Colorado Statement of Conversion
A Colorado Statement of Conversion is one of several legal documents needed to move an LLC from Colorado to another state.
The Colorado Secretary of State’s office requires most business filings to be submitted electronically and no longer accepts most documents in paper form. A Statement of Conversion for a Colorado LLC that is converting to a foreign (out-of-state) LLC is filed online through the Colorado Secretary of State’s website. Online filing allows real-time processing so that a business document filed online is usually available with little or no delay after filing.
Using the Colorado Secretary of State’s Online Filing Site
The Colorado Secretary of State’s online-filing site is located at the following web address:
The filing site is generally available 24 hours per day—except during scheduled maintenance and service interruptions. It is best to avoid filing between 11:50 PM and 2:00 AM, Mountain Standard Time, as this is when maintenance is ordinarily scheduled. The Colorado Secretary of State’s Office recommends using Google Chrome or FireFox when filing business documents online.
The filing process is quick. If the Colorado Secretary of State’s online-filing site is idle for more than a few minutes, it will timeout, and the process will need to be restarted.
Accessing the Statement of Conversion Online Form
Start the filing process by accessing the Colorado Secretary of State’s online filing site at the above web address. A Colorado LLC converting to a new state should select “File a form for an EXISTING record” because the business is already registered in Colorado. That selection navigates to a search page where the LLC can be located by name or by entering the entity ID number. If searching by name, the LLC’s legal name should be entered exactly as it appears in the Colorado Secretary of State’s records.
After finding the business, the steps to access the statement of conversion form for e-filing are as follows:
- Locate and select the business by clicking on its ID Number.
- Confirm the correct entity and that the user is authorized to act for the entity.
- From the LLC’s “Summary” page, select “File a form” to display the documents available for filing.
- Select statement of conversion (Converting a Domestic Reporting Entity into a Foreign Entity that’s not Qualified to do Business in Colorado).
Completing the Statement of Conversion
Electronically filing the statement of conversion requires entering the correct information in the fields throughout the online form. When the form refers to the “converting entity,” it is referring to the LLC as it currently exists in Colorado. When the form refers to the “resulting entity,” it is referring to the LLC as it will exist in the new state after the conversion is completed.
- Converting entity name, form, and jurisdiction. These fields are pre-filled and should include the LLC’s current name in Colorado and also indicate that the company is currently a limited liability company organized in Colorado.
- Principal office street address of the converting entity. This field shows the physical address that is the LLC’s principal office address currently on file with the Colorado Secretary of State. This field may be pre-filled.
- Principal office mailing address of the converting entity. This field indicates the LLC’s mailing address currently on file with the Colorado Secretary of State, which may be the same as the principal office address. This field may be pre-filled.
- True name. This field states the legal name that the LLC will use after it converts to its new state.
- Form. This field identifies the type of entity the business will be after the conversion to its new state. A Colorado LLC converting or domesticating to an LLC in a new state should select “LLC” or “Limited Liability Company.”
- Jurisdiction. This field lists the state where the LLC will be organized after the conversion process is complete (the LLC’s new state).
- Principal office street address of the resulting entity. This field lists the physical address (street address) that will be the LLC’s principal office address in the new state (the office address after the conversion process is complete).
- Principal office mailing address of the resulting entity. This field lists the LLC’s principal mailing address after the conversion is complete (if different from the office address).
- Service of process on resulting entity. When submitting the statement of conversion, the LLC acknowledges that it may be served with Colorado service of process at the address listed in this field. The LLC must provide one of two addresses—depending on whether it will transact business in Colorado after the conversion.
- LLC will not transact business as a foreign LLC in Colorado. If the LLC will not do business in Colorado as a foreign (out-of-state) entity after the conversion to the new state, the LLC may list its principal office address in the new state. The LLC should select the option substantially similar to: “The resulting foreign entity does not maintain a registered agent in this state and service of process may be addressed to the entity and mailed to the principal address pursuant to § 7-90-704 (2), C.R.S.” If using the service-by-mail option, any pre-filled registered agent information should be removed from the form.
- LLC plans to transact business in Colorado as foreign LLC. If the LLC intends to do business in Colorado as a foreign (out-of-state) entity after the conversion to the new state, the LLC will need a registered agent with an address in Colorado. If the LLC has already arranged for a Colorado registered agent, it should select the option substantially similar to: “The resulting foreign entity maintains a registered agent to accept service pursuant to § 7-90-204.5, C.R.S. The person appointed as registered agent has consented to being so appointed.” The LLC then must indicate the registered agent’s name and Colorado address (this information may be pre-filled if the LLC already has a Colorado registered agent).
- Statement regarding conversion. This is a required statement that indicates that the Colorado LLC is being converted into an LLC organized in the new state.
- Additional information. By selecting “additional information,” the LLC may choose to include additional statements in its Statement of Conversion by attaching a separate document. Additional information is not required for most conversions.
- Delayed effective date. The LLC can choose to delay the effective date of the conversion for up to 90 days after filing. If the field is left blank, the conversion will be effective upon filing. Most conversions are effective upon filing. Using a delayed effective date can have important legal consequences and can cause complications if there are processing delays in either state.
- Email notification. By entering a valid email address, the LLC agrees to receive notices from the Colorado Secretary of State’s office via email.
- Notice. This is a statement describing the legal authority for the statement of conversion and the filer’s affirmation that the filer believes in good faith that the information provided is correct and represents an authorized act of the LLC.
- Individual causing delivery. This field lists the individual (usually a member, manager, or officer of the LLC) who is responsible for filing the statement of conversion. The individual’s last name, first name, and mailing address must be included.
The conversion process turns an existing Colorado LLC into an LLC organized in a different state. A conversion alone does not register the LLC as a foreign entity authorized to do business in Colorado. An out-of-state LLC that wants to do business in Colorado must file a Statement of Foreign Entity Authority. The Statement of Foreign Entity Authority form is also submitted through the Colorado Secretary of State’s website.
Submitting the Statement of Conversion
After all required fields have been filled in, selecting the “Submit” button brings the user to a review screen. All entered information should be carefully double-checked on the “Review” page. It is easy to mistype a name or address, and errors can sometimes result from browsers auto-filling information.
After confirming on the “Review” page that all conversion information is entered correctly, selecting “Pay Now” allows the user to complete the filing by paying the required filing fees. The “Pay Now” button appears at the bottom of the screen. The Colorado Secretary of State’s office accepts payments via Visa, MasterCard, American Express, and Discover. Cash and check payments are not accepted.
Completing the Statement of Conversion Filing
If the payment processes correctly and the Statement of Conversion filing is successful, the “Confirmation” page appears, with an image of the filed document and payment information. The confirmation should indicate “E-Filed” for the newly filed document and list its filing date, document number, and filing fee paid.
During the filing process, if the website does not properly advance to the next page after submitting information, look for an error message on the top of the form indicating that there is a problem with how a field has been filled in.
After the statement of conversion has been successfully filed, the filed document can be viewed on the Colorado Secretary of State’s website from the LLC’s “Summary” page. The document image can be selected within the “Filing History and Documents” section for the company.