Colorado LLC Periodic Report: $25 a Year, With a Five Month Window
Colorado calls its annual report the Periodic Report. It costs $25, it is filed online, and its window runs from two months before your report month through two months after it. Miss the window and the state adds a $50 penalty and marks the LLC Noncompliant; stay there 60 days and the status becomes Delinquent.
The Periodic Report, in one table
| Item | Colorado rule |
|---|---|
| Who files | Every reporting entity, expressly including domestic LLCs, corporations, nonprofit corporations, and foreign entities registered in Colorado. |
| Where | Online only, through the Secretary of State's website, working from the entity's record in the business database. |
| Report month | The anniversary month of formation or registration, shown as the Periodic Report month on the entity's Summary page. |
| Penalty free window | Two months before the report month through two months after it. The hard due date is the last day of the second month following the report month. |
| Fee | $25. Older $10 figures predate the current fee schedule, revised July 1, 2024. |
| Late | A $50 late filing penalty on top of the $25 fee, and the entity's status becomes Noncompliant. |
| Purpose | Confirms or updates the principal office address and registered agent information, and maintains the entity's Good Standing. |
The Secretary of State's own worked example makes the window concrete. If your report month is January, the report may be filed from November through March without penalty, and it is due March 31. If it is not filed on or before March 31, the entity becomes Noncompliant and a late report is due by May 31. If it is still not filed on or before May 31, the status changes to Delinquent. In general terms, an entity that sits in Noncompliant status for 60 days becomes Delinquent if the needed filing has not been made. The second way into the same ladder has nothing to do with the report: failing to appoint a new registered agent, including within 30 days after the current agent resigns, is the other statutory ground.
What Noncompliant and Delinquent actually cost you
The immediate loss is Good Standing, which the on time Periodic Report is what maintains. The Secretary of State warns that losing good standing can prevent the entity from bringing a lawsuit in the state, and that it creates risks for expanding into other states and obtaining financing. Delinquency adds a slower, stranger penalty aimed at the name itself. A delinquent entity's name is held for it for 400 days from the date of delinquency. On the 401st day, the entity's name is changed to include the word "delinquent" and the date of delinquency, and the original name becomes available for another entity to take. Note what delinquency is not: it is a compliance status, distinct from dissolution. The Secretary of State clears it with a specific cure filing, not a fresh formation, and the entity's filings and fees do not stop mattering in the meantime.
Getting back: the late report, then the $100 cure
While the entity is only Noncompliant, the fix is the filing that was missed: file the late Periodic Report and pay $75 in total, the $25 report fee plus the $50 late penalty. If the Noncompliant status came from the registered agent instead, a Statement of Change fixes that side. Once the entity is Delinquent, the late report alone no longer restores it. A Statement Curing Delinquency must be filed to return the entity to Good Standing, and it costs $100 online. Entities delinquent for five years or longer can still file it, but the filer must also submit a statement under penalty of perjury, an affidavit attesting to the filer's authority to act for the entity, and a government issued photo ID; the Secretary of State reviews the submission, and fees on a rejected filing are not refunded or reusable. Do not confuse the cure with reinstatement: the fee schedule lists Reinstatement separately at $100, and that is the filing for an entity that has actually been dissolved, a different problem from delinquency.
The rest of the Colorado recurring list
- Registered agent upkeep: the current agent must be listed on each Periodic Report. Changes between reports take a Statement of Change at $10, or can be made while filing the report or a Statement Curing Delinquency.
- Trade names: for an LLC, a trade name stays effective with no annual renewal while the entity is in Good Standing or Noncompliant status. It survives one year past delinquency or dissolution, and a $5 annual renewal only enters the picture if the entity stays in that state. Details on the Colorado cost page.
- Entity level tax: none for a default pass-through LLC. Members handle Colorado income tax on their shares individually.
- Closing on purpose: Articles of Dissolution cost $10 online, and the Secretary of State confirms an entity that is no longer transacting business does not have to file a Periodic Report first in order to dissolve. Our dissolution guide covers the wind down order.
Sources, checked Nov 8, 2026
Colorado Secretary of State: Business Organizations Fee Schedule (revised July 1, 2024) and the Business FAQs on periodic reports, noncompliance, delinquency, registered agents, names, trade names, and starting a business, plus the May 19, 2023 Business Fee Relief Act news release, at coloradosos.gov. Colorado Department of Revenue: individual income tax glossary (partnership and pass-through treatment) and SALT Parity Act guidance, at tax.colorado.gov.
General Information Only
LLCForming publishes general information about forming and running an LLC. It is not legal, tax, or accounting advice, and it does not create an attorney or advisor relationship. Rules vary by state and by your situation. For a decision that matters, talk to a licensed attorney or tax professional in your state.