Are you looking to form a limited liability company (LLC) in Connecticut, but you’re not sure how the process works? There are several important steps to create a compliant Connecticut LLC that can do business in the state.
To get started, please reference our 6-step guide below or hire an affordable online LLC formation service.
Guru Tip: If you want help setting up an LLC, we recommend the LLC filing service ZenBusiness. It has excellent pricing, features and company values.
What is a Connecticut LLC?
The Connecticut LLC is one of the most popular business structures in the state. It’s a more casual and flexible type of business than a corporation, but includes the personal asset protection that’s lacking from sole proprietorships and general partnerships.
LLCs in Colorado have simple formation and maintenance requirements, several options for how they can be taxed, and flexible management. From one-person businesses to multi-member LLCs with several owners, the LLC is a popular choice for a reason.
Setting up a brand-new Colorado LLC in 6 Steps
For the first part of this guide, we’ll cover the 6 essential steps to setting up a Colorado business that doesn’t have employees yet. These steps also apply to businesses with employees, but we’re keeping things streamlined to start. If you do have employees, make sure you complete these steps and the steps for employers (which we’ll cover later in the guide).
Step One: Choose a business name
Your LLC’s name is often the first impression you get to make on potential customers, and therefore it goes without saying that this is an important step. There are a few different aspects to consider when naming your business.
In the state of Colorado, you’re required by law to meet several requirements for your business name. Here’s a quick glimpse at the rules for LLCs:
- Your name must include the abbreviations “LLC” or “L.L.C.,” or the phrase “limited liability company” (some abbreviations are allowed)
- Your name cannot include abbreviations or words that apply to other entity types, like “Inc.” or “Partnership”
- Your name must be “distinguishable on the record,” or distinct from the names of other state businesses
For more information on naming rules in Connecticut, please consult the Permitted Names section of the Connecticut Uniform Limited Liability Company Act.
Another aspect to consider is including language that explains what your business does ― for example, if you’re starting a coffee shop, put the word “coffee” or “brew” in your LLC name. Additionally, if your business has strong values like being environmentally friendly, you can indicate that by including the word “green.” This helps potential customers know exactly what to expect from your business.
Matching Business Domain
Behind every successful business is a user-friendly website, which means you need a URL. A website is not a legal requirement, but we highly recommend it, and the best URLs match or closely reflect their business’s name.
To register a URL, we recommend GoDaddy. They make it easy to build a website for your company, guaranteeing that no one else can use or take the URL you want.
Once you’ve picked the perfect name for your business, you don’t want to lose it to another aspiring entrepreneur. Thankfully, Connecticut allows you to reserve your business name if you’re not quite ready to register your business. This step is completely optional; if you’re ready to form your business, you should go ahead and file your Articles to put a full claim on your name.
But if you decide to reserve a name, you can file the Application for Reservation of Name form along with the $60 filing fee. Filing the reservation protects your chosen name for your exclusive use for a full year. You can learn more about name reservations here.
Step Two: Appoint a Registered Agent
Every LLC in Connecticut is required to designate a registered agent, which is the individual or registered agent service that receives government correspondence on behalf of your business, then forwards those documents to you.
When you appoint a Connecticut registered agent, here are the state requirements to be mindful of:
- Every business entity that is required to submit an annual report must appoint a registered agent
- The agent must be an individual resident of Connecticut OR an entity with authority to do business in the state
- An agent must be continuously maintained
You can find a full rundown of the state laws here.
Without a registered agent, you could lose your good standing with the state of Connecticut, and the state also has the right to dissolve your LLC if they decide to. In a worst-case scenario, you could miss the alert regarding a lawsuit against your company, which could even lead to a judgment against your business because you didn’t defend yourself.
Guru Tip: We recommend designating an online service to handle these requirements. This eliminates junk mail and keeps your personal and/or business address off public record.
Step Three: File Formation Documents
Once you are ready to form your Connecticut limited liability company, you will fill out the Certificate of Organization. You can either do this on your own or hire a Connecticut LLC service. Some services, like ZenBusiness, even offer discounts on their service.
