Out of state charities soliciting contributions in Colorado may face additional registration requirements in order to maintain state compliance.
We have received important information from the Colorado Secretary of State’s office regarding a compliance requirement that will impact many nonprofit organizations soliciting contributions in Colorado. While this is not a new statutory requirement, enforcement is now being prioritized.
Key Information
- What’s changing: Effective immediately, the Colorado Secretary of State will actively enforce the requirement that all charitable organizations soliciting funds in Colorado must also be registered to conduct business in the state. This means that out-of-state (non-Colorado) organizations must obtain foreign qualification with the Secretary of State before submitting charity registration filings.
- Background: Although this dual registration requirement has long existed in Colorado law, the state previously lacked the resources to enforce it. With new enforcement mechanisms in place, filings will now be reviewed for compliance. Colorado law (section 7-90-801(5), C.R.S.) deems a foreign nonprofit entity to be “transacting business or conducting activities” in the state if it must register under the Charitable Solicitations Act (section 6-16-104, C.R.S.). Therefore, out-of-state charities must first file a Statement of Foreign Entity Authority (SOFEA) with the Colorado Secretary of State through the business filing system. This filing requires appointing a registered agent in Colorado for service of process. This step is mandatory before proceeding to charitable registration.
- Impact: Charity registration filings submitted without business registration (foreign qualification) may be rejected. Nonprofits should ensure they are fully qualified before attempting to register to solicit.
- How we know: This update is based on direct phone and email communications with the Secretary of State’s office. As of now, no formal written announcement has been published, as this is an enforcement update vs a legislative change, but organizations should act in accordance with this guidance or should reach out directly to the Colorado Secretary of State.
Exemptions and Notes
- Exemptions from charitable registration (e.g., raising under $25,000 annually) may apply, but if registration is required, foreign qualification is also triggered.
- Soliciting includes any means (mail, phone, online, in-person), and even having contributions solicited on the charity’s behalf in Colorado triggers these requirements.
- Failure to comply can result in penalties, including fines or inability to solicit legally.
For official guidance and filing, visit the Colorado Secretary of State website:
- Charities Program: https://www.sos.state.co.us/pubs/charities/charitableHome.html
- Business filings (for SOFEA): https://www.sos.state.co.us/pubs/business/businessHome.html
- FAQs specifically addressing out-of-state organizations: https://www.sos.state.co.us/pubs/charities/FAQ/registration.html (see Q4).
If you have questions about how these changes may affect your organization, or need assistance with state compliance filings, please contact us for guidance. We are committed to keeping you informed of regulatory changes that impact your charitable operations.
Questions about Colorado’s registration requirements or facing compliance issues in other states? Contact our team for expert guidance.