Form a LLC in Connecticut
Everything you need to know about forming a LLC in Connecticut. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Name for Your LLC
Select a unique business name that includes 'Limited Liability Company,' 'LLC,' or 'L.L.C.' and complies with Connecticut naming rules. Use the Connecticut Business Registry search tool on the SOTS website to confirm availability before filing.
30 minutes
Designate a Registered Agent
Appoint a registered agent with a physical street address in Connecticut who is available during normal business hours to receive legal and official documents on behalf of your LLC. This can be an individual member, attorney, or a professional registered agent service.
15 minutes
File the Certificate of Organization
Submit the Certificate of Organization (form LLC-1) to the Connecticut Secretary of the State either online via the Business One Stop portal or by mail, along with the $120 filing fee. The certificate must include the LLC name, registered agent information, and the principal office address.
30-45 minutes
Draft an Operating Agreement
Although not legally required in Connecticut, it is strongly recommended to create an operating agreement that outlines ownership percentages, member roles, voting rights, profit distribution, and dissolution procedures. This document is essential for establishing internal governance and protecting limited liability status.
2-4 hours
What's Next After Filing
Once your LLC is officially formed, you'll want to complete these important steps:
- •Obtain an EIN from the IRS — Apply for a Federal Employer Identification Number (EIN) from the IRS at no cost via the IRS website, which is required for opening a business bank account, hiring employees, and filing federal and state taxes. Single-member LLCs with no employees may still benefit from obtaining an EIN.
- •Register for Connecticut State Taxes — Register your LLC with the Connecticut Department of Revenue Services (DRS) for applicable state taxes, including sales and use tax, payroll withholding tax, and the Connecticut Business Entity Tax. Registration can be completed online through the myconneCT portal.
- •File the Annual Report — Beginning the year after formation, file an annual report with the Connecticut Secretary of the State by March 31 each year through the Business One Stop portal, accompanied by an $80 filing fee. Staying current with annual reports is necessary to maintain good standing.
Advantages
- ✓Connecticut LLCs provide strong personal liability protection, shielding members' personal assets from business debts and legal judgments.
- ✓The elimination of the Connecticut Business Entity Tax (BET) as of 2021 reduces the ongoing tax burden for LLCs compared to prior years.
- ✓Connecticut LLCs offer flexible management structures, allowing member-managed or manager-managed arrangements with minimal statutory restrictions.
- ✓Pass-through taxation by default avoids double taxation, with profits and losses reported on members' personal tax returns, though LLCs can elect corporate taxation if beneficial.
Considerations
- •Connecticut's $120 formation fee and $80 annual report fee are higher than those in many other states, increasing both startup and ongoing administrative costs.
- •Connecticut imposes a pass-through entity tax (PE Tax) that applies to certain LLCs taxed as partnerships or S-corps, which adds complexity to state tax compliance.
- •Connecticut's relatively high cost of doing business, including state income tax rates and regulatory requirements, can present additional overhead for LLC owners compared to tax-friendly states.
Annual Obligations
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