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Start an LLC in Connecticut

If you’re looking for a reliable DIY guide for starting an LLC in Connecticut, look no further. Below you’ll find all the information you need to launch your business and handle any associated costs. Follow each step carefully and your LLC will be established and ready to hit the ground running.

That said, the process can be complex, with various filings and costs, so if at any point you need help, you can hire an LLC formation service – they’ll take care of the paperwork so you can spend more time growing your business.

Recommended: Compare the Top LLC Services

If you’re new to the process of starting an LLC, you might also be unfamiliar with the LLC formation services that are reliable and offer great value – like ZenBusiness. As a reference point we compared them to the two most well known LLC formation services, IncFile and LegalZoom. See our comparison guides for more information:

ZenBusiness vs LegalZoom or ZenBusiness vs IncFile

 

Step 1: Name Your LLC

What’s in a name? Quite a bit, actually. Your business name is your Connecticut LLC’s identity, its personality, its reputation. Find a name that sticks in customers’ minds – while conveying your brand qualities – and you’ve struck gold. A unique, memorable name can draw in new customers and keep existing ones coming back.

Your LLC name is going to appear everywhere: business cards, marketing collateral, websites, legal contracts, bank accounts, invoices, directories, and much more. So be sure that it conveys your product, service, brand, and values.

While you can (and should) be creative with your business name, there are certain state requirements that it must follow.

So, you’ve got a name in mind. But before you include it on any important documents, confirm that it uses a valid business type designator, like “Limited Liability Company,” “L.L.C.,” “LLC,” or “Ltd.” And it shouldn’t mislead the public as to your business purpose. For example, you wouldn’t want to call your pizza shop “Johnny’s Sporting Goods.”

Lastly, and perhaps most importantly, your name must be distinguishable from all other business names reserved or registered with the Secretary of State.

But what if you discover your name is unavailable? Don’t worry, there are ways to distinguish it, including:

  • Adding, removing, or changing one of the key words
  • Rearranging the key words
  • Using a unique spelling
  • Changing how numbers are expressed: Arabic numerals, Roman numerals, or written words
  • Using a singular, plural, or possessive form of the same word

Making small, syntactic changes to punctuation, capitalization, spacing, special characters, articles, or conjunctions won’t cut it!

For Example

Consider this: your friend Fanny wants to open a flower shop in Hartford, Connecticut. The name she wants, Flowers by Fanny, LLC is already in use. So she comes up with a new one: Fanny’s Florals and Design, LLC. This name is similar to the original but includes new words, distinguishing it in the Secretary of State’s records.

Determine the Name is Available

Of course, you will only need to make distinguishable changes if your name is already taken. Don’t make the mistake of ordering business cards, creating advertisements, and using a name on documents like the Certificate of Organization without first confirming it’s available. Use the Secretary of State’s Business Registry Search to see if there’s an existing business using your desired name.

Maybe you pegged a distinguishable name right away, or maybe it took some modifications, but either way, once you have a unique name, you can lock it down by filing a name reservation.

Optional: Name Reservation

You may have fallen in love with a particular name, but still have some preparation and paperwork to sort out before starting your LLC, and you’re worried that someone will swipe it in the meantime. To calm your nerves, you can reserve that name in Connecticut for a total of 120 days.

Think about Fanny. After making her name distinguishable, she’s ready to make it official, but if she’s waiting on some paperwork to start her LLC, she can place a hold by sending an Application for Reservation of Name and a $60 payment to:

Commercial Recording Division

Connecticut Secretary of State

P.O. Box 150470

Hartford, CT 06115-0470

Or, if you live near Hartford, you can also hand-deliver your form and payment to 30 Trinity St., Hartford, CT 06106

Typically, processing takes 3-5 business days, so you should have that name locked down within a week. Expedited processing is available for $50 and will shorten the processing to 24 hours.

 

Step 2: Choose a Registered Agent

Fanny’s LLC is quickly taking shape, and if it’s going to operate in Connecticut, she’ll need a go-between for state and legal communications. This is called the registered agent.

A registered agent is a key component of your budding LLC, handling all of its sensitive communication with the state so you don’t have to. The Secretary of State website puts it this way: “a registered agent is a responsible third-party who is registered in the same state in which a business entity was established and who is designated to receive service of process notices and correspondence on behalf of the corporation or LLC.”

Taxes, lawsuits, maintenance requirements, and more – the registered agent takes care of it all. If you had to do this yourself, it would pile additional tasks onto your already-full plate. Plus, your agent makes your business available to receive documents even when you’re out of town or away from the office. This is especially important if your physical office is outside Connecticut.

But maintaining an agent isn’t just a convenience, it’s required. According to the state’s LLC Act, Section 34-243n, “each limited liability company and each registered foreign limited liability company shall designate and maintain a registered agent in this state.”

How? Declaring a registered agent is as simple as including the agent’s name, address, and signature on your Certificate of Organization. After this form is accepted, that information will be included on your LLC’s public record.

You have two options for who can serve as a registered agent: an individual or a company.