This is THE document that will register your LLC with the state. You’ll want to ensure all of the following information is correct on the form:
- Name and contact information for the person filing the document
- Your desired business name
- Principal office address (not a P.O. box)
- Mailing address (may be the same as your principal address or different; can be a P.O. box)
- Name and address of your registered agent
- Name(s) and contact information for your member(s) or manager(s)
- Email address
- NAICS code
- Signature of person filing the form
Connecticut’s filing procedure for this document is pretty standard. The only “unusual” part of the filing is the step where you include your NAICS code. “NAICS” stands for “North American Industry Classification System,” and it’s simply a 6-digit code that helps identify the category that best fits your business. You can find your NAICS code by searching keywords from your industry here.
Other than that, all you have to do is fill out the form by mail or online.
- Total cost: $120
- Processing Speed: 3 business days for online filings, longer for mail-order documents
- Expedited Processing: $50 for 24-hour processing (upon receipt of documents)
Step Four: Draft an Operating Agreement
After you register an LLC in Connecticut, create a detailed outline that explains how you will run and manage your new business. Even though it doesn’t need to be filed with the state, put one together and keep it for your records.
When you open a bank account, you may be asked for this document in order to open an account. You’ll also want to keep in mind that any future business partners or managing members may also be interested in seeing your Operating Agreement before joining your company. After all, this document essentially serves as your overall plan for success.
An attorney can help you outline your Operating Agreement or create one from a free template online. You can read more about Operating Agreements, but some of the basic information you’ll want to have includes:
- Individual members’ ownership percentages
- Rights and responsibilities
- Voting powers and meeting guidelines
- Allocation of profits and losses
- Management rules for the LLC
- Provisions for buying a member owner out, or transferring their shares in the case of illness or death
Step Five: Get Licenses & Permits
Connecticut law requires an LLC to obtain all necessary licenses and permits before starting operations. State law also decrees that an LLC can only provide one specific type of service. All owners of the LLC must be licensed or registered to provide the specific service under which the LLC was assembled.
The type and cost of the permits that your business may require varies depending on the nature of the services your LLC offers. Some businesses won’t even need licenses. That’s especially true since Connecticut does not have a statewide business license.
That said, depending on your industry, you might need to obtain a professional license, as Connecticut maintains lots of licensing requirements. Student athlete agents, liquor retailers, and construction contractors are just a few examples of licensed occupations in the state. For a full listing of licensed occupations and their application and renewal fees, check out the License, Registration, and Permit Types document powered by the Department of Consumer Protection.
Last but not least, you should check with your city or county to see if they maintain any licensure requirements.
Obtain a Business Bank Account
One of the most important aspects of running an LLC is ensuring that your business funds remain separate from your personal finances. And to do that, you’ll need a separate bank account for your business.
Obtaining a business bank account is pretty simple, and you can choose the financial institution you like best. Some banks will ask to review your LLC’s operating agreement, and some also ask to see your EIN (see the Employers section below). Once you have your account, you’ll be able to get checks, make payments using your business card, and so on.
If you failed to get a business bank account, you would technically be blurring the line between your personal accounts and your business accounts. That compromises your personal asset protection.
Next Steps for Newly-Formed LLCs
1. Prepare for tax time
Regardless of how far away April 15th is, it’s never too soon to prepare for tax time and setting up accounting software. As an LLC owner, the exact tax rates you’ll pay depend on the taxation structure you choose for your business. If you choose to be taxed as a corporation, the LLC itself will pay taxes from its own funds. Meanwhile, LLCs taxed as pass-through entities don’t technically pay taxes; its members do. The profits are distributed to the LLCs members, and each member reports that income on Schedule C of their personal taxes.
