Colorado Foreign Registration Withdrawing
Withdrawing a foreign entity from Colorado
A foreign entity that has stopped transacting business in Colorado closes its record with the Statement of Foreign Entity Withdrawal, which costs $10 online. It does not need to file a periodic report first. The filing is made from the entity's own record and rests on C.R.S. 7-90-806. We can prepare it for $199.
Withdrawal at a glance
- Official name
- Statement of Foreign Entity Withdrawal
- Statute
- C.R.S. 7-90-806
- Fee
- $10, online
- Filed from
- The entity record, using File a form on the Summary page
- Final periodic report
- Not required first
- Paper version
- Not available
- Trade names
- Withdrawn when the statement is filed
When withdrawal is the right filing
Use it when the entity will no longer do business in Colorado but continues to exist at home. That is different from dissolving, which ends the entity. Common cases are a company that closed its Colorado branch, a product line that moved to another state, and a foreign entity that was the non-surviving party in a merger. For that last case the Division is specific: mergers among foreign entities are not recorded in Colorado, so the entity that no longer exists files the withdrawal.
If the activity may start again soon, weigh whether withdrawing is worth it. The state allows a withdrawn or revoked entity to requalify its old record or to file a new statement of authority. Even so, the entity must be ready to meet the agent rules again.
What the statement says
Several fields are prefilled from the record and cannot be changed by this filing: the ID number, entity name, true name and jurisdiction. What you supply is the agent choice, a street address for the principal office, an optional mailing address, and two adopted statements. One says the entity will no longer transact business or conduct activities in Colorado and relinquishes its authority to do so. The other says every trade name the entity registered, and any assumed entity name, is withdrawn on filing. A delayed effective date is possible, up to 90 days out.
The agent choice
On a withdrawal the entity decides whether to keep a Colorado registered agent. If it keeps one, it gives the name and address and the agent's consent, as on the original filing. If it does not, those fields stay blank. Then service of process can reach the entity another way, such as delivery to the principal office listed. A foreign entity may elect either route.
Filing it
Search the business database for the entity by name or ID number, select the right record from the list, and on the Summary page choose File a form. Pick the Statement of Foreign Entity Withdrawal, fill in the choices above and pay $10. There is no paper route.
Withdrawal compared with letting the record lapse
Doing nothing is not free. The periodic report is still due each year, and the cost of a missed one is the $50 late filing penalty, then noncompliant status, then delinquency. A delinquent record can only be put right by a Statement Curing Delinquency, and one that has been delinquent for five years or more needs a sworn statement, an affidavit of authority and a government photo ID, with no refund if the filing is rejected. A $10 withdrawal today avoids all of that.
Withdraw, or let it lapse
| Withdrawal | Letting it lapse | |
|---|---|---|
| Cost | $10 | $25 report each year, then $50 penalties |
| Record status | Withdrawn | Noncompliant, then delinquent |
| Name | Trade names and assumed name withdrawn | Held 400 days after delinquency, then released |
| Coming back | Requalify or file a new statement | Statement Curing Delinquency |
A word on timing
File the withdrawal as soon as the work in Colorado has really ended, not at the next report month. A withdrawn record can be requalified later if the work returns. Each year that the record stays open adds a $25 report.
Withdrawing through us
Give us the entity and its Colorado ID
The ID number is on the Summary page of the record.
Decide on the agent
Keep a Colorado agent, or give none and let service go to the principal office.
We prepare the statement
The two adopted statements and the principal office go in for you to review.
We file and pay
The fee is $10 at the amount the state lists.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Withdrawal questions
Do I file a final periodic report first?
No. The Division says an entity that is no longer transacting business may file the withdrawal without it.
Does withdrawing dissolve my company?
No. It ends authority to do business in Colorado. The entity continues to exist where it was formed.
What happens to trade names?
They are withdrawn on filing, together with any assumed entity name.
Can the entity come back later?
Yes, by requalifying the old record or filing a new statement of authority.
Our charge and the Colorado fee
- The Statement of Foreign Entity Authority, prepared from your answers
- A name check, so the filing carries a name Colorado will accept
- A Colorado registered agent with a usual place of business: ours, or the one you already use
- The filing, then the approved record and your periodic report month
- Renewal: after the first year, the agent service renews at $149 a year
Our charge and the Colorado fee show as two lines at checkout. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Where this comes from
- Colorado Secretary of State, business organizations fee schedule
- Colorado Secretary of State, sample Statement of Foreign Entity Authority (PDF)
- Colorado Secretary of State, business forms list
- Colorado Secretary of State, foreign entity FAQ
- Colorado Secretary of State, Statement of Foreign Entity Withdrawal instructions
- Colorado Revised Statutes, Title 7, part 8 (foreign entities)
- Colorado Secretary of State, Statement of Foreign Entity Authority instructions
- Colorado Secretary of State, delinquency FAQ
Work reaching Colorado?
Tell us the entity and where it was formed. We prepare the statement, check the name and line up the agent.