How to Start an LLC in Connecticut – Formation Guide
How to Start an LLC in Connecticut
Complete Connecticut LLC Formation Guide – The Constitution State
Connecticut LLC Overview
- Formation Fee: $120
- Annual Report Fee: $80/year
- Processing Time: 5-10 business days
- Online Filing: Available through Business.CT.gov
- Statute: Connecticut Limited Liability Company Act (Conn. Gen. Stat. § 34-100 et seq.)
- Series LLC: ✅ Allowed
- Professional LLC: ✅ Allowed for licensed professionals
What is a Connecticut LLC?
A Connecticut Limited Liability Company (LLC) is a flexible business structure that combines:
- Limited liability protection: Owners (members) aren’t personally liable for business debts
- Pass-through taxation: LLC profits/losses pass through to members’ personal tax returns (no double taxation)
- Flexible management: Can be member-managed or manager-managed
- Minimal formalities: No required annual meetings or minutes (unlike corporations)
Connecticut LLC vs Other States
| Factor | Connecticut | Delaware | Wyoming |
|---|---|---|---|
| Formation Fee | $120 | $90 | $100 |
| Annual Report | $80/year | $300/year | $60/year |
| Year 1 Total | $200 | $390 | $160 |
| Ongoing Annual Cost | $80 | $300 | $60 |
| Series LLC | ✅ Yes | ✅ Yes | ❌ No |
| Publication Requirement | ❌ None | ❌ None | ❌ None |
Why Form a Connecticut LLC?
✅ Advantages
- Reasonable costs: $200 Year 1, $80/year ongoing (mid-range nationally)
- Series LLC available: Create separate liability protection for multiple properties/businesses under one umbrella
- Professional LLC option: Licensed professionals (doctors, lawyers, CPAs) can form LLCs
- No publication requirement: No need to publish formation notice in newspapers (unlike NY)
- Strong legal framework: Modern LLC statute with well-established case law
- Charging order protection: Creditor remedies limited to charging orders in single-member LLCs
❌ Disadvantages
- Higher than some states: WY ($60/year) and NM ($0/year) have lower annual fees
- Not as investor-friendly as Delaware: DE preferred for VC-backed companies
If you’ll do business primarily in Connecticut (have an office, employees, or significant sales here), Connecticut tax registration, filing, or payment obligations may apply even if you form your LLC in Delaware or Wyoming. The specific requirements depend on your activities, Connecticut tax nexus, entity classification, and applicable exemptions.
In that case, forming in CT saves you:
- Foreign LLC registration fee ($120)
- Registered agent fees in two states
- Double annual reports
When to Choose Connecticut
✅ Form in Connecticut If:
- Your business operates primarily in Connecticut
- You’re a Connecticut resident starting a local business
- You want to avoid foreign qualification complexity
- You’re forming a professional LLC (doctor, lawyer, CPA, etc.)
- You need series LLC functionality for multiple properties/ventures
🤔 Consider Delaware If:
- Raising VC funding (investors may prefer Delaware)
- Complex ownership structure with preferred equity
- You value Delaware Court of Chancery expertise
🤔 Consider Wyoming If:
- Holding company with no CT business activity ($60/year in WY vs. $80/year in CT annual-report fees, excluding other taxes and expenses)
- Maximum privacy preference (WY has stronger anonymity)
- Minimizing costs is top priority
Connecticut LLC Types
| LLC Type | Description | Best For |
|---|---|---|
| Single-Member LLC | One owner; disregarded entity for tax purposes (taxed as sole proprietorship) | Solo entrepreneurs, freelancers, single-owner businesses |
| Multi-Member LLC | 2+ owners; taxed as partnership by default | Co-founded businesses, family businesses, joint ventures |
| Professional LLC (PLLC) | For licensed professionals (attorneys, doctors, CPAs, etc.) | Law firms, medical practices, accounting firms, architecture firms |
| Series LLC | Parent LLC with multiple protected series (separate liability compartments) | Real estate investors, franchisors, businesses with multiple product lines |
| Foreign LLC | LLC formed in another state but registered to do business in CT | Out-of-state LLCs expanding into Connecticut |
Official Connecticut Resources
How to Form a Connecticut LLC – Step-by-Step
Follow these steps to form your Connecticut LLC properly and efficiently:
1Choose a Connecticut LLC Name
Your LLC name must comply with Connecticut naming requirements:
Required Elements
- Must contain “Limited Liability Company”, “LLC”, or “L.L.C.”
- Acceptable variations: “Ltd. Liability Company”, “Ltd. Liability Co.”
- Cannot contain words restricted by law (e.g., “bank”, “insurance”, “trust”) without approval
- Must be distinguishable from existing Connecticut business names
Name Availability Check
- Search the Connecticut Online Business Search database.
- Check for exact matches and similar names
- If available, you can reserve the name for 120 days by filing an Application for Reservation of Name ($60 fee).
Before finalizing your LLC name, check domain availability at a registrar like Namecheap or GoDaddy. Having a matching .com domain is valuable for your online presence.