If you choose to be taxed as a corporation, you’ll pay the following rates:
- Federal: 21%
- State: 7.5%, the Corporation Business Tax
Meanwhile, LLCs taxed as pass-through entities pay these rates:
- Federal: 10-37%, rising on a fixed-bracket scale
- State: 5-6%
In order to compliantly file and pay your taxes, you’ll fill out a complete copy of federal Form 1065 including all federal K-1s, statements, and attachments. For LLCs taxed as corporations, form CT-1120 is the one you’ll file to pay your Corporation Business Tax. But if you opt to be taxed as a pass-through entity, you’ll use Form CT-1040, the resident income tax return.
Income taxes are arguably some of the most important, but Connecticut also charges a sales tax of 6.35%, so if you’re involved in retail sales, you’ll be expected to collect that. And last but not least, Connecticut charges miscellaneous fees for specific industries. To learn if one of these tax requirements apply to your business, we recommend consulting the Connecticut Department of Revenue Services.
Because taxes can be incredibly complicated, we highly recommend consulting with a business attorney or accountant to ensure that you cover all requirements on the state and federal level.
2. Be ready to file your annual report
All business owners operating in Connecticut must complete an Annual Report filing to show that their business is still open and compliant. An annual report serves to update the state about pertinent information regarding your business that may adapt over the course of the year. For example, you’ll be asked to confirm your registered agent’s information, along with contact information for your business.
In 2020, Connecticut raised the filing fee for this document up to $80 (but they also eliminated the Business Entity Tax, so it balances out). Connecticut recommends filing the report online here.
3. Consider business insurance
The big advantage to the LLC is that it offers you personal asset protection. But that doesn’t mean that mishaps won’t happen along the way. We highly recommend obtaining a general liability policy with the right coverage for your business.
In the event of a mishap or natural disaster, an insurance policy can help you navigate unexpected expenses. Be sure to compare your different options to get the best coverage for your particular type of business.
Extra Steps for Businesses with Employees
When you’re operating as a one- or two-person show, operating a business is relatively streamlined. Things get more complicated when you bring employees into the picture, but employees also help raise your business to new heights. But to reach those heights, you need to comply with employee-related legal requirements.
Step One: Address employee-related taxes
Any business with employees must obtain an EIN, or an Employer Identification Number. This is a free registration with the IRS, and the number acts a lot like a social security number for a business. Obtaining the number also lays the groundwork for other taxes, such as social security and withholding taxes. For example, you’re required to withhold income taxes from employee paychecks, make social security and medicare tax payments, and pay unemployment fund taxes. For more information on employer taxes at the federal level, look here.
There are similar taxes on the state level. For example, Connecticut requires withholding contributions to the unemployment insurance tax fund and withholding taxes. We recommend consulting with the Department of Revenue Services and the Connecticut Department of Labor to learn what taxes apply to you and your business.
Step Two: Obtain additional insurance
Every Connecticut business with employees is required to get workers’ compensation insurance. For more information on this policy and your requirements as an employer, check out the Workers’ Compensation Act on the Workers’ Compensation Commission’s website.
If you haven’t already obtained a general liability policy, we highly recommend that you do so when you bring employees into the business. The more people you have involved in a business, the higher your risk of needing general liability insurance.
Of course, proper care and discretion will eliminate most problems, but incidents happen—from faulty products to an employee slipping and falling and theft and many places in between. And in some cases, insurance can be the difference between a minor hiccup and a budget-breaker.
Step Three: Enlist Help
For some entrepreneurs, part of the fun of running a business is the opportunity to wear lots of different hats: accountant, manager, marketer, quality control expert—it’s a near-endless list. And if your business is still pretty small, you might be able to handle many of these tasks yourself, especially if you’re prepared with a business administration degree.
But if you aren’t (and it certainly isn’t a prerequisite), some of these tasks may leave you feeling overburdened or out of your depth. For instance, navigating employer-related taxes might steal valuable time that you’d rather spend promoting your business or developing a new product. An accountant or tax attorney, however, knows those tasks like the back of their hand. You may decide it’s worth the added expense to enlist their help.
Ultimately, it’s your decision whether to bring in professionals or DIY. But in our opinion, it’s often worth it to get help from specialized pros.