Connecticut LLC Formation Guide

This guide to setting up an LLC is designed to provide step-by, detailed instructions on how you can file documents for formation, get tax IDs, set up company records, and other pertinent information.

Overview

LLCs are the most common business structure. They are cost-effective, flexible, and easy to operate. The legal formation of an LLC allows you to establish your business, limit your personal liability, and gives you tax flexibility. You will find the steps below helpful as you complete this process.

Step-by–Step Connecticut LLC Directions

  1. Check Name Availability

    The legal name for your LLC should not conflict with any other registered names. Conduct a name look to verify availability.

    Name Search Connecticut Secretary-of-State – Commercial Recordings Division

    Name search

    Name Reservation Optional
    Suffix: “(a). A limited liability company name should contain the words, “limited liability company”, or the abbreviation L.L.C. (or “LLC”). “Limited” could be abbreviated “Ltd.” while “company” might be abbreviated “Co .”.””.

    GSC-SS34-102

  2. Name a Registered Agent

    Before you file to register your Connecticut LLC you need to identify your Connecticut registered representative. A registered agent can be described as a person appointed by a business to receive legal notices, such as notices of lawsuits and other legal or official notices.

    A registered agent is required by law in every state. The Connecticut Secretary-of-State – Commercial Recording Division will designate the registered representative when you file Connecticut articles.

  3. Connecticut Certificate for Formation

    Register the articles to form a limited liability corporation.

    Agency: Connecticut Secretary-of-State – Commercial Recordings Division
    Form:
    Certificate of Organization
    Filing Method Email, fax and Online.
    Agency Fee $120 + optional $50 expedite fees
    Turnaround: ~3-5 business days. $50 expedite fees are available within 24 hours.
    Law:
    2011 Connecticut Code. Chapter 6.13: Connecticut Limited Liability Company Act
  4. Establish Company Records

    Your LLC must maintain correct and complete books, records, and financial statements. Your LLC’s documents begin with your filed articles. Your LLC will produce other official records like:

    • Minutes of a meeting
    • Operating agreement
    • EIN verification letter
    • Amendments and other filings made by the LLC throughout its existence

     

  5. Sign the Operating Agreement

    You can draft an Operating Agreement by using a template. This is the governing document that governs the LLC. It describes the details of how the LLC operates, such as the holding of an annual meeting. At your organizational meeting, you will read and approve the agreement.

  6. Host the Organizational Meeting

    The organizational meeting is a first meeting of LLC members. For this meeting you will need your operating agreement as well as your filed articles. Keep a log of this meeting, and save it in your company’s record book.

  7. Get a Federal Employee Identification Number (EIN).

    EINs must be obtained if your LLC employs more than one person or has multiple members. EINs are also required to open bank accounts.

    Agency: Internal Revenue Service
    Form:
    IRS Form
    Filing Method Mail, phone, or Online.
    IRS fee $0
    Turnaround: Instantly online or by phone 4 business day by fax. 4-5 weeks by postal mail
    Notes: The IRS website can only be accessed during specific hours. Before closing your session you should print your EIN. You can find additional guidance at IRS Pub1635: Understanding Your.
  8. Connecticut State Tax Identification Numbers/Accounts

    Connecticut offers a state-wide tax registration application. You will be issued a Connecticut tax registration number. You will receive a Connecticut Tax Registration number.

    Send an email to:
    State of Connecticut, Department of Revenue Services

    http://www.ct.gov/drs

    Form:

    Reg-1: Business Tax Registration Form
    Instructions:

    Instructions For Form REG-1
    Guidance:

    IP 06(11): How to Get Started in Business and Understand Connecticut Taxes
    Filing Method
    Mail, in-person, online
    Fee:
    Refer to the permit and license fee schedule . A sales tax licence costs $100
    Turnaround:
    You can order online within 15-20 business days. By mail, it takes between 2 and 3 weeks. Available immediately in-person
  9. Consider Electing C-Corp taxation or S-Corp taxation

    Your LLC automatically receives pass through taxation. The vast majority of LLCs however, keep this tax category. Some LLCs have the option to choose S-Corporation or C-Corp tax treatment.

    • S-Corp may be able to help owners who earn more that $75,000 per calendar year in saving on self-employment taxes.
    • C-Corps have double taxation. Members pay taxes on the profits of the corporation, while members pay taxes when they receive their distributions. C-Corps can offer lower tax rates to retained earnings.
  10. Apply for Business Permits & Licenses

    The necessary licenses or permits are required in order to operate your business legally. Searching by business type and location using the Small Business Administration Business License & Permit search tool is the easiest way to navigate the vast array of federal, state, or local requirements.

    Connecticut Business License

    NOT REQUIRED

     

    Connecticut does not require the licensure of general business licenses.

    Connecticut does NOT have a general license for business at the state level. However, local licenses may be required.

  11. Keep your LLC afloat with ongoing filings

    Federal and state tax returns must be filed.

    For good standing with the secretary, many states require business entities to file an annually required report. Below is a table that explains what an annual report for Connecticut LLCs.

    Domestic Connecticut Corporation Annual Report requirements:

    Agency: Connecticut Secretary-of-State – Commercial Recordings Division
    Filing Method
    Online
    Agency Fee $150
    Due: Annually, at the registration anniversary date.
    Law:
    Connecticut General States SS33-953.
    Penalties: No fees Not in good standing.
    Notes:
    • Anyone may file if they have authority.
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