2Designate a Registered Agent
Connecticut requires every LLC to have a registered agent with a physical CT address to receive legal documents.
Registered Agent Requirements
- Must have a physical street address in Connecticut (no P.O. boxes)
- Must be available during normal business hours
- Can be:
- You (the LLC owner)
- Another individual CT resident
- A Connecticut business entity
- A professional registered agent service ($100-$300/year)
- Privacy: Keeps your home address off public records
- Reliability: Never miss legal documents (lawsuits, subpoenas, tax notices)
- Professionalism: Avoid embarrassing service of process at your office
- Convenience: Agent scans and emails you documents immediately
3File Certificate of Organization
File the Certificate of Organization with the Connecticut Secretary of the State.
Required Information
- LLC name
- Business purpose (can be “any lawful purpose”)
- Registered agent name and CT address
- Management structure (member-managed or manager-managed)
- Organizer name and address (person filing, doesn’t have to be a member)
- Effective date (immediate or future date)
Filing Methods
- Online through Business.CT.gov (recommended):
- Go to Business.CT.gov
- Create an account and complete the Certificate of Organization filing.
- Pay the $120 filing fee by credit card.
- Processing time: 5-10 business days.
- By mail:
- Download and complete the Certificate of Organization.
- Mail to:
Business Services Division
Connecticut Secretary of the State
P.O. Box 150470
Hartford, CT 06115-0470 - Include a $120 check payable to "Secretary of the State".
Expedited Processing
- Same-day processing: Additional $50 fee (submit by 2 PM)
- 2-hour processing: Additional $100 fee
4Create an Operating Agreement
While Connecticut does NOT legally require an operating agreement, it’s essential for every LLC.
Why You Need an Operating Agreement
- Clarifies ownership: Defines each member’s ownership percentage and capital contributions
- Establishes governance: How decisions are made, voting rights, management structure
- Protects limited liability: Helps maintain corporate veil by showing LLC is separate from owners
- Prevents disputes: Clear rules for profit distribution, member exits, buyouts
- Required by banks: Most banks require an operating agreement to open a business account
See the Operating Agreement tab for detailed guidance on what to include.
5Obtain an EIN (Employer Identification Number)
Get a federal EIN (tax ID number) from the IRS. It’s free and takes 5-10 minutes online.
When You Need an EIN
- Multi-member LLC (required)
- Single-member LLC with employees (required)
- Single-member LLC electing S-corp tax treatment (required)
- Single-member LLC wanting to open a business bank account (strongly recommended)
How to Get an EIN
- Go to IRS EIN Online Application
- Complete the application (have your Certificate of Organization handy)
- Receive your EIN immediately upon completion
- Download and save your EIN confirmation letter (IRS Form CP 575)
6Register with Connecticut Department of Revenue Services (DRS)
Register your LLC with Connecticut DRS for state tax purposes.
What You’ll Need to Register For
- Sales and Use Tax: If selling tangible goods in CT
- Withholding Tax: If you have employees
How to Register
- Register your business online through myconneCT.
- Complete the online REG-1 business registration application.
- Select the applicable tax account types.
- Submit the registration electronically.
- Log in to myconneCT after submitting the application to obtain your Connecticut Tax Registration Number.
7Open a Business Bank Account
Keep business and personal finances separate by opening a dedicated business bank account.
Documents You’ll Need
- Certificate of Organization (stamped/filed copy from Secretary of State)
- EIN confirmation letter (CP 575)
- Operating Agreement
- Personal ID (driver’s license or passport)
- Initial deposit (varies by bank)
8Obtain Business Licenses & Permits
Depending on your business type and location, you may need:
- Professional licenses: If you’re a doctor, lawyer, CPA, contractor, etc.
- Local business license: Required by some Connecticut cities/towns
- Sales tax permit: If selling taxable goods (obtained through DRS registration)
- Health permits: For restaurants, food service, healthcare facilities
- Federal licenses: For certain industries (firearms, alcohol, transportation)
Post-Formation: Maintain Good Standing
After formation, remember to:
- File your $80 Connecticut LLC annual report online each year between January 1 and March 31, beginning in the calendar year after formation
- Maintain registered agent
- Keep operating agreement and LLC records updated
- Hold member/manager meetings and document major decisions
- File federal and state tax returns
Connecticut LLC Costs & Fees
Formation Costs
| Item | Cost | Notes |
|---|---|---|
| Certificate of Organization | $120 | State filing fee (required) |
| Expedited Processing (same-day) | +$50 | Optional; must submit by 2 PM |
| Expedited Processing (2-hour) | +$100 | Optional |
| Name Reservation (Application for Reservation of Name) | $60 | Optional; reserves name for 120 days |
| Registered Agent Service | $100-300/year | Optional but recommended |
| Operating Agreement Drafting | $0-500+ | DIY free; attorney-drafted $500-2,000 |
| EIN from IRS | Free | Apply online at irs.gov |
Annual Costs & Ongoing Fees
| Requirement | Cost | Frequency |
|---|---|---|
| Annual Report | $80 | Every year, January 1 to March 31 (first due in the calendar year after formation) |
| Registered Agent Service | $100-300 | Annual (if using service) |
| Business Licenses/Permits | Varies | Varies by industry and location |
Connecticut No Longer Has a Business Entity Tax
Connecticut has eliminated its former Business Entity Tax (BET). Under Public Act 19-117, the BET no longer applies to tax periods beginning after December 31, 2018, according to the Connecticut Department of Revenue Services.
