Colorado Business Laws
Forming an LLC or corporation, keeping it in good standing, hiring and paying people, and writing contracts you can enforce: the Colorado rules business owners meet most often, with the statute each comes from.
Checked September 26, 2026. Where a figure resets every year, such as the minimum wage or the non-compete salary threshold, we give the 2026 figure and name the agency that publishes the next one.
Forming a Colorado LLC or Corporation
Four things every new Colorado entity needs to get right at the start
Filing with the Secretary of State
Articles of Organization (LLC) or Articles of Incorporation (corporation) are filed online with the Colorado Secretary of State; formation filings are not accepted by mail. The LLC Act is C.R.S. Title 7, Article 80; corporations fall under Title 7, Article 101 and following. Fees are set by the Secretary of State; check the current schedule before filing.
Registered agent
Every Colorado entity on file, and every out-of-state entity authorized to do business here, must continuously maintain a registered agent in Colorado (C.R.S. § 7-90-701). An individual agent must be at least 18 with a Colorado street address, not a P.O. box or commercial mail agency; an entity agent must be in good standing with a Colorado place of business. A 2025 amendment added anti-fraud registration requirements for agents.
Operating agreement
A private contract among members and managers; it is not filed with the state. Under C.R.S. § 7-80-108(1)(c)-(d) it may be made before, after, or at the time of filing the Articles, and its terms control over the default statute except for a short list of non-waivable protections, such as the duty of good faith and fair dealing.
“C-corp” and “S-corp” are tax elections, not entity types
Colorado law recognizes one entity called a corporation. C-corp or S-corp status is a federal IRS election under Subchapter S (Form 2553), not a Colorado entity type, and an LLC can make the same election.
Staying in Good Standing: the Periodic Report
Every Colorado LLC and corporation files a Periodic Report with the Secretary of State once a year, in its anniversary month. A report not filed on time moves the entity to noncompliant status; an entity that stays noncompliant is later marked delinquent. A delinquent entity can no longer file the ordinary report and must file a Statement Curing Delinquency, which carries its own fee on top of the report and late fees, and delinquency can block the entity from transacting business, obtaining financing, or showing good standing.
The Secretary of State publishes the fee schedule and the timing of each status; the periodic-report fee was last changed on July 1, 2024. Confirm current figures there before relying on a date or an amount.
Non-Compete Agreements After HB22-1317
For covenants entered into on or after August 10, 2022, a Colorado non-compete is void by default. Enforceability is the narrow exception.
HB22-1317, signed June 8, 2022, rewrote C.R.S. § 8-2-113: any covenant not to compete that restricts a worker’s right to receive compensation for labor is void, with only these exceptions:
- A covenant protecting trade secrets, enforceable only against a worker earning at or above the “highly compensated worker” threshold that CDLE resets each year ($130,014 in 2026; 7 CCR 1103-14, the PAY CALC Order), and only if it is no broader than reasonably necessary.
- A customer non-solicitation covenant, enforceable only against a worker earning at least 60% of that threshold ($78,008.40 in 2026).
- Reasonable confidentiality and trade-secret provisions, and covenants given in the sale of a business.
- Training-repayment agreements that decrease pro rata over two years, and certain apprenticeship-scholarship repayment terms.
Notice the employer must give
Written notice in a separate document, in clear and conspicuous terms, identifying the covenant and its sections: before the worker accepts an initial offer, or at least 14 days before the covenant takes effect for a current employee (or before new consideration takes effect), in the language the employer principally uses with that worker.
What a void covenant costs the employer
A worker, or the Attorney General on workers’ behalf, can recover actual damages, a $5,000 statutory penalty per worker or prospective worker harmed, reasonable costs and attorney fees, and injunctive relief. A court may reduce the penalty for an employer that acted in good faith with a reasonable belief it was complying.
Hiring and Paying Employees in Colorado
Colorado’s wage rules go beyond federal law in several places
Minimum wage, overtime and breaks
The statewide minimum wage is set each year by the Colorado Department of Labor and Employment (CDLE) in its COMPS Order (7 CCR 1103-1) and takes effect January 1. For 2026 it is $15.16 per hour, and $12.89 for non-emancipated minors. Denver sets its own higher local minimum: $19.29 per hour for 2026, and $16.27 for tipped food and beverage workers.
