Connecticut LLC Formation Guide

This guide will help you set up an LLC in Connecticut. It includes step-by-step instructions for obtaining tax IDs and filing documents.

Overview

Because they are affordable to set up, offer flexibility for the owners and are simple to manage, LLCs are the most preferred business structure. Your LLC legalizes your business and limits your personal liability. It also allows you to have tax flexibility. As you go through this process, the following steps will guide you.

Step-by-Step Connecticut LLC Instructions

  1. Check Name Availability

    Your LLC’s legal name may not be in conflict with any registered name. You can search for the name you want to check availability.

    Name Search: Connecticut Secretary of State – Commercial Recording Division

    Name search

    Name Reservation: Optional
    Suffix: “(a) A limited liability company’s name must contain the words “limited liability” or the abbreviation L.L.C. or “LLC”. “Limited” can be abbreviated to “Ltd.” and “company” as “Co .”.”

    GSC S34-102

  2. Designate a registered agent

    Before you can file to officially create Connecticut LLC, you must decide who your Connecticut registered agents will be. A registered agent is the legal representative of a business that receives notices about lawsuits and other legal notices.

    Every LLC must have a registered agent as required by state law. When you file Connecticut articles or organization with the Connecticut Secretary Of State – Commercial Recording Division, the registered agent will be designated.

  3. Connecticut Certificate of Formation

    To create a limited liability company, file the articles of organization

    Agency: Connecticut Secretary of State – Commercial Recording Division
    Form:
    Certificate of Organization
    Filing Method You can send mail, fax, or online.
    Agency Fee: $120 + $50 optional expedite fee
    Turnaround: ~3-5 business days. $50 expedite fee within 24 hours
    Law:
    2011 Connecticut Code Chapter 613: Connecticut Limited Liability Company Act
  4. Establish Company Records

    Your LLC must maintain accurate and complete records. Your LLC’s first records will be your filed articles of organization. Other official records that your LLC may produce include:

    • Minutes of meetings
    • Operating agreement
    • EIN verification letter
    • All amendments and filings to the LLC during its lifetime

     

  5. Make the Operating Agreement

    An Operating Agreement is the governing document of the LLC. This document outlines the rules and procedures for how the LLC will operate, such as holding an annual meeting. The agreement will be reviewed and approved at your organization meeting.

  6. Organise the Organizational Meeting

    The organizational meeting is the first meeting of members of an LLC. To conduct this meeting, you will need to have your filed articles of organisation and your operating agreement. Keep a record of the meeting and keep it in your company records book.

  7. Register for a Federal Employer Identification Number.

    An EIN is required for any LLC that has more than one member, or hires employees. A bank account opening requires an EIN.

    Agency: Internal Revenue Service (IRS).
    Form:
    IRS Form S-4
    Filing Method You can send mail, phone, fax or online.
    IRS fee $0
    Turnaround: Online or over the phone, immediately. 4 business days via fax. 4-5 weeks via mail
    Notes: Only certain hours are available for the IRS website. Before closing your session, print your EIN. For more information, please refer to IRS Pub 1635 Understanding Your EIN.
  8. Find Connecticut State Tax Identification Numbers/Accounts

    Connecticut offers a single application for tax registration. A Connecticut Tax Registration Number will be issued to you. You will be issued a Connecticut Tax Registration Number.

    Send your submission to:
    State of Connecticut – Department of Revenue Services

    http://www.ct.gov/drs

    Form:

    REG-1: Application for Business Tax Registration
    Instructions:

    Instructions to Form REG-1
    Guidance:

    IP 2006 (11): Getting Started In Business – Understanding Connecticut Taxes
    Filing Method
    You can mail, in person, or on-line
    Fee:
    Please see the license and permit fees schedule . The cost of a sales tax license is $100
    Turnaround:
    Online delivery takes 15-20 days. Mail takes 2-3 weeks. In-person immediately
  9. Consider Electing C-Corp Taxation or S-Corp Fiscal

    Your LLC will automatically be subject to pass-through taxation. However, the majority of LLCs maintain this tax classification. Some LLCs can choose to elect S-Corp and C-Corp tax treatment.

    • S-Corp is a tax-saving tool that can be used by owner-employees earning more than $75,000 annually.
    • Double taxation is a problem for C-Corps: members pay taxes on distributions and the corporation pays taxes. You may be eligible for C-Corp tax treatment if your profits exceed $250,000 or you offer employee benefits.
  10. Get Business Licenses and Permits

    You must have the appropriate licenses and permits to run your business legally. It is easy to find the right licenses and permits for your state and federal business.

    Connecticut Business License

    Not Required

     

    Connecticut does not require licensure for general business licenses.

    Connecticut does not have an overall business license at the state-level, but licenses for local businesses are required.

  11. You must continue to file for your LLC

    You are required to file both federal and state tax returns.

    To maintain good standing with the secretary-of-state, many states require that business entities file an annual report. The table below shows the requirements for LLCs in Connecticut to file an annual report.

    Domestic Connecticut Corporation Annual Report Requirements

    Agency: Connecticut Secretary of State – Commercial Recording Division
    Filing Method
    Online
    Agency Fee: $150
    Due: Each year, by the anniversary date of registration.
    Law:
    Connecticut General Statutes, SS 33-953.
    Penalties: There is no fee. Not in good standing.
    Notes:
    • Anybody with authority can file.
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