Incorporate in Colorado

Key Takeaways:
  • Corporate Structure & Benefits: Corporations in Colorado provide strong liability protection (corporate veil), professional credibility, perpetual existence, multiple share classes, and unlimited shareholders, but also come with more complexity than LLCs.
  • C-Corp vs. S-Corp: All corporations are filed as C-Corps by default; electing S-Corp status via IRS Form 2553 allows pass-through taxation, avoiding double taxation. LLCs may also elect S-Corp tax treatment.
  • Key Corporate Documents: Formation requires Articles of Incorporation, followed by organizational minutes, bylaws (governing rules by the board), and board resolutions (e.g., opening a bank account).
  • Recordkeeping Requirements: Corporations must maintain extensive records, including articles and bylaws, three years of meeting minutes, shareholder communications, records of director/board actions, officer and director lists, annual reports, and financial statements.
  • Incorporation Assistance: Professional services can handle filings, draft bylaws, act as a registered agent, maintain compliance, and even protect owner privacy by listing their information instead of yours.
  • Practical Considerations: While corporations offer tax planning options and credibility, many small businesses may find LLCs simpler and more flexible; consulting an attorney is advised for complex articles and bylaws.

Table of Contents

Colorado Corporations

Corporations have existed since before the U.S. gained independence. This longevity and the resulting stability provide great appeal. The separation of economic and voting rights provides further flexibility for those needing it. These benefits are accompanied by increased complexity however. From meetings to additional filings, such as articles of incorporation, a corporation comes with its own set of rules. We also recommend that you draft corporate bylaws, which are not applicable to LLCs. You must also learn the difference between the default Colorado corporate Taxes and Colorado S-corp taxes. For many businesses, a corporation is not necessary and we recommend an LLC instead. To learn more about which structure is right for your situation, you can visit our article detailing the differences between Link Colorado LLC and Link Colorado S-corp.

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Colorado Corporation Benefits

  • Corporate Veil
  • New Low Tax Rates
  • Enhanced Professionalism
  • Nominee Officers
  • Perpetual Existence
  • Multiple Share Classes
  • Unlimited Share Count

Colorado S-Corp

An S-Corporation is a special tax election with the IRS. It allows the Corporation's profits to flow directly onto the owner's tax returns rather than the Corporation having the file its own return. This avoids the dreaded double taxation and simplifies filings at the year end. It's important to note an LLC can be taxed as an S-Corp.

By default, all Corporations are filed as C-Corps with the Secretary of State. To opt for the S-Corp tax election, then form 2553 must be filed with the IRS. The form is retroactive 75 days from when it's filed. For that reason, it's important to make the election as soon as possible after receiving your Articles of Incorporation. Here's our page to learn more about S Corporations in Colorado.

Corporate Documents

Allow us to handle the incorporation process and file your yearly reports. We will file all necessary paperwork the state and act as your registered agent In future years, we will file your periodic report and will keep you compliant.

- Articles of Incorporation

Your articles are the first thing to be filed with the Secretary. It brings your company into existence, provides the scope of business activities and defines the relationship between share holders. For example, a professional corporation must contain a clause limiting ownership to individuals holding the required license. The articles also list company name, principal and mailing address, registered agent, and incorporator. This information all goes into the Colorado Secretary of State's database. When you use our service to incorporate, though, we enter our information rather than yours. This protects your identity and keeps your assets from being easily found.

- Organizational Minutes

The first meeting held by the company ratifies the incorporation process, electors directors and handles other notable matters.

- Corporate Bylaws

Bylaws are the rules made by the Board of Directors. They govern the corporation, list the officers, detail shareholder meetings, record keeping procedures, stock classes, the responsibilities of owners and managers, etc. As the articles bring the company into existence, so do the bylaws govern that existence.

- Resolutions

One of the board's duties is to vote on and enact resolutions. These are essentially actions the board resolves to undertake. For example, our corporate package includes a resolution to open a bank account. As it sounds, it's a resolution which states the company has resolved to open a bank account.

- Legal Assistance

Our package is meant to provide everything you need to incorporate and open a bank account. If you require complex bylaws and articles then you should consult a corporate attorney. Seemingly simple clauses must be consistent with the whole document, along with State and Federal laws. We advise using our documents as templates to save time and money when approaching an attorney.

Corporate Records

Colorado Corporations are required to maintain extensive records. You may store the records digitally using our system. This ensures they are always accessible and you stay in compliance. The list includes, but is not limited to:

  • Articles & Bylaws
  • Minutes from Meetings (Last 3 Years)
  • Communications to Share Holders
  • Record of Director Actions in lieu of meeting
  • Record of Board Actions in lieu of meeting
  • Record of Share Holders
  • List of Officers & Directors
  • Copy of Annual Report
  • Three Years of Financial Statements

Our Corporation Package Includes:

  • All Fees
  • We Do Everything
  • List Our Names - Not Yours
  • First Year Registered Agent
  • Bylaws
  • Organizational Minutes
  • & More

Colorado Corporation FAQ

Question
What is an S corporation?
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What is the corporate veil?
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What are the yearly requirements?
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Should I remain a sole proprietorship?
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Should I choose a corporation?

Why Incorporate in Colorado with Us?

We don't complicate things. When we form your corporation, we will take care of your articles of incorporation, draft your corporate bylaws, and, if requested, elect S-corp status. Everything is handled properly, the first time, so you don't have to worry. After incorporation, we only bug you when your periodic report comes due. Plus, we offer virtual offices for those needing extra services.

Author
Jonathan Feniak, Esq., MBA

Jonathan is admitted to practice law in Colorado and Wyoming. In this position, he helps business owners at nearly every level and in nearly every industry with asset protection, estate planning, and business formation. Beyond business owners, Jonathan also helps activists of all political persuasions to legally protect themselves.