Selling a House Owned by an LLC or Trust in Colorado: Who Signs and What Title Needs

When an LLC or a trust owns the house, the deal rarely falls apart over price or inspection. It stalls because the person signing can't show title they have the authority to sign.

The investor says "it's my LLC." The couple says "it's our trust." Both are usually true. But title doesn't go by who owns what in conversation. It goes by what's recorded, what the Secretary of State shows, and what the entity's documents say about who can sign.

Sort that out when you take the listing and these files close like any other sale. Sort it out after you're under contract and you're chasing paperwork during the objection deadline.

Start with the vesting deed

Before anything else, look at exactly how title is held. Pull the vesting deed or order an O&E. You'll usually see one of these:

• An LLC: "Pikes Peak Rentals LLC, a Colorado limited liability company"
• A trustee: "Jane Doe, as Trustee of the Doe Family Trust dated March 1, 2018"
• The trust itself: "The Doe Family Trust"
• The owner personally, even though they swear it's in the LLC or trust

That last one is more common than you'd think. If the deed shows the owner's individual name, the LLC or trust doesn't own the house, and the owner signs as an individual. Find that out now, not at closing.

Whatever name is on the deed is the name that goes on the listing agreement, the contract, and the deed out.

Selling from an LLC

What title will typically ask for

• Good standing with the Secretary of State. Title checks the LLC's status online. If it shows delinquent (usually a missed periodic report), the owner needs to cure that before closing. It's normally a quick filing, but it's one more thing that shouldn't surface the week of closing. If the LLC was formed in another state, expect title to want good standing from that state.
• A recorded statement of authority. Under C.R.S. 38-30-172, an LLC records a statement of authority with the county clerk and recorder naming who can sign deeds and other documents affecting real estate for the entity. Once recorded, it's prima facie evidence of that authority. Many LLCs recorded one when they bought. If the signer has changed since then, record a new one. A later statement supersedes the earlier one.
• The operating agreement or a member consent. Especially with multi-member LLCs, or when the operating agreement limits who can sell. Title may want to see that the sale was approved the way the agreement requires.
• The LLC's tax ID. The sale gets reported on a 1099-S under the entity, not the member.

Where LLC files go sideways

The wrong person signs, or signs the wrong way. The member signs the listing agreement in their own name. Or signs the contract with no title. Everything should be in the LLC's name and signed by the authorized person in their capacity, something like: "Pikes Peak Rentals LLC, by Jane Doe, Manager."

The name doesn't match. The deed says one thing, the Secretary of State says another. Or the house was deeded to the LLC before the LLC was actually formed. These are fixable, but they can take corrective documents and sometimes an attorney. Check the name on day one.

The LLC was dissolved. The owners wound down the company years ago and forgot the rental was still in it. Nobody can just sign for an entity that's been dissolved and assume it's fine. Call me with the address before you list so title can look at it and tell you what it'll take.

The members don't agree. One member wants to sell, another doesn't, or a member left and nobody documented it. If the operating agreement requires consent from members who won't give it, the file stops. Get everyone who needs to approve on board before you list.

You're a member of the LLC. If you're an agent selling a property your own LLC owns, disclose your ownership interest in writing as Colorado Real Estate Commission rules require, and check your brokerage's policy.

Selling from a trust

Colorado lets a trust hold and convey real estate in the trust's own name (C.R.S. 38-30-108.5). Either way, whether title is in the trust's name or the trustee's name, the trustee signs.

What title will typically ask for

• A recorded statement of authority naming the trustee or trustees who can sign for the trust.
• A certification of trust. Under C.R.S. 15-5-1013, a trustee can give a certification instead of handing over the whole trust. It covers the basics title needs: that the trust exists and when it was signed, who the trustees are, whether it's revocable, whether co-trustees can act alone, and the name title should be taken in. It doesn't have to reveal who inherits what. Some files still need specific pages of the trust, like the trustee powers or the successor trustee section.
• The deed signed in the trustee's capacity: "Jane Doe, as Trustee of the Doe Family Trust dated March 1, 2018."

