How to Form an LLC in Connecticut

This guide for starting an LLC Connecticut offers step-by–step instructions on how to file formation documents, obtain tax IDs, and set up company records.

Overview

The most widely used business structure is the LLC. They are cheap to create, allow for flexibility, and are easy-to-run. Legally forming an LLC establishes your company, reduces personal liability, and allows for tax flexibility. This guide will walk you through the process step by step.

Step-by-Step Connecticut LLC Instructions

  1. Verify Name Availability

    The legal name of your LLC cannot be confused with any other registered name. Do a name search to find the availability of the name you are interested in.

    Name Search Connecticut Secretary Of State – Commercial Recording Section

    Name search

    Name Reservation Optional
    Suffix: “(a). The name of a limited-liability company must include the words “limited company” or abbreviation L.L.C. “Limited”, “Ltd.” or “Co .”.”” may be abbreviated.

    GSC, SS34-102

  2. Appoint a Registered agent

    Before you file to establish your Connecticut LLC, choosing who your Connecticut registered agent will actually be is important. A registered agent allows a business to be notified of lawsuits or other legal or government notices.

    Each LLC must be registered by an agent according to state law. You must designate the registered agent when you file Connecticut articles with the Connecticut Secretary of State – Commercial Recording Division.

  3. Connecticut Certificate of Formation

    For limited liability companies, you will need to file the articles.

    Agency: Connecticut Secretary Of State – Commercial Recording Section
    Form:
    Certificate of Organization
    Filing Method Send mail, fax or online .
    Agency Fee $120 + $50 Optional Expedite Fee
    Turnaround: ~3-5 business days. $50 expedite charge within 24 hours
    Law:
    2011 Connecticut Code. Chapter 613: Connecticut Limited Liability Company Act
    • Minutes from meetings
    • Operating Agreement
    • EIN verification letter
    • The LLC may be amended or filed with other entities throughout its life.

      Establish Company Records

      Your LLC must keep accurate and complete books. Your LLC’s initial documents are your filed articles. The LLC will also produce many other official records, such as:

  4. The Operating Agreement should be created

    The Operating Agreement, which is the governing document for your LLC, can be drawn (or used as a template). It outlines the procedures of how the LLC will be run, including holding an annual meeting. At your organization meeting, you will review the agreement and vote on it.

  5. The Organizational Meeting will be held

    The organizational meeting is the first meeting for members of the LLC. This meeting will require your operating agreement and filed articles of organization. Keep the minutes of the meeting in your company record book.

  6. Receive a Federal Employer Identification Number, (EIN).

    EINs are required for LLCs that have more than one member and those who hire employees. EINs are often required in order to open a bank account.

    Agency: Internal Revenue Service
    Form:
    IRS form SS-4
    Filing Method Mail, phone or fax
    IRS fee $0
    Turnaround: You can order online immediately or by telephone. 4 business days by fax. 4-5 weeks by post
    Notes: The IRS website is not available after hours. Before you close your session, print your EIN. For additional guidance, refer to IRS Public 1635: Understanding your EIN.
  7. Connecticut State Tax Identification numbers/Accounts

    Connecticut offers a consolidated tax registration application. You will receive a Connecticut Tax Registry Number. The state business taxes include corporation tax, business entity tax (BET), business sales and use taxes as well as income tax withholding and motor vehicle fuel taxes.

    Send to:
    State of Connecticut — Department of Revenue Services

    http://www.ct.gov/drs

    Form:

    Formula REG-1: Form for Tax Registration Application
    Instructions:

    Instructions for the Form REG-1
    Guidance:

    IP 2006(11), Getting Started in Business, Understanding Connecticut Taxes
    Filing Method
    Mail, in-person or online
    Fee:
    View the License and permit fee schedule. A sales tax license costs $100
    Turnaround:
    Online orders take between 15 and 20 business days. It takes 2 to 3 weeks for mail. You can pick up your order in person immediately.
  8. Consider Electing C-Corp Taxation / S-Corp Governance

    Your LLC is subject to pass-through taxes by default. Most LLCs retain this tax classification. Some LLCs may be eligible for C-Corp or S-Corp tax treatment.

    • S-Corp helps owner-employees with more than $75,000 per annum save on self-employment tax.
    • C-Corps are subject to double taxation. The corporation pays taxes on profits, and members pay taxes for distributions. C-Corps may offer low tax rates for retained earnings if profits exceed $250,000 per owner.
  9. Apply for Business Licenses & Permits

    Licenses and permits are required to legally run your business. You can search for your type of business and the location you live in using the Small Business Administration Business License & Permit Look-up Tool. This will allow you to quickly navigate through the many federal, state, local, and international requirements.

    Connecticut Business License

    NOT REQUIRED

    Connecticut does not require general business licensure.

    Connecticut does not have a state-level general business license, however local licenses are frequently required.

  10. For your LLC, you will need to continue filings

    You must file tax returns for both the federal and the state governments.

    In many states, business entities must file an annual reporting to keep good standing with their secretary of state. For LLCs that were formed in Connecticut, a report must be filed annually. See the table below.

    Domestic Connecticut Corporation Annual Report Required:

    Agency: Connecticut Secretary Of State – Commercial Recording Section
    Filing Method
    Online
    Agency Fee $150
    Due: An annual reminder by the date of your registration anniversary.
    Law:
    Connecticut General States SS33-953.
    Penalties: There are no fees. Not in good standing.
    Notes:
    • Anyone who has authority may file.
Note: To form an LLC in your state, you can do the filing paperwork yourself or hire an LLC formation service. The average state filing fee to form an LLC in the U.S. is around $100, but this varies by state.
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