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Colorado's registered agent rules are in C.R.S. 7-90-701, with the definitions in section 7-90-102 (55), (56) and (56.5). The Secretary of State's registered agent FAQ is the clearest summary. Colorado also has an ID rule: an individual agent has to prove Colorado residency, usually with a Colorado driver's license or ID number. For the business search and periodic report, see our Colorado business guide.
Individual or entity
The FAQ splits agents into two groups.
An individual agent must:
- be over 18;
- have a primary residence in Colorado or a usual place of business in Colorado;
- hold a current, valid Colorado driver's license or ID card, or verify residency with the Secretary of State.
An entity agent must:
- be in good standing with the Colorado Secretary of State;
- have a usual place of business in Colorado;
- if formed outside Colorado, have authority to transact business in Colorado.
A few rules cover both. The agent must consent to the role. The Secretary of State cannot be appointed as agent. You may name only one agent for your company.
Verifying a Colorado ID
When you name an individual, the filing asks for the agent's Colorado ID number. An agent without a Colorado license or ID card can still serve, but must verify residency another way. You request a business passcode, which is mailed to the agent's physical street address. You cannot finish the filing until the passcode is entered. It expires 45 calendar days after it is issued, so the agent should watch the mail.
The address test
A "usual place of business located in Colorado" means a physical street address in Colorado that is customarily open during normal business hours. Someone must be able to hand documents to the agent there in person. Commercial and P.O. box addresses cannot be used as the agent's street address. If the agent gets mail elsewhere, enter that in the mailing address section instead. It may be a P.O. box, but it must also be in Colorado.
The company as its own agent
Colorado lets an entity serve as its own agent after it registers, if it is in good standing. It takes two steps. At formation you name an eligible individual or another entity. After the company exists, you file a change that selects the company itself. The company then has to meet the entity test above, including a usual place of business in Colorado.
Changing the agent
You have three routes, all open at any time:
- Update the agent while filing your periodic report.
- File a Statement of Change if the agent's details changed. The fee schedule lists $10.
- File a Statement of Correction if the agent details on file were wrong. Also $10.
A delinquent company can also update its agent while filing a Statement Curing Delinquency, which costs $100. The Secretary of State's business fee schedule lists all of these, including $10 for a Statement of Change regarding the resignation of a registered agent.
Losing your agent
The FAQ lists four risks of not keeping an agent: missed lawsuits and notices, loss of good standing, fines and penalties, and a status change to delinquent. A suit does not stop for lack of an agent. If the agent of record cannot be found and served, the plaintiff can serve the entity "by registered mail or by certified mail, return receipt requested, addressed to the entity at its principal address," under section 7-90-704(2), C.R.S. If nobody responds, a default judgment can follow.
Domestic entities must keep an agent even while delinquent. A foreign entity that withdraws may choose to drop its agent, and mail then goes to its principal office.
Checking the agent of a Colorado company
Use the free Business Database Search on the Secretary of State's site. Search by business name or ID number and open the record. It shows the entity's ID, status, principal office and the name and address of its registered agent. Our registered agent lookup guide explains the method, and the registered agent overview compares Colorado with neighbours such as Wyoming.
Forming a new company? See how to start an LLC in Colorado.