That means you do not owe the former $250 BET merely because you formed or maintain a Connecticut LLC. The former BET calculation rules and Form OP-424 filing requirement are not current annual obligations.
The current Connecticut LLC state filing fees are straightforward:
- Formation: $120
- Annual Report: $80
- Annual Report Filing Window: January 1 through March 31, beginning in the calendar year after formation
Formation plus the first annual report therefore costs $200 in state filing fees, although the annual report does not become due until the following calendar year. Subsequent annual-report filing fees are $80 per year. Other applicable taxes and business expenses are separate.
Official sources: Connecticut Department of Revenue Services, Business Entity Tax Sunset; Connecticut Secretary of the State, Domestic LLC Forms and Fees
Cost Comparison: CT vs Other States (10 Years)
| State | Formation | Annual Report | Business Tax | Year 1 Total | 10-Year Total |
|---|---|---|---|---|---|
| Connecticut | $120 | $80/year | $0/year | $200* | $840* |
| Delaware | $90 | $300/year | $0 | $390 | $2,790 |
| Wyoming | $100 | $60/year | $0 | $160 | $640 |
| New Mexico | $50 | $0 | $0 | $50 | $50 |
*The $200 initial budget combines the $120 formation fee with the first $80 annual report, which is due in the calendar year after formation. The $840 ten-year figure uses the table’s convention of one formation fee plus nine annual-report fees. Other taxes and optional expenses are excluded.
Yes, if you’re doing business in Connecticut. The $80/year ongoing LLC annual-report fee is higher than some states, but if you operate in CT:
- Connecticut tax obligations may apply regardless of where you form your LLC, depending on your activities, nexus, entity classification, and applicable exemptions.
- You may avoid the $120 Connecticut foreign LLC registration fee that would otherwise apply if your out-of-state LLC must register to transact business in Connecticut.
- You may avoid the additional administrative requirements of maintaining a Connecticut foreign LLC registration.
Consider out-of-state LLC only if:
- You have NO CT business activity (pure holding company)
- Minimizing costs is critical priority
- You want Wyoming/Delaware privacy or legal advantages
Connecticut LLC Operating Agreement
Comprehensive operating agreement guidance…
Connecticut Professional LLC (PLLC)
Licensed professionals forming LLCs in Connecticut…
Connecticut Series LLC
Series LLC structure and benefits…
Connecticut LLC Annual Compliance
Annual reports, tax filings, ongoing requirements…
Connecticut LLC Taxation
Pass-through taxation, applicable Connecticut taxes and filings, S-corp election…
Beneficial Ownership Information (BOI) Reporting
FinCEN BOI reporting requirements for Connecticut LLCs…
Connecticut LLC Formation Services
As an attorney licensed in California and Washington, I handle Connecticut formations with AI-assisted tools and remain responsible for the work; filings follow Connecticut's procedures. I offer comprehensive LLC formation and ongoing legal support for Connecticut businesses.
For an accepted engagement:
- I am admitted in California and Washington. I communicate with clients by email within the agreed scope.
- I prepare client documents using AI-assisted tools, review the work before delivery, and remain responsible for its content.
- Tax structure analysis and S-corp election guidance
- Professional LLC compliance assistance
- Series LLC structuring and strategy
My Connecticut LLC Formation Packages
📄 DIY Formation Support – $399
- Step-by-step Connecticut LLC formation guide
- Name availability check
- Certificate of Organization template & review
- Operating Agreement template (single or multi-member)
- EIN application guidance
- Connecticut DRS registration checklist
⚡ Full-Service Formation – $899
- Everything in DIY package, plus:
- I file Certificate of Organization for you (includes $120 state fee)
- Registered agent service (1 year included, $149/year after)
- Custom Operating Agreement prepared with AI-assisted tools and reviewed by me
- EIN obtained on your behalf
- Connecticut DRS registration assistance
- Compliance calendar with annual report reminders
🏆 Premium Formation + Tax Planning – $1,699
- Everything in Full-Service package, plus:
- 1-hour tax strategy consultation
- Multi-member equity structure planning
- S-corp election analysis & Form 2553 filing (if beneficial)
- Multi-state nexus review
- Series LLC setup (if applicable)
- 6 months ongoing advisory support
Reserve attorney time to plan your Connecticut LLC formation, operating agreement, and compliance roadmap.
Prefer email? I respond within one business day (Mon–Fri).
- Email: owner@terms.law