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The Limited Liability Company (LLC) is a smart entity choice for many start-up businesses.  The LLC provides personal liability protection and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in Connecticut without an attorney.

Unlike a sole proprietorship or partnership where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting for the business owner’s personal assets.

Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration and management flexibility.

Forming an LLC in Connecticut can be both affordable and is simple enough for most people to start on their own.  That said, it’s not a bad idea to have a legal professional like While the filing is pretty straightforward, it’s nice to have some support if you have questions, alerts when the annual report is due, forms like operating agreements, banking resolutions and more.  There are companies like IncFile or ZenBusiness and others that do all of this for as little as $49.

To form a Limited Liability Company in Connecticut, file the Certificate of Organization with the Connecticut Secretary of State.  The LLC filing fee is $120.

Approval for the LLC typically takes 2-3 business days when filing online and 2-4 weeks if filing by mail.

If you have questions, contact the Connecticut Secretary of State.
860-509-6002
http://www.ct.gov/sots/site/default.asp

HOW TO FILE THE CERTIFICATE OF ORGANIZATION AND FORM A CONNECTICUT LLC

The steps for filing online or by mail are largely the same.  The screenshots show filing online.

To get started either create an account with the Connecticut Secretary of State or download the Certificate of Organization.

After creating an account with the Secretary of State, select Business Formation (Domestic / Connecticut)

how to form a connecticut llc

 

Step 1: Name the LLC

IF you are wanting to form an LLC, select “Domestic Limited Liability Company” from the drop-down box.

Next, enter the name you want for the LLC.  The name of the LLC also has to differ from other entity names in the state of Connecticut.  Check on available Connecticut LLC names.

Register Business Name Connecticut LLC

The name of the LLC must include one of the following designators at the end of the business name:

  • Limited Liability Company
  • Limited Liability Co.
  • Liability Company
  • Liability Co.
  • LLC
  • L.C.

A comma may be used after the business name and before the designator.  “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.

If you have previously reserved an LLC name with the Secretary of State, you can select “Yes” and include the business name registration number.  You do not have to reserve a name before forming the LLC.

 

Step 2: Business Formation

Business Email Address – The email in this field will be used for the Connecticut Secretary of State to correspond throughout the LLC formation.

Principal Office Address – In this section, enter the street address, city, state and zip code of the initial principal office.  This address can be the physical address of the LLC or it can be the address where the business records are kept.  You may not use a PO Box for the principal office.

Mailing Address – If you prefer to use a different address than the designated office for correspondence from the Secretary of State, enter that address in this field.  A PO Box is acceptable.  If the mailing address is the same as the principal office address, select the box and the information will copy over.

Registered Agent Information – To have an LLC in Connecticut, a Registered Agent must be identified.  The Registered Agent is a Connecticut resident (select “Individual” in the “Agent Type” drop-down list) or a corporate agent (select “Business” in the drop-down list) with a physical presence in the state of Connecticut. The Registered Agent must have a physical address in the state to act as a point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC.

Even though any individual can be the registered agent (business owner, member, friend, etc), their name and address become public record and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when they are doing business from home.  Hiring a company to be the Registered Agent will reduce the number of unwanted phone calls and mailings.

Note that whoever is the Registered Agent, they will receive an email for them to acknowledge that they agree to be the LLC’s agent.  A link in the email must be clicked within 48 hours, otherwise, the LLC filing will be rejected.

Organizer Information – The LLC Organizer is someone who is involved with the formation of the Certificate of Organization.  The Organizer may or may not be a member, such as a mentor, attorney or accountant, but the initial members could be an organizer.

How to Register a CT LLC

 

Step 3: Principals

Select “Add Principals” to add all the LLC’s members and managers.

Connecticut LLC Add Principals

Principal Type – If an individual, select “Individual” from the drop-down list and enter their first and last name.  If a company, select “

Title – This selection refers to whether the individual is a member or manager of the LLC

  • Member – The members of the LLC have an active involvement in the day-to-day operations of the business.  This is referred to as a Member-Managed LLC
  • Manager- If the members of the LLC hire somebody to run the company, similar to the position of CEO for a corporation, the title of the person would be a manager.  An LLC set up like this is considered a Manager-Managed LLC.
  • Managing Member – Is a hired manager who is also a member.

Most LLCs are member-managed.

Connecticut Member-Managed

Continue adding principals until they have all been added.

 

Step 6: Review

Review that the information is correct.

Step 7: Pay and File

Pay and file the Certificate of Organization.

In approximately 2-3 business days the LLC will be approved.

That concludes the basics of forming an LLC in Connecticut.  Remember, even though you can do it yourself, there is more to an LLC than just the filing.  If you have questions, work with an attorney or a specialized entity formation company such as IncFile or ZenBusiness to make sure everything is done correctly.

Wrapping Up

While not required, an Operating Agreement is recommended in many cases.  An Operating Agreement is a legal document outlining the roles and responsibilities for the members of the LLC.  Read more about when an LLC needs an Operating Agreement.

After filing the LLC, be sure to register for an Employer Identification Number (EIN) with the Internal Revenue Service (IRS).  The EIN is basically a social security number for a business and will be needed before opening a business bank account.  There is no cost to apply and it takes about 5 minutes to get.  See how to apply for an EIN.

Last, before starting a business in Connecticut, you may still need to apply for business licenses, sales tax permits, self-employment taxes and more in Connecticut.  See the Guide to Starting a Business in Connecticut for more information.

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