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ColoradoHB26-10882026 Regular SessionHouse

Business Entity Filing Secretary of State

Sponsored By: Chad Clifford (Democratic), Chris Kolker (Democratic), Lisa Cutter (Democratic), Rick Taggart (Republican)

Signed by Governor

Business & Economic DevelopmentState Government

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Bill Overview

Analyzed Economic Effects

5 provisions identified: 1 benefits, 2 costs, 2 mixed.

Fraud Victims Can Seek Business Dissolution

Beginning August 12, 2026, people harmed by an entity's prohibited filing practices can sue to dissolve it. A court can dissolve the entity for obtaining formation papers through fraud or repeatedly exceeding or abusing its legal authority. For cooperatives, corporations, limited liability companies, and nonprofits, dissolution cases go to the district court where the principal office is located. Without a principal office, cases go where the registered agent is located; without either, they go to Denver district court. Cases based on fraudulent Secretary of State filings must go to Denver district court. This remedy does not set a money award.

Failed Payments Can Void Business Filings

Beginning August 12, 2026, a Colorado business filing is not complete when its payment fails, including a reversed electronic payment. The Secretary of State can reverse the payment, mark the document void, and change the entity's resulting status. The office can instead remove the document from the online filing system.

Colorado Funds Business Filing Enforcement

For state fiscal year 2026–27, the law provides $193,954 from the Department of State cash fund for implementation. Business and licensing receives $37,860 for staff, supporting 0.8 full-time-equivalent positions, and $5,400 for operating costs. Information technology receives $147,686 for staff, supporting 0.3 full-time-equivalent positions, and $3,008 for operating costs. The money supports state work, not direct household payments, and does not create a new household fee.

Public Fraud Warnings, Shorter Business Deadlines

Beginning August 12, 2026, the Secretary of State reviews filing complaints and refers appropriate cases to the Attorney General. Qualifying fraud complaints require a public notice on the business record showing a complaint or investigation. The Attorney General sends notice to the registered agent's street or mailing address and email; phone contact is optional. When the agent and complainant share an address, investigators can use another contact they identify. An allegation may count as admitted if no response arrives within 21 days after the notice and demand is mailed. The law removes the second 21-day notice period.

Stronger Protections Against False Business Filings

Beginning August 12, 2026, Colorado bans filings made without consent or authority and address listings without the owner's or occupant's written consent. Fraudulent entities cannot serve as registered agents—the contacts listed to receive official notices for businesses. The Secretary of State can take corrective action against businesses using agents found or conceded to be fraudulent or unauthorized. The office can also act without a complaint when documents name the Secretary, the office's address, or variations of either. The law applies to complaints filed on or after its effective date. A referendum petition filed within 90 days after final legislative adjournment delays the law's start. In that case, it takes effect only after voter approval in November 2026 and the governor's official declaration of the vote.

Sponsors & Cosponsors

Sponsors

  • Chad Clifford

    Democratic • House

  • Chris Kolker

    Democratic • Senate

  • Lisa Cutter

    Democratic • Senate

  • Rick Taggart

    Republican • House

Cosponsors

  • Ava Flanell

    Republican • House

  • Brianna Titone

    Democratic • House

  • Monica Duran

    Democratic • House

  • Manny Rutinel

    Democratic • House

  • Rebecca Keltie

    Republican • House

  • Tisha Mauro

    Democratic • House

  • Iman Jodeh

    Democratic • Senate

  • James Coleman

    Democratic • Senate

  • Janice Marchman

    Democratic • Senate

  • Mike Weissman

    Democratic • Senate

Roll Call Votes

All Roll Calls

Yes: 259 • No: 1

House vote • 5/4/2026

Senate amendments: Concur

Yes: 65 • No: 0

House vote • 5/4/2026

Senate amendments: Repass

Yes: 65 • No: 0

Senate vote • 4/27/2026

Third reading: Bill

Yes: 34 • No: 0

Senate vote • 4/24/2026

Refer House Bill 26-1088 to the Committee of the Whole.

Yes: 6 • No: 1

Senate vote • 4/2/2026

Refer House Bill 26-1088, as amended, to the Committee on Appropriations.

Yes: 5 • No: 0

House vote • 3/9/2026

Third reading: Bill

Yes: 63 • No: 0

House vote • 3/6/2026

Refer House Bill 26-1088, as amended, to the Committee of the Whole.

Yes: 10 • No: 0

House vote • 2/23/2026

Refer House Bill 26-1088, as amended, to the Committee on Appropriations.

Yes: 11 • No: 0

Actions Timeline

  1. Governor Signed

    5/29/2026House

  2. Signed by the Speaker of the House

    5/28/2026House

  3. Signed by the President of the Senate

    5/28/2026Senate

  4. Sent to the Governor

    5/28/2026House

  5. House Considered Senate Amendments - Result was to Concur - Repass

    5/4/2026House

  6. House Considered Senate Amendments - Result was to Laid Over Daily

    4/28/2026House

  7. Senate Third Reading Passed - No Amendments

    4/27/2026Senate

  8. Senate Committee on Appropriations Refer Unamended to Senate Committee of the Whole

    4/24/2026Senate

  9. Senate Second Reading Special Order - Passed with Amendments - Committee

    4/24/2026Senate

  10. Senate Committee on State, Veterans, & Military Affairs Refer Amended to Appropriations

    4/2/2026Senate

  11. Introduced In Senate - Assigned to State, Veterans, & Military Affairs

    3/12/2026Senate

  12. House Third Reading Passed - No Amendments

    3/9/2026House

  13. House Committee on Appropriations Refer Amended to House Committee of the Whole

    3/6/2026House

  14. House Second Reading Special Order - Passed with Amendments - Committee

    3/6/2026House

  15. House Committee on State, Civic, Military, & Veterans Affairs Refer Amended to Appropriations

    2/23/2026House

  16. Introduced In House - Assigned to State, Civic, Military, & Veterans Affairs

    2/2/2026House

Bill Text

  • Engrossed

    PDF

  • Final Act

    PDF

  • House Appropriations Preamend

    PDF

  • House State, Civic, Military, & Veterans Affairs Preamend

    PDF

  • Introduced

    PDF

  • Reengrossed

    PDF

  • Rerevised

    PDF

  • Revised

    PDF

  • Senate State, Veterans, & Military Affairs Preamend

    PDF

  • Signed Act

    PDF

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