There are a number of reasons you might need to change your Colorado LLC’s registered agent. Maybe your designated registered agent moved out of state, left the company, or no longer wants the responsibility. Maybe you had assigned the job to yourself, and you no longer want your address on public record. Maybe (hopefully) your business has expanded so much that you no longer have time to handle the registered agent responsibilities.
Whatever your reason may be, changing a registered agent in Colorado might seem like a daunting task, with a mountain of paperwork and legal proceedings involved. However it’s actually quite simple, and this guide will help make the process quick and painless.
The state of Colorado has certain requirements for changing your LLC’s registered agent. You can make this change one of three ways: by filing a Statement of Change, by filing a Statement of Correction (only if your original filing was incorrect), or by updating your Periodic Report (only available during your reporting period).
Your new registered agent must consent to the appointment, and you may not appoint more than one individual or entity. The Colorado Secretary has a helpful FAQ page that contains additional information on registered agents and a variety of other topics.
You can’t pick just anyone to be a registered agent for your LLC. The state of Colorado puts certain restrictions on who can serve as one. If you’re choosing or changing your registered agent, keep these requirements in mind. The registered agent in Colorado must:
* If your registered agent is a foreign business entity, it must be authorized to transact business in Colorado
If you need to change your registered agent in Colorado, the most common method is to file a Statement of Change Changing the Registered Agent Information. This form must be completed online, and you can get started by finding it under “Changes” on the S.O.S. Business Forms List. Click “Search for your record to file online” and search for your LLC name. Then, follow the onscreen directions and you’ll be done in no time.
Make sure you have a few pieces of crucial information handy when you file:
Don’t forget to check the box next to “Delivery of Notice;” this affirms that the new agent has been informed and consents to the position. See here for a comprehensive set of instructions.
In some cases, your need for a new registered agent may fall into your Periodic Report period. Colorado requires all LLCs to file annual Periodic Reports during the yearly quarter it was formed. So, if you formed your LLC in March, your Periodic Report period would be January–March. Instead of filing a Statement of Change, you can simply update your registered agent information on the Periodic Report.
If you include incorrect agent information on a Periodic Report or Articles of Organization, don’t worry! You can also file a Statement of Correction Correcting Registered Agent Information to publish the accurate info.
Filing online is your only option here, so navigate to your desired form on the Business Forms List, click the link under “Online Filing,” and you’ll be on your way. The Periodic Report, Statement of Change, and Statement of Correction all require a $10 fee, which you can pay via credit card.
If you’re too busy, or if you’d feel more comfortable letting someone else take the reins, you have the option of hiring a company or individual to file your paperwork for you. It’s a great way to save time and stress.
Submit your form? Pay your fee? Then you’re all set! Since these forms are all filed online, the Secretary of State’s office processes them immediately, so you should see your new registered agent recorded right away.
Think of your registered agent as a mediator between you and the state of Colorado, the person or business entity that handles some of your most important paperwork.
In case you thought the registered agent was just a formality, look at the documents they handle:
A lot of important stuff. Which is why a reliable registered agent is essential to every Colorado business owner.
By handling high-priority and sensitive documents on your behalf, your registered agent takes care of your communications with the state, so you can spend more time building your business.
Plus, if you operate a Colorado small business from out of state, a trustworthy registered agent is especially important, as the state requires a local contact for your LLC. Having this contact ensures your company will receive and respond to time-sensitive documents, so you won’t miss filings and get hit with penalties.
If you’re unsure where to find a good Colorado registered agent, consider using a registered agent service. These companies provide you a reliable, professional registered agent so you can have peace of mind knowing you won’t ever miss a filing, tax deadline, or state correspondence.
Sure, you can jump online, search “registered agent service,” and get a ton of results. But the truth is that not all of these services are trustworthy. So, we’ve done some research for you. If you want to know you’re getting a top-quality registered agent, take a look at our comparison guide on the top registered agent services. Many of these providers can also form an LLC for you if you’re needing a fresh start. ZenBusiness is a very well known option.
There are numerous reasons you might need to give up your Colorado registered agent role, but only one way to resign.
Registered agents play an important role in the life of an LLC, handling sensitive legal and tax documents, so it’s essential that agents follow proper resignation procedures. Otherwise, you could leave your company with unplanned fines or penalties, and you could be individually liable.
Fortunately, for Colorado LLCs it is easy.
Follow these steps and the hardest part of your resignation won’t be the process itself, it’ll be saying “so long” to your former business.
Before you file any forms with the Secretary of State’s office, reach out to your LLC to inform them of your resignation. Colorado state law requires you to submit a notice to your company before submitting your formal resignation. This doesn’t just keep you compliant with state procedures, but it’s also a good way to ensure a smooth transition for everyone involved. If the LLC leadership knows ahead of time, they can begin the process to change their registered agent.
There’s an official form to file with the Secretary of State, but there isn’t one to send your company. Feel free to create your own, including your official resignation date and signature.
Once you’ve informed your LLC, it’s time to officially put your resignation on record. To get started, head over to the Colorado Secretary of State Business Organizations webpage.
With the exception of a couple particular forms, the Secretary of State only accepts filings online. From the Business Organizations homepage, click “Forms List,” then “Changes.” The form you need is called “Statement of Change Regarding Resignation or Other Termination of Registered Agent.” Next to the form title, click “search for your record to file online,” then enter your LLC name to find it.
Just so you’re prepared, here’s the info you’ll need:
Filing a resignation costs $10, which you can pay via credit or debit card as part of the online filing process. There is no paper filing option, but you can see a sample hard copy form here.
Forms submitted online are processed immediately. However, the resignation won’t go into effect until the 31st day after it’s processed, or until the LLC appoints a new agent (whichever comes first). Just keep in mind that you may still receive documents and/or service of process for one month after you submit your resignation.
When you put down your registered agent responsibilities, someone else has to pick them up, or your LLC will lose its good standing with the state. Help your LLC keep its momentum by carefully planning your transition.
This starts with finding a successor who’s ready to take over right away. Even a small gap in registered agent coverage can result in severe penalties. In Colorado, a business entity has 30 days to change its registered agent after a resignation, or they will be labeled “noncompliant.” If a business entity goes 60 days without reconciling its noncompliance, it becomes “delinquent.” Delinquent LLCs are not allowed to do business and risk being dissolved by the state. The risk of operating without a registered agent is great, so it’s important to give your LLC plenty of time to replace you.
Once you’ve nominated a replacement, confirm that they meet Colorado’s registered agent requirements. They must:
In some states, an LLC cannot be its own registered agent, but in Colorado, it’s allowed. Or, an individual member of the LLC can serve as the company’s agent. If you’re using a foreign entity as your agent, confirm that it’s foreign qualified in Colorado and maintains a physical non-P.O. box address there.
We recommend using a registered agent service, which can take over registered agent duties, freeing up more time for the LLC’s managers to focus on running the business.
You do a lot for your Colorado LLC. You’re essentially the shield that protects it from fines, the filter that catches important documents, the conductor that keeps it on track with compliance.
Because you play such an important role, it’s crucial that you follow the resignation procedures exactly — and potentially provide a replacement agent for the business. Otherwise, you might find yourself and your LLC in hot water.
Follow this guide and you’ll be totally fine. Soon, you’ll be on to your next project, whether that’s starting a new business in Colorado or something completely different.
If you need a fresh start and would like to form a brand new LLC, there are plenty of services that can take care of this for you. ZenBusiness and LegalZoom are two very popular options.
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