How to Form an LLC in Connecticut

Forming a limited liability company (LLC) in Connecticut provides business owners with the benefits of limited liability protection and operational flexibility. This step-by-step guide outlines the process of establishing an LLC in Connecticut, while also highlighting specific costs associated with each stage.

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Step 1: Select a Name for Your LLC

Select a unique name for your LLC that complies with Connecticut's naming requirements. The name should include "Limited Liability Company," "Ltd. Liability Company," "Limited Liability Co.," "Ltd. Liability Co.," "Limited," "L.L.C.," "LLC," or "Ltd." The word "Limited" and "Company" can be abbreviated as "Ltd." and "Co." respectively. Ensure the name is distinguishable from existing business entities by searching the Connecticut Secretary of State's business name database. To reserve an available name for 120 days, file an Application for Reservation of Name by postal mail. The filing fee is $60.

Using a fictitious business name, also known as a trade name, DBA (doing business as), or assumed name, is an option. Register your fictitious name with the town clerk where your LLC operates. Each town clerk has specific forms and filing requirements.

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Step 2: Designate a Registered Agent

Designate a registered agent for service of process in Connecticut. The agent can be an individual resident of Connecticut, a Connecticut business entity, or a foreign business entity authorized to conduct business in the state.

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Step 3: File Articles of Organization

Create your Connecticut LLC by filing the Certificate of Organization with the Connecticut Secretary of State. The articles must include the name and address of the LLC's organizer, the LLC's name and address, the name, address, and signature of the registered agent, the name and address of at least one manager or member, the LLC's email address, and the signature of the organizer. File the articles either by postal mail or online. The filing fee is $120.

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Step 4: Create an Operating Agreement

Although not mandatory, it is highly recommended to create an LLC operating agreement. This internal document establishes how your LLC will be managed and outlines the rights and responsibilities of members and managers.

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Step 5: Other Requirements

Depending on the nature and location of your LLC's business, additional tax and regulatory obligations may apply. Obtain an IRS Employer Identification Number (EIN) for your LLC through an online application on the IRS website. Determine if your LLC requires other local and state business licenses by consulting the Connecticut Economic Resource Center and ensuring compliance with registration, licensing, and permitting requirements.

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Step 6: Pay State Tax Obligations

Register with the Connecticut Department of Revenue Services (DRS) if your LLC engages in activities such as selling goods and collecting sales tax or employing individuals. You can register online or by submitting Form REG-1, Business Taxes Registration Application. Additionally, Connecticut imposes a biennial $250 Business Entity Tax (BET). Refer to the Business Entity Tax webpage for detailed information.

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Step 7: File Annual Reports

All Connecticut LLCs must file an annual report with the Connecticut Secretary of State between January 1 and April 1 of the calendar year following the LLC's formation. The Secretary of State sends email reminders to LLCs one month before the report is due. File the report online on the Secretary of State's website. The filing fee is $20.

By following the step-by-step instructions provided in this guide, aspiring entrepreneurs can successfully establish an LLC in Connecticut while understanding the associated costs at each stage. For any specific legal or financial concerns, it is advisable to consult professionals or seek legal advice to ensure compliance and a smooth formation of your LLC in Connecticut.