Why Start a CO Corporation?
Not only is Colorado a beautiful state, but it also offers businesses a ride range of programs and funding to help them get started. Your corporation may be able to take advantage of these programs, provided it meets qualifying criteria.
For example, the Advanced Industries Business Accelerator Grant provides funding to accelerator programs in Colorado that have developed or are developing programming for Colorado early-stage companies in the advanced industries.
For many entrepreneurs looking to start a larger business, a CO corporation may be the best choice. As a corporation, your business is able to buy and trade stock, and when it comes to excess profits, corporations offer more flexibility than a limited liability company (LLC). A corporation is allowed to pass income and losses to its shareholders, who report taxes on an individual tax return at ordinary levels.
Is an LLC Better Than a Corporation?
It all depends on your goals. For smaller businesses, limited liability companies are usually a better option. An LLC is easier to set up and receives many of the same benefits as corporations, but with less regulation.
Learn more about forming a Colorado LLC so you can decide which business entity is right for you.
Benefits of Forming a Colorado C Corporation
- The strongest form of liability protection possible by insulating your personal assets and finances from business debts, obligations, damages, bankruptcy or other liabilities
- Several options to create, buy, sell or transfer stock, including publicly
- The ability to issue more than one type of stock
- The ability to raise more funds by issuing more stock
- The ability to sell stock to investors inside and outside the U.S.
Benefits of Forming a Colorado S Corporation
It offers several advantages similar to those provided by a C Corp including, but not limited to:
- Options for creating, transferring and selling stock, though not as many as a C Corp
- The capacity for up to 100 shareholders
- Simpler rules than those that apply to C Corporations
- Easy transfer of ownership simply by selling your stock
- The possibility of saving money by allowing you to pay less self-employment tax
In this guide, you’ll find information on naming your corporation, getting a Registered Agent, the fees you’ll need to pay, business taxes and much more. We also cover what you'll need to register your corporation and how you'll interact with the Secretary of State in Colorado.
Start a Business in Colorado Checklist
To help you along the way, use our Starting a Business checklist to keep track of everything you need to do to get your business up and running.
How to Form a CO Corporation Yourself in 6 Steps
Step 1 - Choose a Unique Business Name and Complete a State Business Search
Step 2 - Provide an Official Business Address for Your Corporation
Step 3 - Assign a Registered Agent
Step 4 - File Your Articles of Incorporation with the Colorado Secretary of State
Step 5 - Get an Employer Identification Number (EIN) from the Internal Revenue Service
Step 6 - Write Your Bylaws
1
Choose a Unique Business Name and Complete a State Business Search
Every Colorado business must have a unique name that isn't currently claimed by another business in the state. If you can't think of a name, try using our Business Name Generator to gather ideas. You'll need to follow a few naming rules, which you can read about in detail on the Colorado Corporation Names page.
Once you’ve landed on a name, you’ll need to make sure it’s available in Colorado. To see whether another company in the state is using your preferred business name, use our tool to do a Colorado entity search. You can also carry out a name search on the state's website.
2
Provide an Official Address for your Corporation
All CO corporations must have a designated address. It could be your residence address (if you’re running the company from your home), a building where your office is located or any physical address of your choice. The address can be outside the state of Colorado and can be a P.O. Box.
You may also be able to use a virtual mailbox for your business address. Incfile can provide you with a Colorado virtual mailbox where we'll receive your mail and scan it for your online review. This can be especially helpful if you run a home-based business and don't want your home address published as part of your business public record.
3
Assign an Registered Agent
Someone who receives official correspondence and is responsible for filing reports with the Colorado Secretary of State is known as a Registered Agent. Every Colorado corporation is required to have a Registered Agent.
You can fill this position yourself, assign another manager in your business or use a Registered Agent service. If your Registered Agent in Colorado is a person, they must have a physical street address in Colorado and must be available during business hours to receive important documents on behalf of your company. You'll appoint your Registered Agent when you file your Articles of Incorporation with the Secretary of State and officially create your corporation.
All of Incfile’s business formation packages include Registered Agent service. It’s free for the first year and just $119 per year after that. You can also access a digital dashboard to view any document we've received on your behalf.
4
File Your Articles of Incorporation with the Colorado Secretary of State
Once you've gathered all the information for your corporation, you’ll need to file your Articles of Incorporation online with the Secretary of State. This will officially create your business.
Here’s what is typically included:
- Your business name and type
- Registered Agent's name and address
- Your corporation's purpose, which by default is "the purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the Business Corporation Law"
- The county in the state of Colorado in which the corporation is to be located
- The corporation’s capital structure (number of shares to be issued)
- The filer's name and address
Filing your Articles of Incorporation electronically is required and they should be filed online via the state's digital portal. Or if you wish, Incfile can file it on your behalf. The CO Corporation filing fee is $50.
You only need to file your Articles of Incorporation in Colorado once, but once a year thereafter, you'll also need to file a periodic report electronically with the Secretary of State in CO. Simply search for your business record in order to complete it. Incfile can remind you about this every year, or we can do it for you if you have us handle the paperwork.
