establish your Colorado corporation, the first step is to file your Articles of Incorporation with the Colorado Secretary of State.
Next, you must draft corporate bylaws detailing your corporation’s ownership and management structure. Finally, you should select the initial director(s) who will be responsible for overseeing its operations.
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Step 1: Name Your Colorado Corporation
Step 2: Choose a Registered Agent
Step 3: Hold an Organizational Meeting
Step 4: File the Articles of Incorporation
Step 5: Get an EIN
For a look at corporation formation in every state, check out our other How to Start a Corporation guides.
Not sure if a corporation is right for you? Check out our LLC vs. Corporation guide to help you make your decision.
Step 1: Name Your Colorado Corporation
Choosing a business name is the first step in starting a corporation.
1. Colorado naming guidelines:
- Names of corporations must contain one of the following terms (either in its full or abbreviated form): “incorporated”, “corporation”, “company”, or “limited”.
- The name of your corporation must be sufficiently unique from all other existing corporation names already recorded in the Secretary of State’s registry.
- Your name cannot contain any terms that violate any Colorado state law (e.g. obscenities or references to illegal activities).
- Your selected name will not be permitted if it uses any words or terms that infer a relationship between the business and a branch of government (e.g. FBI, State Department).
- The name you choose must be sufficiently unique from any names that have been reserved by another party with the secretary of state for an entity.
Read the Colorado state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in Colorado?
Your Colorado corporation name must be unique and distinguishable from other business names in Colorado. Use the Colorado Secretary of State’s Business Search Portal to determine if your desired business name is available.
3. Is the URL available?
Before registering your Colorado corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.
Step 2: Choose a Colorado Registered Agent
You must appoint a Colorado registered agent when registering your corporation with the Secretary of State.
A registered agent is an individual or entity appointed to receive service of process, government correspondence, and compliance documents on behalf of a business.
Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your Colorado registered agent as long as the person:
- is 18 years or older
- has a physical address in the state where business activity is conducted
- is available (in person) during normal business hours
Recommended: Northwest offers one year of free registered agent services with their corporation formation package ($29 + State Fees).
Step 3: Hold an Organizational Meeting
Before you officially file the Articles of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:
- Fill out and execute the Articles of Incorporation
- Create and approve bylaws
- Select your initial director(s)
- Determine your share structure
- Execute an Incorporator’s Statement
Create and Approve Corporate Bylaws
Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.
Appoint Initial Directors
You must appoint at least one director who will oversee your Colorado corporation until the first shareholder meeting.
A corporate director is in charge of the adoption, amendment, and repeal of operational bylaws as well as the election, supervision, and removal of officers.
After forming the corporation, the incorporator(s) — or initial director(s), if named on the formation documents — should call an organizational meeting. During this initial meeting, either the incorporator(s) will elect the board of directors or the initial director(s) will appoint the officers.
Choose a Share Structure and Strategy
A share of stock is the unit of ownership of a corporation. Each share of stock represents a percentage of ownership of the company. For example, if a corporation issues one share of stock the shareholder (stock owner) would then own 100% of the corporation.
Shares can be structured into classes. Each class, termed a share class, holds different rights and privileges. You can have multiple classes and each class can hold any number of shares.
Authorized Shares: the number of shares the corporation is allowed to issue.
Issued Shares: the total number of shares actually issued to shareholders.
Share Class: a group of shares that has a unique set of rights and privileges.
In Colorado, the Articles of Incorporation allows you to indicate if the corporation will issue more than one authorized share class. If your corporation plans on authorizing a share class other than common stock (a class that gives its shareholder voting rights), you must add an additional attachment to your Articles of Incorporation.
Create and Execute an Incorporator’s Statement
The incorporator(s) should sign an Incorporator’s Statement with complete names and addresses of each initial director and store it in the corporate records book.
This document names the initial director(s) that will serve until the board of directors is elected during the first shareholder’s meeting. It should be stored with the rest of your corporate records.
Step 4: File the Colorado Articles of Incorporation
You will need to file the Colorado Articles of Incorporation to set up a corporation in Colorado. You can file it online with the Secretary of State. The fee is $50.
This document will cover the basics of your corporation, including:
- Corporate name and address
- Corporate registered agent name and street address
- Number of authorized shares the corporation is allowed to issue
- Incorporator names and addresses
If your corporation plans on authorizing a share class other than common stock (a class that gives its shareholder voting rights), you must add an additional attachment to your Articles of Incorporation.
