Colorado C Corporation Formation Attorneys & Lawyers
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Steven Stark
Jake Siciliano
Alisha Bond
Richard Gora
Michael Wieser
Brig Ricks
Stacy Dees
Jon Bourne
Catherine Jones
Atilla Baksay
Colorado C Corporation Formation Lawyers
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Why use UpCounsel to form an C Corporation in Colorado
Starting an C Corporation in Colorado with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our C Corporation attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for an C Corporation.
When forming an C Corporation in Colorado with UpCounsel, the attorney you choose to help you will conduct a business name search for your Colorado C Corporation and assist you in preparing your C Corporation Operating Agreement, along with providing other legal services based on your needs. Once your Articles of Incorporation have been prepared and successfully filed with the Colorado Secretary of State, your Colorado C Corporation has been formed and begins its existence as a corporate entity.
Choosing a Company Name for Your C Corporation
One of the first steps in the process of forming your C Corporation is to choose your business name.
The business name that you choose must contain the words "incorporated", "corporation", "limited", or "company", or an abbreviation of these words. The name may not indicate or imply that the corporation is organized for a purpose other than one permitted by state law or its articles of incorporation. It must be distinguishable (not the same as or deceptively similar to) the name of an S Corp or foreign C Corporation reserved or registered.
Your C Corporation name may contain the name of one or more members.
By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your Colorado S Corp before filing to see which names are available. Once you have chosen an available name, your chosen C Corporation attorney can help you properly register your name with the State of Colorado.
Requirements for Forming a Colorado C Corporation
Articles of Incorporation: When forming an C Corporation in Colorado, the Articles of Incorporation must be filed with the Colorado Secretary of State. Colorado state law requires that certain information be included in your Articles of Incorporation when forming your Colorado C Corporation.
This information must include:
- The C Corporation name and address.
- The purpose of the C Corporation
- The name and address of the registered agent for service of process on the C Corporation
- The number of shares, and their class, that the C Corporation is authorized to issue.
- The name and addresses of each of the incorporators.
Additionally, a Colorado C Corporation formation generally requires inclusion and/or consideration of the following:
C Corporation Operating Agreement: Although the C Corporation Operating Agreement is not required with the Articles of Incorporation, it is a good idea for every C Corporation with more than one member to have one. The Articles of Incorporation may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement. If there is more than one member, any operating agreement shall initially be agreed to, in writing, by all of the members. If you do choose to adopt an operating agreement, it does not have to be filed with the Secretary of State, but should be kept on file by the registered agent.
Membership: A C Corporation must have one or more members.
Eligibility Requirements: A natural person or an entity.
Procedure for Membership: The member may acquire an interest in the C Corporation directly from the C Corporation at the time of formation and, after formation, at the time provided in and upon compliance with the Articles of Incorporation or the operating agreement or, if not provided, only upon the vote of a majority in interest of the C Corporation members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the C-Corp's operating agreement.
Business Licenses: Business licenses and/or permits are required for most C-Corp's offering specific professional services. Contact the Colorado State Corporations Commission for specific licenses.
Resident Agent needed for a Colorado C Corporation
UpCounsel attorneys can also provide your business with a registered agent in Colorado. Every Colorado C Corporation must have a registered agent in Colorado, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. A Colorado resident, corporation, or a foreign corporation that has the authority to transact business in Colorado may act as a registered agent, as long as they have a physical street address in Colorado.
Colorado Secretary of State
Once you create an C Corporation in Colorado, the Colorado Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.
For further information, contact the Colorado Secretary of State.
Recurring Responsibilities and Duties for Colorado C Corporations
Periodic Report: Each C Corporation shall provide a periodic report to the Colorado Secretary of State regarding its financial condition to each of its members. Your registered agent will be mailed a reminder prior to when your periodic report is due. If your periodic report is not filed on time, your C Corporation could face fines. The periodic report must be filed online at the Secretary of State's website.
Records: Each Colorado C Corporation must keep the following records open to inspection at its office:
- A current list of the full name and last known business or residence address of each member and of each holder of an economic interest in the C Corporation set forth in alphabetical order, together with the contribution and the share in profits and losses of each member and holder of an economic interest.
- If the C Corporation is manager-managed, you will need a current list including the full name and business or residence address of each manager.
- A copy of the Articles of Incorporation and all amendments thereto, together with any powers of attorney pursuant to which the Articles of Incorporation or any amendments thereto were executed.
- Copies of the C-Corp's federal, state, and local income tax or information returns and reports, if any, for the six most recent taxable years
- A copy of the C-Corp's Operating Agreement, if in writing, and any amendments thereto, together with any powers of attorney pursuant to which any written operating agreement or any amendments thereto were executed.
- Copies of the C-Corp's financial statements, if any, for the six most recent fiscal years.
- The books and records of internal affairs as they relate to the C Corporation for at least the current and past four fiscal years.
- A signed "Incorporator's Statement" showing the names and addresses of the initial directors who will serve on the board until the first annual meeting of shareholders.