Individual as Registered Agent

You may think that an individual registered agent would need specialized training or experience, but this isn’t the case. Any person who is a Connecticut resident, has a physical address in the state, and is over 18 years old will make a valid registered agent.

This means you can appoint anyone from a business partner to your Aunt Louisa. Although most often third parties like attorneys or consultants are great options because they understand the particulars of maintaining an LLC.

Registered Agent Service

It can be a lot easier, though, to use an LLC formation service like IncFile or Northwest Registered Agent, so we highly recommend it. Not only will they take care of business formation requirements, but they’ll also include a free registered agent service. Or, if you’d rather start your Connecticut LLC on your own, you can use a national registered agent service to cover your agent duties.

During the life of your LLC, you may, at some point, need to change your registered agent. Perhaps you want to switch from an individual to a professional service, or maybe your existing registered agent resigns. Either way, you’ll want to make the change as soon as possible because operating without an agent on file can lead to administrative dissolution.

 

Step 3: File the Formation Documents with the State

This is where the LLC formation process kicks into high gear. Let’s check back in with Fanny.

She’s reserved her unique business name, designated a registered agent, and she’s ready to get her LLC off the ground. It’s time for Fanny to take on the most important LLC document: the Certificate of Organization. This filing creates a record for Fanny’s Florals and Design, LLC with the Connecticut Secretary of State, giving it the authorization to commence business in the state.

When you’re ready to get your LLC off the ground, you can file the Certificate of Organization online, by mail, or in person. All three of these options costs $120, with an option to pay $50 for expedited service.

Online

Use the Secretary of State’s Online Filing System to complete your submission. The Business Startup Tool will walk you through subsequent steps in the formation process as well.

By Mail

Download the paper application here. Complete it, include a check or money order made out to “Secretary of the State,” and send it to:

Business Services Division

Connecticut Secretary of the State

P.O. Box 150470

Hartford, CT 06115-0470

In-Person

Live in Hartford? You’re also welcome to hand-deliver your form and payment to 30 Trinity St., Hartford, CT 06106.

Whether you file online or by using a hard copy, the standard processing time is 3-5 business days. However, it may take longer during peak filing periods. But if you need to start conducting business ASAP, have no fear, because you can request expedited, 24-hour service for an additional $50.

 

Step 4: Create an Operating Agreement

The operating agreement is the framework that holds up an LLC, the vital underpinning that establishes processes for its procedures, activities, and conduct. Essentially, it serves as your company’s bylaws.

Your Connecticut LLC isn’t required to adopt an operating agreement before doing business, but we strongly recommend that you do. This is because creating an operating agreement gives your business standardized procedures, a layer of legal protection, and legitimacy in front of courts, banks, government agencies, and more.

Let’s say our friend Fanny sells a percentage of her company to two other owners. Her operating agreement could stipulate how the LLC’s assets would be distributed among them in the case of dissolution. But if she decides to maintain sole ownership, the agreement could be used in court as evidence that the LLC’s assets are separate from her personal ones. These are just two examples, but the operating agreement governs everything from member duties to the tax structure.

If you’ve decided to draft an agreement, there are two ways to go about it:

  1. Write it yourself. Don’t be intimidated by this option. There are plenty of free online templates that serve as helpful guides. You can create an effective document from most of the templates out there, but we recommend this one, courtesy of Northwest Registered Agent. It’s got everything you need to draft a solid agreement.
  2. Hire an attorney. If you want to be absolutely sure that you don’t miss any important details, an attorney can write or review the agreement for you, ensuring that it complies with state law, includes all necessary information, and avoids the state’s default laws.

What are default laws?

Each state has its own set of generic, baseline laws for how LLCs should operate. These laws, however, only govern matters not included in your operating agreement. Take dissolution, for example. If your LLC ever dissolves, your operating agreement would determine what happens to its remaining assets and debts. But if you fail to include it in the agreement, the state will make that decision for you.

Because default laws are broad and not tailored to your specific business, they often aren’t in your LLC’s best interest, so it’s best to avoid them by being as comprehensive as possible in your agreement.

 

Step 5: Get an EIN

There’s simply no way to avoid taxes. In fact, it’s illegal to try, so don’t do it.

Federally, LLCs are classified as “pass-through” entities, businesses that don’t file corporate tax returns, but whose owners include income and losses on their individual returns. Still, there are certain circumstances that require LLCs to pay federal taxes, like classifying as a corporation or partnership, hiring employees, or selling merchandise. So, in Fanny’s case, if she plans on hiring additional florists and selling bouquets, she will need to apply for an EIN.

The Employer Identification Number (EIN) is a nine-digit number that the IRS will use to identify your company’s tax accounts, so if you pay any business taxes, it’s extremely important to have one. Click the “Do I need an EIN?” link on this page to see if you fall into this category. If so, apply for an EIN one of three ways:

Online

Need to get this done quick? File online – it’s by far the most efficient method. You can only complete the process between 7 a.m. and 10 p.m. EST, Monday through Friday, but you’ll receive your number immediately upon finishing the digital form. Keep in mind that you will need to provide a valid individual taxpayer number (like a Social Security Number) as part of the process.

