If you operate any business entity in Colorado, you must file an annual report with the Secretary of State to maintain good standing with the state. However, Colorado officially calls them Periodic Reports, not "annual reports."
This report is Colorado’s way of getting a yearly update from your business on some key compliance information, including your registered agent and operating status.
Missing the deadline results in penalties, including loss of good standing status, and possible administrative dissolution if the delinquency persists. Complicating this issue, the state won't automatically notify you of upcoming deadlines unless you register for email reminders.
In Colorado, the following entities must file periodic reports with the Secretary of State:
Sole proprietorships and general partnerships are exempt since they aren't required to register their entities with the state.
Colorado requires filing regardless of your business's revenue or activity levels. Even completely inactive businesses must file until formally dissolved with the state through a Statement of Dissolution.
Any authorized representative can complete this filing, including:
Colorado only accepts online submissions through the Secretary of State's business portal. The system pre-populates your form with existing information, streamlining the process.
The entire process typically takes 5-10 minutes since you'll only need to update information that has changed since your last filing.
Colorado uses an anniversary-based filing system that provides more flexibility than most states. Your filing window spans four months, beginning two months before and ending two months after your business's anniversary month (when your business was originally formed or registered in Colorado).
For instance, let’s say you formed an LLC on June 15th:
Mark your specific anniversary month on your calendar or set up email reminders directly from the Secretary of State to avoid missing deadlines.
Due to recent state legislation, Colorado charges a $25 filing fee for all entity types, an increase from the previous $10 fee.
The system automatically displays your existing information for verification and updating. Rather than filing separate amendments later, updating all information during your annual report filing is more efficient.
Note that registering a DBA (doing business as) name is a separate process from your annual report filing. The annual report focuses solely on maintaining your entity's good standing with the state.
For entities operating in multiple states, remember that Colorado's requirements for foreign-qualified businesses are identical to those of domestic entities regarding periodic reports.
Your registered agent in Colorado can help ensure compliance with all state requirements. If you also manage Florida entities, don’t forget that they must file a Sunbiz annual report each year by May 1, and you will need a separate Florida foreign entity registration before you start transacting there.
Missing your Colorado annual report deadline triggers a series of escalating penalties. Here are some of the immediate consequences:
Longer term, allowing your business to remain in Delinquent status can lead to:
For LLCs and corporations, delinquency may compromise liability protection if the entity is dissolved or other legal circumstances occur.
Is a "Periodic Report" the same as an annual report?
Yes. Colorado uses the term "Periodic Report" for what other states call an annual report. Both are mandatory yearly filings that update your business information with the state.
Will I be notified when my report is due?
The Colorado Secretary of State sends email notifications if you've opted in through their official notification portal. However, you remain responsible for filing on time regardless of whether you receive a reminder.
Can I file on paper?
Generally, no. Colorado accepts electronic filings through their online business filing system, but some forms may be filed on paper. The Periodic Report, however, must be filed online.
What if I need to change my business name?
Name changes require a separate amendment filing and cannot be completed through your annual report. Visit the Secretary of State's business forms page for the appropriate documents.
How do I remove delinquent status?
File a Statement Curing Delinquency through the Secretary of State's website, along with all overdue reports and associated fees (the Statement fee is $100; additional fees may apply for overdue reports). This filing can immediately return your business to good standing upon acceptance.
Can someone else file my Colorado annual report for me?
Yes. Authorized individuals who can file include owners, members, officers, directors, or any authorized representative you designate.
What if our company address changes after filing?
Update it immediately through the Secretary of State's business records modification portal. Prompt updates ensure you receive all important communications from the state.
Do foreign entities have to file a Colorado annual report?
Yes. If your out-of-state (foreign) business is registered to operate in Colorado, you must file periodic reports with the same requirements and deadlines as domestic entities.
Managing Colorado's unique 5-month filing windows becomes exponentially complex when handling multiple entities across different anniversary months. Unlike states with uniform deadlines, Colorado requires tracking individual formation dates and calculating separate filing periods for each entity.
Discern automates Colorado periodic report filing and ongoing compliance across all 51 jurisdictions through a single dashboard. File your Colorado periodic report in minutes, while automated deadline tracking ensures you never miss your anniversary month or 5-month filing window.
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