File the Colorado Articles of Incorporation
File Online With the Colorado Secretary of State
File OnlineFiling Cost: $50
Step 5: Get an EIN for Your Colorado Corporation
An Employer Identification Number (EIN) is used by the federal government to identify a business entity. It is essentially a Social Security number for the company. An EIN is needed:
- To open a bank account for the company
- For federal and state tax purposes
- To hire employees
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Fee: Free
Running Your Corporation
It is very important to adhere to the formalities of running a corporation. Read our How to Run a Corporation guide to learn more.
Taxes, Periodic Reports, & Licensing
Colorado State Corporation Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax:
Colorado Sales Tax
If you’re selling a product, you’ll typically need to register for a seller's permit through the Colorado Secretary of State's website. This allows a business to collect sales tax.
Colorado Employer Taxes
If you hire employees, you will need to register for Colorado employer taxes through the MyBizColorado website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Colorado Corporation Licenses and Permits
To operate your corporation in Colorado, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Learn more in our Colorado Business License guide.
File the Colorado Periodic Report
You must file the Colorado Periodic Report annually with the Colorado Secretary of State. This report must be submitted online. The filing cost is $10.
Corporate Dissolution & Colorado Good Standing
How to Get a Colorado Certificate of Good Standing
A Certificate of Good Standing verifies that your Colorado corporation was legally formed and has been properly maintained.
You can obtain a Certificate of Good Standing in Colorado for free on the Secretary of State’s website. Use the website’s business database search page to find your corporation. Then, from the corporation’s summary page, select "Obtain Certificate of Good Standing." You may then save or print a PDF copy.
Request a Certificate of Good Standing
Request a Certificate From the Secretary of State
Request OnlineFee: None
How to Dissolve a Corporation in Colorado
If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.
There are five main steps to close your Colorado corporation:
- Stop doing business
- Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
- File the Articles of Dissolution with the Colorado Secretary of State
- Close your federal and state business tax accounts with the IRS and Colorado Department of Revenue
- Close your business bank accounts
File Dissolution Documents
You must dissolve or close your corporation with the Colorado Secretary of State by filing the Articles of Dissolution online. To do this, search for your corporation in the state’s business database and then follow the proper links.
Is a Corporation Right For You?
An LLC provides limited liability protection without corporate complexity.
Find out if an LLC is the right structure for you.
Steps After Forming a Corporation
After forming a corporation, you’ll want to protect your personal and business assets and build credit.
Taking these steps will set your business up for success:
- Open a Business Bank Account
- Open a Business Credit Card
- Establish and Build Business Credit
- Get Insurance
- Protect Your Corporate Veil
Form a Corporation with Northwest for $29 Plus State Fees
Colorado Corporation FAQ
It costs $50 to file your Articles of Incorporation with the Colorado Secretary of State. However, this is not the only factor that will contribute to your corporation’s startup cost.
You can perform your own registered agent duties, use a business attorney, or hire a professional registered agent service (recommended).
Consider checking out our Best Registered Agent Services article for more information.
LLCs are hybrid business entities that concurrently grant limited liability protection, as well as flexible taxation benefits. LLCs are also subject to relatively lax operational requirements.
On the other hand, corporations can be favorable if your business will need investors; this is due to their ability to have stock and distribute dividends.
We recommend reading our Why Investors and Venture Capitalists Like C Corporations article for more information.
When you submit your Articles of Incorporation online, they are processed immediately upon receipt of your payment confirmation.
Documents filed via mail have a typical turnover of seven to 10 business days from the moment the Secretary of State receives them. Expediting a document reduces the wait down to three days.
Please refer to our article on Articles of Incorporation for more information on this topic.
While initially seeming difficult, starting a corporation is actually relatively straightforward and only involves a few simple steps.
The first of these is finding a suitable name. You will then need to elect a registered agent, hold an organizational meeting, and file the Articles of Organization.
Feel free to refer to our How to Start a Corporation in Colorado article for a more in-depth overview.
While the process of starting an LLC isn’t too much easier than starting a corporation, it can be significantly more affordable.
Corporations are also subject to greater scrutiny and a higher number of formalities when it comes to how they can operate, meaning that they can be harder to run legitimately.
For more information, we recommend reading our LLC vs Corporation article.