Overtime is 1.5× after 40 hours in a workweek and also after 12 hours in a workday, whichever pays more (COMPS Order Rule 1.8). Employees get a paid 10-minute rest break per 4 hours worked and an unpaid 30-minute meal break on shifts over 5 hours (Rule 3).
Final pay when someone leaves
Under the Colorado Wage Act, C.R.S. § 8-4-109, the deadline depends on who ended the job. On termination by the employer, wages are due immediately; if payroll is on-site but closed, within 6 hours of the start of its next regular workday; if off-site, within 24 hours of that workday, delivered to the worksite, a local office, or the last known address. On resignation, by the next regular payday. Penalty: twice the wages or $1,000, whichever is greater; three times the wages or $3,000 if willful.
Discrimination and pay transparency
The Colorado Anti-Discrimination Act, C.R.S. § 24-34-402, lists sexual orientation, gender identity, and gender expression among its protected classes; it and the pregnancy-accommodation statute, C.R.S. § 8-14.5-101 and following, require reasonable accommodation. The Equal Pay for Equal Work Act, C.R.S. § 8-5-101 and following, took effect in 2021, was amended by SB23-105 in 2023, and under § 8-5-201 requires job postings to state the salary or salary range.
Contracts, Customers and Data
Deadlines to sue on a contract
Most civil actions, including ordinary contract, UCC, fraud, and breach-of-fiduciary-duty claims, must be filed within 3 years of accrual under C.R.S. § 13-80-101(1), whatever the theory. Actions on a liquidated debt or an unliquidated but determinable amount of money, and to enforce an instrument securing a debt, get 6 years under C.R.S. § 13-80-103.5.
Colorado Consumer Protection Act
C.R.S. § 6-1-105 lists more than fifty unfair or deceptive trade practices, from bait-and-switch advertising and pyramid schemes to automatic-renewal contracts without clear consent. A private plaintiff must show a deceptive practice in the defendant’s business that significantly impacts the public as actual or potential customers and caused the plaintiff injury; the public-impact element comes from the Colorado Supreme Court’s decision in Hall v. Walter. Remedies: actual damages or $500, whichever is greater; treble damages for bad faith proven by clear and convincing evidence; injunctive relief; attorney fees and costs.
Colorado Privacy Act
C.R.S. § 6-1-1301 and following, signed July 7, 2021 (SB21-190), in effect since July 1, 2023. It covers a controller that in a calendar year processes the personal data of 100,000 or more Colorado consumers, or sells personal data and processes the data of 25,000 or more. Consumers may access, correct, delete, and port their data and opt out of sale, targeted advertising, and certain profiling; since July 1, 2024 a universal opt-out signal must be honored, and the Attorney General recognizes Global Privacy Control. Only the Attorney General and district attorneys enforce it. The 60-day cure period ended January 1, 2025, except for the minors’-data provisions added by SB24-041, where it runs until December 31, 2026.
Colorado Business Law at a Glance
| Rule | Detail | Source |
|---|---|---|
| Overtime | 1.5× after 40 hours in a workweek or 12 hours in a workday, whichever pays more | COMPS Order Rule 1.8 |
| Final wages, employer terminates | Due immediately at separation (6 or 24 hours only if payroll is closed or off-site) | C.R.S. § 8-4-109 |
| Final wages, employee resigns | Due by the next regular payday | C.R.S. § 8-4-109 |
| Non-compete notice, current employee | Separate written document at least 14 days before the covenant takes effect | C.R.S. § 8-2-113 |
| Non-compete statutory penalty | $5,000 per worker harmed, plus actual damages, costs and attorney fees | C.R.S. § 8-2-113 |
| Contract claim, general | 3 years from accrual | C.R.S. § 13-80-101(1) |
| Liquidated or determinable debt | 6 years | C.R.S. § 13-80-103.5 |
| Consumer Protection Act, private claim | Actual damages or $500; treble damages for bad faith shown by clear and convincing evidence | C.R.S. § 6-1-105 |
Colorado Business Law FAQs
Short answers, with the statute each one rests on
Related Pages
This page is general information about Colorado law, not legal advice, and reading it does not create an attorney-client relationship. The facts here were checked on September 26, 2026.
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