Filing Fees for a Colorado C Corporation
Filing of the Articles of Incorporation must be made with the Colorado Secretary of State in which the C Corporation was organized, along with the appropriate state filing fee. The fee for this is $50 and the Articles may be emailed or mailed along with the fee. Keep in mind that fees can be subject to change, so make sure to refer to the Colorado Secretary of State for any updates.
Taxes for a Colorado C Corporation
California C Corporation shareholders do not report any of the business income and expense on their individual tax return. The corporation files tax returns and pays its income taxes (at generally lower tax rates than would individuals) while the individual shareholders report and pay personal income taxes only on monies paid them by the corporation.
It should be noted that shareholders are required to pay personal income taxes on income from dividends paid by a C Corporation even though income taxes have previously been paid by the corporation. This leads to what is commonly referred to as "double taxation".
California state law follows federal law for income tax purposes. Therefore if a corporation is classified as an association taxable as a C Corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.
Federal Income Tax: For federal income tax purposes, a C- Corp is recognized as a separate taxpaying entity. A corporation conducts business, realizes net income or loss, pays taxes and distributes profits to shareholders.
Colorado State Income Tax: Colorado imposes an income tax on businesses. Colorado taxes the net income of corporations at a flat rate of 4.63%.
Federal Tax Identification Number: Your corporation will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). You do not need to get a new EIN after the corporation choose to become a C Corporation An EIN is similar to an individual's social security number. You will need an EIN for your C Corporation as long as there is one member, even if the C Corporation does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.
Start Your Company Off Right with Affordable C Corporation Attorneys in Colorado
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This is the most recent 20 reviews out of 99 reviews for Business Formation attorneys in Colorado
Consult on Corporate Restructure
"Knowledgable and efficient with his communication"
Michael C
.
Arvada,
CO,
10 months ago
Consult on Corporate Restructure
"Daniel's whole team (including Quin) was very responsive and efficient even during a busy holiday season."
Brian V
.
Alma,
CO,
10 months ago
Review Franchise Agreement
"Good communication and very knowledgeable about Franchise ownership matters."
Sarah B
.
Denver,
CO,
12 months ago
Consult on Corporate Restructure
"Stacy was easy to work with and explained everything thoroughly. She took the guess work out of changing my multi member LLC to a single member LLC. I would highly recommend her services."
Nicholas L
.
Parker,
CO,
about 1 year ago
LLC Formation and Organization
"Quick response time, finished the project very quickly."
Jacob A
.
Black Hawk,
CO,
over 1 year ago
Consult on Corporate Restructure
"Andrew was great to work with. Knew what he needed to do and did the thing. What else can you ask for?"
Casey J
.
Boulder,
CO,
over 1 year ago
Review Buyout Agreement
"Alisha is fantastic. Highly professional and very good."
Eric B
.
Broomfield,
CO,
over 1 year ago
Restructure Corporation
"Morgan was knowledgable and responsive. He completed the job exactly as requested."
Collin P
.
Erie,
CO,
almost 2 years ago
Draft Advisory Agreement
"I will continue to utilize Nina for future small business needs. she is the only person that responded to my posting with valuable information"
Amanda D
.
Fort Collins,
CO,
almost 2 years ago
Review Buyout Agreement
"David was a pleasure to work with! We'll be working with him again in the future"
Pat A
.
Denver,
CO,
almost 2 years ago
Assist with Other Business Formation Matter
"Matthew was professional, timely, and responsive. He was also kind, a pleasure to communicate with, and really had his heart in the work he was doing for us. Definitely recommend!"
Andi T
.
Grand Junction,
CO,
about 2 years ago
Draft Buyout Agreement
"Great work."
Drew M
.
Grand Junction,
CO,
over 2 years ago
Review Operating Agreement
"Hilary was extremely professional and completed an extensive overview of my Operating Agreement within just a few hours - even making edits! Would highly recommend & will be working with her again in the future."
Anthony T
.
Lone Tree,
CO,
almost 3 years ago
Draft Operating Agreement
"Quick, helpful, and fair. Thanks!!!"
Gewan B
.
Castle Rock,
CO,
about 3 years ago
Form LLC
"very happy with the response, knowledge and information provided."
Ilir K
.
Windsor,
CO,
about 4 years ago
Founders Agreement
"Adam was very timely and communicated well. I would definitely use him again in the future!"
Matthew K
.
Boulder,
CO,
about 4 years ago
Shareholder Agreement
"Great work and excellent turnaround. Highly recommended!"
Nick P
.
Union City,
TN,
over 4 years ago
Review Founders Agreement
"Great work, I would hire her again!"
Brad S
.
Lafayette,
CO,
almost 5 years ago
Consult on Corporate Restructure
"Mary was easy and straightforward to work with. She was responsive and clearly knowledgable about LLC formation and all the legal considerations that go along with that process."
Stephanie R
.
Aurora,
CO,
almost 5 years ago
Review Franchise Agreement
"Great interaction, quick turn-around, all of our questions answered"
Kevin K
.
Colorado Springs,
CO,
over 5 years ago