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The filing, the fee, and why Colorado never dissolves a delinquent LLC.
Colorado does not dissolve an LLC for missing its report. The Secretary of State has no power to do it, and an entity that does nothing stays on the record indefinitely. That means the filing you need is not a reinstatement, and looking for one is why most owners get stuck here. What you file is the Statement Curing Delinquency.
If the aim is to end the company rather than restore it, do not buy the $100 cure. C.R.S. 7-90-904(3) makes dissolving a statutory cure in itself, and an ordinary dissolution costs $10. A delinquent LLC left alone stays on the record forever and remains a service-of-process target.
Colorado never administratively dissolves an LLC. The sequence is Good Standing, then Noncompliant, then Delinquent, and it stops there indefinitely. C.R.S. 7-90-903(4): the existence of a domestic entity continues notwithstanding its delinquency. The only route into dissolution is entity-initiated.
Colorado Secretary of State
What triggers it
Periodic Report not filed within its five-month window, or a new registered agent not appointed within 30 days of the prior agent’s resignation. The entity becomes Noncompliant, then Delinquent 60 days later.
You may get no warning
Colorado stopped mailing notices on 2012-01-01 and email is OPT-IN. If nobody enrolled the entity for email notification, the owner gets no warning at all before Delinquent. C.R.S. 7-90-902 contains no statutory notice requirement; the old subsection (2) was deleted effective 2010-08-11.
$100 flat. No back Periodic Reports and no stacked late fees. C.R.S. 7-90-904(1)(a) states exhaustively what must be delivered and includes neither. Catching a missed report while still Noncompliant costs $75 ($25 report plus $50 late penalty); letting it reach Delinquent costs $100.
There is no gap to undo. The entity never stopped existing, so there is nothing to relate back to. C.R.S. 7-90-903(2) is the relevant relief: cure and no Colorado proceeding to which the entity is a party is dismissed by reason of that instance of delinquency.
The name is held 400 days from the effective date of delinquency. On the 401st day the record name is changed to include the word delinquent followed by the delinquency date, per C.R.S. 7-90-601.6(1), and the original name is released. On curing, C.R.S. 7-90-904(4)(a) restores the original name if it is still available, tested without regard to the delinquent suffix. If someone took it, the name becomes the original followed by "delinquency cured" and the cure date, and the entity can then file Articles of Amendment to pick another.
Two ways to stop this happening twice. You can put the deadline in your own calendar and file it yourself every year. That costs $25 a year to the state plus your own attention, and the failure above is what happens on the year the reminder does not land. Or you can hand the recurring filing to a compliance service, which is the same decision people make after the second time. Compare what the major services charge before you pick one.
Harbor Compliance handles registered agent service and ongoing state compliance in all 50 states, so the filing that caused this is tracked rather than remembered. State filing fees are still yours to pay.
See Harbor Compliance ↗Other options
Comparing services first? Our full Northwest Registered Agent review and Harbor Compliance review cover pricing, renewal behavior, and what each is best at.
These are the things Colorado does not publish, or publishes in a form we could not verify against a primary source. They are listed rather than left out, because a gap you can see is more useful than a page that looks complete.
Last verified Aug 3, 2026. Every figure on this page comes from a state statute, rule, form or fee schedule.
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This page provides general information based on publicly available Colorado statutes and Colorado Secretary of State publications. It is not legal advice and is not a substitute for advice from a licensed attorney about a specific situation. Statutes, forms, and fees change. Verify current requirements with the Colorado SOS before filing. If you are facing enforcement action or a pending lawsuit, consult a Colorado business attorney.