What are the fees and requirements to incorporate in Colorado?
| State Fee | State Filing Time | Expedited Filing Time |
| $50 | 3 Weeks | 1 Business Day |
| State Fee | $50 | |
| State Filing Time | 3 Weeks | |
| Expedited Filing Time | 1 Business Day |
Annual Report
Frequency
Annually
Due Date
During the three-month beginning with the first day of the entity’s anniversary month of incorporation.
Filling Fee
$105
Get an Employer Identification Number (EIN) from the Internal Revenue Service
You'll need an EIN to identify your business to the IRS. You'll use this number for filing and paying taxes, submitting payroll information and payments for your employees and opening a business bank account. You can obtain one directly from the IRS, or Incfile can get one for you as part of the CO corporation creation process.
6
Write Bylaws
A set of rules that govern how a corporation will be run, bylaws detail how many directors the corporation will have, whether the board of directors will have annual meetings and what the voting requirements will be, among other things.
Some states legally require companies to create bylaws, however the state of Colorado is not one of them. Regardless of legalities, it's always a good idea to write and follow bylaws to protect your business from any future changes and events.
Types of CO Corporations
C Corporation
When you file to start a corporation, by default, it's a C Corp. This is the choice for large businesses that will trade shares in the stock market.
A Colorado C Corporation will offer you several liability protections, but it will also be required to adhere to numerous strict rules and regulations. It will also likely have a substantial amount of administrative overhead, and won't enjoy as many tax advantages as other corporation types.
Learn more about C Corporations.
S Corporation
Technically, an S Corporation isn't a business entity the way LLCs and C Corporations are. It's a tax filing status. An LLC or a C Corporation can be an S Corporation. It's just a matter of filing a form with the IRS.
The main reason to file as an S Corp is to save money on self-employment taxes. To get an idea of how much money you might save, use our S Corp Tax Calculator.
If you want your Colorado C Corporation to be treated as a Colorado S Corporation, file the IRS Election by a Small Business Corporation form, also known as Form 2553 or an S Corp Election form.
Consult with your tax advisor or accountant to determine whether this is your best option.
Learn more about S Corporations.
Compare S Corp vs. C Corp to learn the benefits and drawbacks of both, and decide which one will best suit your needs.
Professional Corporation
Some states, including Colorado, allow certain occupations that provide professional services to form Professional Corporations. Colorado Revised Statutes Annotated, C.R.S. 12-1-103 defines a Professional Service in Colorado as "an activity subject to regulation by a part or article of this title 12."
C.R.S. Title 12 also specifies a few of the professions permitted to form a Professional Corporation in Colorado, which include, but may not be limited to:
- Accountants
- Electricians
- Landscape architects
- Chiropractors
- Dentists
- Pharmacists
- Podiatrists
- Veterinarians
The CO Secretary of State has a professional occupation resource that may help with determining if you can form a Professional Corporation. If you're unsure, check with the Secretary of State to confirm whether your business should and can be a Professional Corporation.
Foreign Corporation
If your business operates in another state and you want to expand into Colorado — or vice versa — you’ll need to form a Foreign Corporation.
Learn more about Colorado Foreign Corporation registration.
Nonprofit Corporation
Charitable organizations can incorporate as nonprofit corporations. This means all the profits they generate are donated to the organization supported by the charity, minus administrative costs.
A nonprofit corporation is also exempt from federal and state taxes, allowing more of the profit to benefit the charity.
Note: Everything in this guide applies to for-profit corporations, and mostly to C Corps and S Corps. Items listed as requirements for forming a corporation may or may not also apply to nonprofits.
Limited Liability Company
Depending on the type of business you want to start, or your personal circumstances and goals, an LLC may be a better option. For example, you may only want to build a small business that you yourself will run with just a few employees and you may not need the options to buy and sell stock.
A Colorado LLC is usually a better option for smaller businesses. It's easier to set up, but it still offers you certain advantages you'd get from a corporation. You can even have your LLC treated as an S Corporation for tax purposes to save you money.
Regardless of which direction you decide to go, we can help you with your Colorado business registration.
Learn more about limited liability companies.
Sole Proprietorship or Partnership
These are the simplest types of businesses to set up. That's because there's no real setup to do. If you don't choose to form a separate business entity, by default, you'll have either a sole proprietorship (just you) or a partnership (you and one or more other people).
Neither of these options provide you with any special benefits or liability protections and can leave your personal assets vulnerable. For these reasons, we don't recommend them.
Compare business entity types to decide which one is best for you.
Helpful Resources from the State of Colorado
More Information in This Guide
You’ll find plenty more insight and guidance on the other pages of this guide, including:
How to search the state business registry and find the right name. Includes information on naming rules, trade names, reserving names for CO corporations and more.
How to appoint, change and search for Registered Agents. Also includes the duties they fulfill and the rules they’re required to follow.
Details the various fees you’ll need to pay and the state and federal requirements you’ll need to meet. Includes details about Employer Identification Numbers (EINs), state and federal business licenses, periodic reports and more.
Covers the various taxes you’ll have to pay to the state and federal governments. Includes details about state taxes such as income and sales, and federal taxes such as income and self-employment.
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