Starting a Limited Liability Company (LLC) in Connecticut can be a great choice for anyone looking to start their own business. The LLC structure offers protection from personal liability while maintaining flexibility in management and tax options. Whether you’re opening a small local business or launching a startup with grand ambitions, this guide will take you through the steps necessary to form your LLC in Connecticut in 2025.
In this comprehensive guide, we’ll cover each step of the process, from choosing your LLC name to filing your first Annual Report. By the end, you’ll have all the information you need to successfully start and operate an LLC in the Constitution State.
Steps to Forming an LLC in Connecticut
Starting an LLC in Connecticut involves a series of clear steps that help you establish a legal and functional business entity. By following the process, you’ll ensure your LLC is properly registered and compliant with state regulations. Below are the essential steps you’ll need to take to form your LLC.
1. Search Your LLC Name
Before starting any paperwork, you need to ensure that your LLC’s name is unique and available. The first step in forming your LLC is choosing a name that complies with Connecticut’s naming rules.
Your LLC name must:
- Include the words “Limited Liability Company,” “LLC,” or “L.L.C.”
- Not be deceptively similar to other businesses registered in the state
- Avoid using restricted words such as “bank,” “insurance,” or “attorney” unless your business has special permission
Connecticut allows you to search business names through their business records search tool. This tool will help you determine if the name you want is already taken. If the name is available, you can choose to reserve it by filing a “Name Reservation” application with the Secretary of State’s office. This reservation allows you to hold the name for up to 120 days. The filing fee for a name reservation is $60.
2. Choose a Connecticut Registered Agent
Every LLC in Connecticut is required to have a Registered Agent. A Registered Agent is a person or business that agrees to receive legal and tax documents on behalf of your LLC. In other words, they act as your LLC’s official point of contact with the state and other entities.
The Registered Agent must:
- Have a physical street address in Connecticut (no P.O. Boxes)
- Be available during regular business hours
- Be either a person or a business entity authorized to do business in Connecticut
You can act as your own Registered Agent, hire a professional Registered Agent service, or designate someone you trust to handle this role. Many people opt to hire a Registered Agent service to maintain privacy and ensure that they never miss an important document.
If you decide to hire a service, several reputable companies offer Registered Agent services. They typically cost anywhere from $50 to $200 per year. A professional service ensures that you don’t miss any critical documents, such as tax notices or lawsuits.
3. File an LLC Certificate of Organization
The Certificate of Organization (also known as the Articles of Organization in some states) is the official document you file with the state to create your LLC. In Connecticut, this document is filed with the Secretary of State, and it officially establishes your LLC.
Here’s how to file the Certificate of Organization:
- Go to the Connecticut Secretary of State’s business portal.
- Fill out the online form or download the paper application.
- Include the following information:
- The name of your LLC
- The address of your principal office
- The name and address of your Registered Agent
- The LLC’s duration (this is typically perpetual unless you specify otherwise)
The filing fee for the Certificate of Organization in Connecticut is $120. After filing, your LLC will officially be recognized by the state, and you’ll be able to begin operating your business.
4. Create an LLC Operating Agreement
An LLC Operating Agreement is an internal document that outlines how your LLC will be managed and how business decisions will be made. While it is not required by Connecticut law, having an Operating Agreement is highly recommended.
An Operating Agreement helps:
- Define ownership shares and responsibilities among members
- Set guidelines for how decisions are made within the LLC
- Establish how profits and losses will be distributed among members
- Outline the process for adding or removing members
- Specify what happens if the LLC needs to be dissolved
Even if you are the sole member of your LLC, having an Operating Agreement is still a good practice. It establishes your intentions for how the business will operate and adds an additional layer of protection if any legal issues arise.
While there is no legal requirement to file this agreement with the state, it’s crucial to keep it in your business records. If you ever need to resolve a dispute or show proof of your LLC’s structure, this document will come in handy.
5. Obtain an EIN for Your LLC
An Employer Identification Number (EIN) is like a Social Security number for your business. It’s a nine-digit number issued by the IRS that is required for most LLCs. You’ll need an EIN for several purposes, including:
- Filing taxes
- Opening a business bank account
- Hiring employees
The good news is that obtaining an EIN is free. You can apply directly on the IRS website. The application process is quick and easy, and you’ll receive your EIN immediately after submitting your application online. If you don’t have access to the internet, you can apply by mail or fax.
What to Do After Your LLC Is Approved
Once your LLC is officially formed, there are several ongoing responsibilities that you must take care of to remain compliant with Connecticut law.
File Your Annual Report
Connecticut requires LLCs to file an Annual Report each year. This report updates the state with current information about your LLC, such as your LLC’s address, the names of members, and your Registered Agent’s information.
The Annual Report is due every year between January 1st and March 31st. The filing fee for the Annual Report is $80. The state offers an easy-to-use online filing system, which you can access through the Connecticut Secretary of State’s website. It’s important to file this report on time, as failing to do so can result in penalties or the dissolution of your LLC.
Pay Your Taxes
Your LLC will need to file taxes with both the federal government and the state of Connecticut. LLCs are typically considered “pass-through” entities, meaning that the LLC itself doesn’t pay income tax. Instead, profits and losses “pass through” to the individual members, who report them on their personal tax returns.
However, if you elect to have your LLC taxed as a corporation, the LLC will be responsible for paying corporate taxes. Before making any decisions, it’s best to consult a tax professional to determine which tax structure is best for your business.
Maintain Proper Records
It’s essential to keep accurate records of your LLC’s finances and activities. This includes:
- Bookkeeping and financial records
- Minutes from meetings (if applicable)
- Copies of all official correspondence
Keeping organized records will not only help with taxes but will also provide legal protection if your LLC faces a lawsuit.
Update Your LLC’s Information
If any significant changes occur in your LLC—such as a change of address, the addition of new members, or the replacement of your Registered Agent—make sure to update the Secretary of State with the correct information.
Failure to keep your records up to date could lead to complications in the future, including issues with your Annual Report filings or legal challenges.
Common Costs of Starting and Maintaining an LLC in Connecticut
There are several costs to consider when forming and maintaining an LLC in Connecticut. These include:
| Item | Cost |
|---|---|
| Certificate of Organization | $120 |
| Name Reservation (optional) | $60 |
| Registered Agent Service (optional) | $50–$200/year |
| Annual Report | $80/year |
| Certified Copies (optional) | $55/copy |
| EIN (if applicable) | Free |
These fees are current as of 2025, but it’s always a good idea to double-check the Secretary of State’s website to ensure you’re aware of any changes to fees or filing requirements.
FAQs
Can I start an LLC online in Connecticut?
Yes, you can file the Certificate of Organization and the Annual Report online through the Connecticut Secretary of State’s website. This is the fastest way to complete the process.
How long does it take to form an LLC in Connecticut?
Once you file your Certificate of Organization, it typically takes about 5-7 business days for the state to process it. If you need faster processing, you can pay an additional fee for expedited service.
Do I need an Operating Agreement?
While not legally required in Connecticut, it’s highly recommended to create an Operating Agreement. It clarifies the roles and responsibilities of LLC members and can prevent conflicts later on.
How do I file my Annual Report?
You can file your Annual Report online through the Connecticut Secretary of State’s business services portal. The report must be filed every year between January 1 and March 31.
How much will I be taxed as an LLC in Connecticut?
LLCs in Connecticut are typically taxed as pass-through entities, meaning the LLC itself doesn’t pay taxes. Instead, LLC members report their share of the business’s profits and losses on their personal tax returns. However, LLCs can elect to be taxed as a corporation if desired.