Fax

You might prefer the feel and security of a paper form. In this case, download Form SS-4, complete it, and fax it to (855) 641-6935. You will receive your EIN within four business days.

Mail

Or, there’s always trusty postal mail. However, this is the slowest option, as processing typically takes around four weeks. If that doesn’t deter you, fill out Form SS-4 and send it to:

Internal Revenue Service Operation

Attn: EIN Operation

Cincinnati, OH 45999

Okay, so you’ve filed the Certificate of Organization, designated a registered agent, adopted an operating agreement, and filed for an EIN. Time to start doing business, right? Sorry, there are a couple of additional steps you may need to take first. But don’t worry, you’re almost there!

 

Step 6: Taxes, Licensing & Income Reporting

For all intents and purposes, most LLCs will be official after completing all the prior steps. Still, it’s important for business owners like Fanny to keep looking ahead, as there are certain maintenance requirements to keep a Connecticut LLC running smoothly and in good standing with the state.

Before you start doing business, create a plan for the following potential LLC requirements:

Taxes

Federal Taxes

As mentioned earlier, LLCs are almost always classified as “pass-through” entities, which means that they don’t pay income taxes directly to the federal government. That responsibility falls instead on the owners, who must include business income and losses on their personal 1040 tax returns and/or Schedule C. LLCs are flexible with tax structure, so you can choose to have yours taxed like a corporation instead. In this case, it would need to file a separate corporate tax return.

State Taxes

Even though the state income taxes are handled on LLC owners’ personal returns and not a separate corporate form, every Connecticut LLC needs to obtain a state tax registration number either online or by mailing a Form REG-1 to:

Department of Revenue Services State of Connecticut

P.O. Box 2937

 Hartford CT 06104-2937

Got your registration number? Good. You’ll need it to pay Connecticut’s Business Entity Tax, a biennial $250 payment.

Additional Taxes

And Connecticut’s business taxes don’t end there. Your LLC may still be responsible for specific payments if it meets certain conditions. Two of the most common are the Sales Tax, levied on businesses that sell taxable merchandise, and the Use Tax, for businesses that purchase taxable merchandise from out of state.

Other common requirements include Withholding and Unemployment Taxes, imposed on LLCs who hire employees.

If you still have tax questions, check out the Department of Revenue Services website or call 800-382-9463 (outside the Greater Hartford calling area only) or 860-297-5962.

Licensing

The Certificate of Organization may have already made your business legitimate, but your LLC might still need to obtain a license before doing business. This all depends, however, on the type of business you run.

Our friend Fanny, for example, may need to apply for a Nursery Dealers Permit before opening her flower shop’s doors in Connecticut. And if she wanted to serve sandwiches to her customers, she may need a Food and Non-Alcoholic Beverages License. To find out which license(s) your business needs, conduct a keyword search on the Connecticut Economic Resource Center website. License cost varies depending on the type and department.

Plus, depending on your LLC’s location, it may owe a local tax to its city, municipality, or county. For example, many local governments may require a building permit, occupational permit, or health permit. Consult your local government’s website to find out.

Reporting

Once you’ve taken all the steps to start your LLC, you’ll be off and running, making deals and growing the company. But when things are moving 100 miles per hour, don’t forget that Connecticut requires all of its businesses to submit one important recurring filing: the Annual Report.

To help the Secretary of State keep their business records current, every year, your LLC will need to file an Annual Report and pay the requisite $20 fee. These reports must be filed online, and you can find a filing link as well as step-by-step instructions here.

Your Annual Report’s due date is the end of the LLC’s anniversary month, so mark it down in your planner or phone and set a reminder. Miss a report and your LLC will lose its good standing with the state, and it can be administratively dissolved.

And we’ve come to the end. It’s a long process, and not always easy, but the reward is well worth it. If you’ve made it this far, congratulations! Your Connecticut LLC is ready for takeoff. So go ahead and start with that big sale, promotional campaign, or business deal. Maybe you’ll see Fanny out there in the business world, selling her beautiful floral creations.

 

Need Help Starting an LLC in Connecticut?

If you even skimmed this guide to look over the steps, you likely got a sense of how many moving parts there are when starting an LLC. Can you do it all yourself? Absolutely. We have complete confidence in you.

But if you’d rather hand it off to someone else and not have to worry about it again, we recommend using an LLC formation service. This way, you can go about your other business responsibilities with the confidence that everything will be submitted correctly and punctually.

Plus, an LLC formation service can handle maintenance items like Annual Reports, so you can take them off your to-do list. And on top of that, many services also provide a registered agent.

Sound good? Whether you know that you’ll need an LLC service or you’re just exploring your options, take a look at IncFile and Northwest Registered Agent. These are two of the top services available. And you can take our word for it because we’ve done a whole lot of research on the topic.


About Aaron Franklin

Frustrated by all the options and aggressive online sales tactics, my team and I created BestLLCServices.com to cut the clutter and bring clarity to entrepreneurs starting a Limited Liability Company. Our focus is on reviewing and comparing the top LLC formation services while also crafting free resources that help you start a business. We sincerely believe finding the right service and free information should be a simple process so you can get started with minimal friction.