In this lesson, we will walk you through filing your Articles of Organization with the Colorado Secretary of State. This is the document that officially forms yourColorado LLC.
(Colorado Secretary of State, Business Organizations Building)
Please watch the video instructions below:
The following information is provided for educational purposes only and in no way constitutes legal, tax, or financial advice. For legal, tax, or financial advice specific to your business needs, we encourage you to consult with a licensed attorney and/or CPA in your state. The following information is copyright protected. No part of this Lesson may be redistributed, copied, modified or adapted without prior written consent of the author. A Limited Liability Company (abbreviated “LLC”) is a hybrid between a Corporation and a Partnership. An LLC protects your assets in the event of a lawsuit. In order to form your LLC, you must file LLC Formation Documents and pay the State filing fee. Once your documents are approved, your LLC is now in existence and authorized to do business in the State. Before completing your LLC Formation Documents, you need to have 2 things completed. First, make sure you’ve watched the Lesson on researching your LLC’s name. Your desired LLC name must be available for use before you proceed. Second, make sure you’ve watched the Lesson on Registered Agent and that you’ve made your selection. Now, let’s discuss your LLC Formation Documents. The name of the LLC Formation Document for the State of Colorado is called the Articles of Organization. This document is not complicated and it contains basic information, including your LLC name, your office or home address, and your Registered Agent information. We will walk you through the details of the Articles of Organization in just a couple minutes and we’ll make sure that you get it filled out correctly. There’s no option to file your Articles of Organization by mail since Colorado does everything online. You will need to file your Articles of Organization and pay the one-time filing fee on the State’s website. The one-time filing fee must be paid with a debit or credit card. The State only accept Visa, Mastercard, or American Express. You will find the filing fee amount listed below this video. Once you submit your Articles of Organization along with a filing fee, your LLC will be instantly approved. You will then be able to print and/or save a copy of your approved Articles of Organization from the Summary Page. We’ll show you how to do this in just a minute. Your approved Articles of Organization confirms your LLC is now a legally formed business in the State of Colorado. Once your LLC is formed however, paperwork with the State is not over. As part of the ongoing requirements for your LLC, Colorado requires that you file a Periodic Report and pay a yearly fee. Also, depending on your type of business, you will be required to file State taxes. We will discuss these items in later Lessons. We’re now ready to do a complete walk-through of filing your Articles of Organization. The link below this video will take you to the State’s website. Let’s get started. Here we are on the State’s website under the “File a Form” section. In the 1st section under “LLCs, Corporations & Trade Names”, you’re going to click on “Limited Liability Company”. Now, the next page in this blank line here, you’re going to enter your LLC name exactly as you’d like it to appear. That means to make sure the capitalization and punctuation is exactly how you like it. For this filing here, I’m going to be using a dummy company for example purposes. You’ll see also because I’m editing this video down, I’m going to be doing a lot of copying and pasting, so you may not actually see me typing in the form. I’m just pasting things in to save time. What I’m going to do now is enter the name of my LLC in this box here. There we go: “ABC Widgets, LLC”. Make sure to include your designator “LLC” or “L.L.C.”, and you can see in this example that I’ve used a comma after “Widgets”. The comma is optional, so you can use one if you’d like, or you can leave it out if you prefer. Once you have your LLC name in here, go ahead and click “Next”. If you go to click “Next” and you can’t proceed, it means that your desired LLC name is not distinguishable. You’ll need to come up with a variation or different name before you proceed. I’m going to go ahead and click the “Next” button, and on this page, we’re going to enter in all of our information. I’m going to scroll down to the 1st section (“Principal Office Address”). This can be an actual office address, it can be a storefront, it can be a home address, it can be any address where your LLC is either located, or you’re going to list that address as your business address. For this example, this is a Multi-Member LLC owned by John Doe and Mary Doe, and they’re going to operate out of their home. Let’s say that I’m John Doe and I’m filing this LLC. in the 1st section here, I’m going to list my address. I’ve pasted in my street address there. Now going to enter the city, and then I’m going to enter the zip code. Okay. “Mailing Address” would only be used if you cannot get actual mail at the street address here, and you wanted to pick up your mail a P.O. Box or some other location. For most people, this isn’t going to apply and for my situation it does not, so I’m going to leave this blank, and then I’m going to scroll down to the next section (“Registered Agent Information”). If you as an individual, or friend, or family member are going to be the Registered Agent for your LLC, you’re going to list their last name, their first name, and their street address, or if your LLC is going to represent itself as its own Registered Agent, or you’ve hired a 3rd-party Commercial Registered Agent, you’re going to list their company name here where it says “If an entity”, and then you list their address. Again the mailing address thing here is the same if they get mailed a different address. It most likely doesn’t apply, so in this example I’m going to leave