Where trust files go sideways

The house was never in the trust. The family has the binder, the attorney's letter, everything. But the house was never deeded in. If the owner is alive, they just sign individually. If they've died, that's a different file. See selling an inherited house in Colorado.

Co-trustees assume one can sign alone. Husband and wife are co-trustees and only one comes to closing. Whether that works depends on the trust. If it doesn't say one can act alone, plan on both signing. If one is out of town, set up a mail-away or remote signing the week you go under contract.

The trustee has died or resigned. The successor trustee signs, but title will want proof: a death certificate or resignation, a certification showing the successor, and an updated statement of authority.

It's an irrevocable trust. These get more scrutiny. The trust terms may limit sales, require consent, or dictate what happens with the proceeds. Get the trust's attorney involved early.

The trust was amended or restated. Make sure the certification or pages title receives reflect the current version, not the original from 15 years ago.

Taxes and withholding: what to flag

• Colorado 2% nonresident withholding. On sales over $100,000, Colorado requires withholding from nonresident sellers, including out-of-state individuals, trusts and estates, and corporations without a permanent place of business in Colorado. It's the lesser of 2% of the sale price or the seller's net proceeds. Title works through it on the DR 1083 at closing. If the LLC's owners or the trustee live out of state, bring it up early so it's not a surprise on the net sheet.
• FIRPTA for foreign owners. If a foreign person owns the property, federal withholding may apply. For a single-member LLC that's disregarded for tax purposes, the owner behind the LLC is generally who counts.
• Everything else goes to a CPA. Home sale exclusions, entity tax treatment, and 1031 exchanges depend on facts title can't evaluate. Get the CPA involved before listing, not after closing.

A checklist for LLC and trust listings

• Pull the vesting deed or an O&E and write down the exact vesting name
• LLC: check Secretary of State status and cure any delinquency
• Check whether a statement of authority is recorded and whether it names the right person
• LLC: get the operating agreement or member consent if there's more than one member
• Trust: get a certification of trust and confirm who the current trustee is
• Trust: confirm whether co-trustees can sign alone
• Put the listing agreement and contract in the entity's name, signed in the right capacity
• Ask where every signer lives: out-of-state signers and 2% withholding both need lead time
• Order payoffs early, especially with private lenders on investor properties
• Run a net sheet that accounts for any withholding

The short version

LLC and trust sales close fine when three things line up: the name on the deed, who has authority on paper, and who actually signs. They stall when an entity is out of good standing, the statement of authority names someone who's no longer involved, or the house was never in the LLC or trust to begin with.

Pull the vesting and check the Secretary of State before you list. It takes 10 minutes.

Who signs the deed when an LLC sells a house in Colorado?

The person authorized to act for the LLC, usually a manager or member named in a recorded statement of authority. They sign in the LLC's name and in their capacity, not individually. Title may also ask for the operating agreement or a member consent.

What is a statement of authority in Colorado?

A document recorded with the county clerk and recorder under C.R.S. 38-30-172 that identifies an entity, such as an LLC or trust, and names who can sign documents affecting its real estate. Once recorded, it's prima facie evidence of that person's authority.

Does the title company need a copy of the whole trust?

Often not. Colorado law lets a trustee provide a certification of trust instead, covering who the trustees are, whether the trust is revocable, and whether co-trustees can act alone. Title may still ask for specific pages in some situations.

Can an LLC that's delinquent with the Colorado Secretary of State sell a house?

Title will typically require the LLC to be back in good standing before closing. Curing a delinquency is usually a straightforward filing with the Secretary of State, but do it before you're under contract.

Do both co-trustees have to sign to sell a trust property?

It depends on the trust. If the trust allows one trustee to act alone, one can sign. If it doesn't, plan on all trustees signing. The certification of trust should state which applies.

Does Colorado withhold taxes when an out-of-state LLC or trust sells?

It can. Colorado generally requires 2% withholding (or the net proceeds, if less) on sales over $100,000 by nonresident sellers, including out-of-state trusts and corporations without a permanent place of business in Colorado. Title determines whether it applies at closing using the DR 1083.