this section blank. For this example filing, let’s say that John Doe has an address in Colorado. If that’s the case, he’s going use his LLC to be its own Registered Agent. So down here where it says “If an entity”, I’m going to paste in the LLC name. Next, under “Street Address”, I’m going to list the home address that I included earlier. All right, I have all the information entered in. Let’s go down to the next section where it says here “The person appointed as Registered Agent has consented to being so appointed”. What that means is that the entity or the individual person agrees to be the Registered Agent, and since the LLC is representing itself here, of course I’m going to click “Yes”. In the next section, it says “The true name and mailing address of the person forming a limited liability company are”. In this section, you’re going to list the members of the LLC. You can see that there’s only space for 1 name and address. However, if you have multiple members, you’ll see this section down here is going to apply, where it says “the limited liability company has one or more additional persons forming the LLC and the name and mailing address of each person is stated in an attachment”, and then you have to check off “Yes”. For this example, since there are 2 members, I am going to check off this section and include the attachment in a later step. It’s a little tedious and annoying in Colorado that they just don’t have all the fields here, but I’m going to show you anyway because a lot of our customers are Multi-Member LLCs. So I’m going to go ahead and fill my information here. So I’m going to fill my last name, my first name, and I’m going to paste in all the address information. I’ve entered in last name “Doe”, first name “John”, entered in my address information, and in this case because I have 2 members I’m going to check off “Yes”. If you’re just a Single-Member LLC, you’re just going to leave “No” checked off here, and you can skip the “Attachment” step which I’ll show you in a few minutes. All right, once you have your name information filled out here, we’re going to scroll down to the next section which is “Management”. Colorado wants to know if you’re going to be a Manager-managed LLC, or a Member-managed LLC. 95% of our customers are Member-managed LLCs, so you’re most likely going to check off this 2nd option here. What a Member-managed LLC is, is it means all of the members of the LLC take part in and are responsible for the day-to-day operations of the business. A Manager-managed LLC is where some of the members of the LLC are not going to be involved in the day-to-day operations. For example, maybe they’re just a financial investor. In that case, they’re electing for only some of the members to run the day-to-day business and they sit back, or all of the members can hire a 3rd-party manager or management company to run the business. Again, you’ll most likely be a Member-managed LLC, but you can make your selection here under “Management”. Scrolling down to the next section, there’s at least 1 member of the Limited Liability Company. Yes, of course there is. You’re going to check that box off. Next, “Attach Additional Information”. Do you need to attach additional information? This is referring back to the section where we listed the members of the LLC (or the member if you’re a Single-Member LLC). You’re going to click “No”. If you’re a Multi-member LLC with 2 or more members, you’re going to click “Yes”, and then on the next page we’re going to upload an attachment. Scrolling down to the next section (Delayed Effective Date), it says “Do you want this filing to take effect immediately”. You’re most likely going to leave “Yes” checked off. The exception here will be, let’s say it’s October, November, or December, and you don’t need the business actually running in those months (October, November, December). What you’re going to do is, you’re going to hit “No”, and then you’re going to forward-date this into January. The purpose for this, is that if your LLC is approved and you don’t really actually need it up and running, you are going to owe tax return for that year, so it’s just extra administrative costs and it’s an extra headache. Again, that’s only going to apply if you don’t want the business open at the end of the year, but if you do need it open, or your filing in the beginning part of the year, go ahead and just leave “Yes” (which basically means the LLC goes into existence as soon as it’s approved). In the next section, under Email Address, what I recommend doing is checking out “Yes”, and putting your email address in here. What that means is you’ll get notified when there any documents filed for your LLC. I’m going to go ahead and paste in my sample email address. All right, I have the email address pasted in. I’m going to scroll down to the next section. At the top here is a notice which basically says “Do not forge this document or you’ll be in trouble”. Then under here it says “The true name and mailing address of the individual person causing this document to be delivered”. That means the person responsible for filing this, this is most likely going to be you (the person filing it). This section is just here because, sometimes a lawyer or an accountant, maybe filing an LLC on behalf of a client. For this example, it’s going to be myself, and in your case it will most likely be you. I’m going to go ahead and paste in John Doe’s information. All right, I have all the information for John Doe pasted in. Then it says “Are there additional individuals causing this document to be delivered for filing?” You can leave “No” checked off as you just need 1 person responsible for filing the document. Even if you have a Multi-Member LLC, it’s okay, you can just check off “No”, because only 1 person needs to actually be responsible for the filing of this. Once you have everything complete, you’re going to scroll down to the next section and click “Submit”. Here we’re on the “Manage Attachments” step. If you are a Single-Member LLC, you’re simply just going to hit “Continue” because you don’t need to include an additional attachment. If you’re a Multi-Member LLC (with 2 or more members), in the download section below this video is a document called “Additional Members”, and you’re going to fill that out and then attach it here. I’m going to run through that example real quick. If you’re a Single-Member LLC, this is only going to take about 60 seconds or so. Please hang tight, as there is additional information that you need to know after this step. I’m going to jump over to the PDF and show you what the “Additional Members” document looks like. Here we are in the “Additional Members” PDF document. It’s very simple: what you’re going to do is you’re going to list the name of your LLC here, and then any additional people in the fields below that were not listed in the 1st section. So for example, I have “John Doe” in the 1st section on the online filing. I’m going to add “Mary Doe” in this section. What I’m going to do is I’m going to paste in all that information and show you what it’ll look like. Okay, I have all the information pasted in for the example here. Again, if you have more members, just fill in their information. Now, 1 important thing to do, is make sure that you save this document on your desktop, or somewhere on your computer where you can easily find it because we’re going to need to upload that onto the State’s website. So I’m going to go to “File”, “Save As”, or we go to “File”, “Save”, and save this as a PDF. I’m going put it on my desktop, and I’m just going call it “example”, and I’m going to click “Save”. I’m going to go back to the State’s website and will continue with the Attachments section. Okay, what I’m going to do now, where it says “Add an Attachment”, it says “Location-Choose File”, I’m going to click that, I’m going to click on my desktop, I’m going to take that example PDF, and I’m going to hit “Open” or hit “Okay”. Next, in “Description”, you’re going to type in “Additional members”. Once you’ve chosen the file, typed in the description, you’re then going to click “Add Attachment”, and right here on the next step you’ll see that it’s uploaded. If you accidentally uploaded the incorrect file, go ahead and check off “Delete”, then hit “Delete Attachments”, and you can redo the process. However, this is the correct document. Everything looks good, so I’m going to scroll down and click the “Continue” button to go to the next step. Here is the “Transaction Preview”. If you wait about a second, it’s going to load up a preview of the document with all the information you’ve included. Feel free to scroll through this document (just make sure there are no typos or any errors). If there are any typos, go ahead and hit “Return to Form” and make those changes. However, if everything is correct, go ahead and hit the “Accept” button. On the next page, we’re going to enter our online payment information. You’ll see the filing fee and the name of the LLC at the top, and then it says “Pay Using Credit Card”. What you’re going to do here: select the type of card, enter the card number, and expiration date, the name on the card, and the billing address associated with that card. Down here where it says “Pay Using Prepaid Account”, this section is not going to be applicable, so you can leave this blank. Now, I’m unable to take you past this step since I don’t actually want to file and create this dummy company. However, once you enter all of your billing information and you click “Pay Now”, you’ll see a “success and confirmation message” letting you know that the document has been filed, and that your LLC is approved. Then on that Summary Page, you’ll be able to click on a PDF link, and you’ll be able to save a copy of your Articles of Organization. Make sure you save a copy to your computer, and I also recommend you print it out and include it with your business records just for safekeeping. For example, you’re going to need that document when you open a bank account. However, let’s say you missed the step and you click “Continue”, or you click “Back”, or you close the window and you forget to save a copy. I’m going to show you where you can download a copy. So let’s say I was on the Summary Page right now. On the left you’re going to click on “Business Home”. Then under the “Search & File” section, you’re going to click “Search the business database”. Where says “Business name or trademark”, you’re going to enter your LLC name, and you don’t need to include the abbreviation “LLC” at the end. So for this example, I’m not going to use “ABC widgets” since that company doesn’t exist, but I’m going to use another company I know exists in the database. It’s a company by the name of “Tomahawk Development”, so I’ve entered that name in the Search Box here, and I’m going to scroll down and click “Search”. You’ll see, here’s the LLC. You’ll notice on the far right, it’ll show the Date of Formation, which will be the date that you filed it. What I’m going to do is I’m going to click the ID Number on the far left. Then, underneath all the basic information where it says “Filing history and documents”, I’m going to click that link and you’ll see that it says “there’s 1 Articles of Organization on file”, and where there it says “Document #”, if I click that, it’s actually going to load up my filed documentation, and when I’m on this page, if you don’t see these icons down here in the lower right, just move your mouse down to this section and they’ll appear, and where you see the “Disk” icon, click that. I recommend you save it on your desktop. I recommend you change the file name to something that you’re going to remember. I’m going to click “Cancel” here since I don’t need it. I hope that example did help. However, if you have any issues with saving your documentation or finding it, you can contact the State at the phone number found below this video. And that concludes the Lesson on filing your Articles of Organization. Once your LLC is approved, you can then proceed to the next step.
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