Connecticut LLC Formation and Compliance Guide 2026

Connecticut LLC Formation Fees

Certificate of Organization

• Filing Fee: $120 (online or mail)
• Processing Time: 2-3 business days (online), 7-10 business days (mail)
• Expedited Service: $50 additional for 24-hour processing
• Filed With: Connecticut Secretary of State

Optional Fees

• Name Reservation: $60 (valid for 120 days, non-renewable)
• Foreign LLC Registration: $120 (for out-of-state LLCs doing business in Connecticut)

How to Form an LLC in Connecticut

Step 1: Choose a Connecticut LLC Name

Your LLC name must:

• Include "Limited Liability Company," "LLC," or "L.L.C."
• Be distinguishable from existing Connecticut business names
• Avoid restricted words like "FBI," "Treasury," or "Bank" without proper authorization

Check Name Availability: Use the Connecticut Business Record Name Search to verify your preferred name is available.

Reserve Your Name (Optional): File Form BUS-002 with a $60 fee to hold your name for 120 days.

Step 2: Appoint a Connecticut Registered Agent

Every Connecticut LLC must designate a registered agent—a person or entity authorized to receive legal documents on behalf of your business.

Connecticut Registered Agent Requirements:

• Must have a physical street address in Connecticut (no P.O. boxes)
• Must be available during normal business hours
• Can be a domestic corporation, LLC, LLP, or statutory trust
• Individual residents of Connecticut are also eligible

You can serve as your own registered agent if you meet the address requirement, or hire a professional registered agent service (typically $100-$300 annually).

Step 3: File Certificate of Organization

File your Certificate of Organization online through Connecticut's One Stop Business Portal.

Required Information:

• LLC name
• Principal office address (can be out-of-state)
• Mailing address
• Registered agent name and Connecticut street address
• Management structure (member-managed or manager-managed)
• Organizer name and signature

Filing Options:

• Online: 2-3 business day processing, $120 fee
• Mail: 7-10 business day processing, $120 fee
  • Connecticut Secretary of State
  • Business Services Division
  • P.O. Box 150470
  • Hartford, CT 06115-0470
• In-Person: Same-day processing available at 165 Capitol Avenue, Hartford

Step 4: Create an Operating Agreement

Connecticut does not require LLCs to file an operating agreement with the state, but creating one is strongly recommended.

Why You Need an Operating Agreement:

• Defines member roles, voting rights, and profit distribution
• Protects limited liability status
• Prevents disputes among members
• Required by most banks when opening business accounts

Key Provisions to Include:

• LLC name and registered agent information
• Business purpose
• Member names and ownership percentages
• Capital contributions
• Management structure and decision-making procedures
• Profit and loss allocation
• Member withdrawal and dissolution procedures

Keep your operating agreement with your business records—do not file it with the state.

Step 5: Obtain an EIN

Get a federal Employer Identification Number (EIN) from the IRS. It's free and takes about 10 minutes online at IRS.gov.

You Need an EIN If:

• Your LLC has multiple members
• You hire employees
• You file excise or employment tax returns
• Your LLC is taxed as a corporation or S corporation

Single-member LLCs can use the owner's Social Security Number, but most banks require an EIN to open a business account.

Step 6: Register for Connecticut State Taxes

Register with the Connecticut Department of Revenue Services (DRS) if your LLC will:

• Hire employees (withholding tax)
• Sell taxable goods or services (sales tax)
• Elect pass-through entity tax (PET) treatment

Connecticut Tax ID: Obtained through DRS online registration—required before filing state tax returns.

Connecticut LLC Annual Report

Connecticut LLCs must file an Annual Report every year.

Annual Report Requirements

• Due Date: January 1 - March 31 (filed online only)
• Filing Fee: $80
• First Report: Due the year following LLC formation, regardless of formation date
• Late Penalty: Not specified, but failure to file may result in administrative dissolution

How to File Connecticut LLC Annual Report

1. Log into your Connecticut One Stop Business Portal account
2. Select your LLC from your business list
3. Update required information:
   • Business email address
   • NAICS classification code
   • Principal office address
   • Mailing address
   • Registered agent details
   • At least one principal (member or manager)
4. Review and submit
5. Pay $80 filing fee

Connecticut LLC Tax Requirements

No Franchise Tax

Connecticut does not impose a franchise tax or business entity tax on LLCs. The state repealed its $250 business entity tax in 2020.

Pass-Through Taxation

By default, Connecticut taxes LLCs as pass-through entities:

• The LLC itself does not pay income tax
• Members report their share of LLC income on personal tax returns
• Subject to Connecticut personal income tax rates: 3% to 6.99%

Pass-Through Entity Tax (PET) - Optional

Starting with the 2024 tax year, Connecticut LLCs can elect to pay the Pass-Through Entity Tax:

• Tax Rate: 6.99% on qualifying income
• Member Credit: Members receive an 87.5% credit on their personal returns
• Due Date: March 15 (for calendar-year LLCs)
• Form: CT-PET

Why Elect PET? The state-level deduction can provide federal tax benefits under the $10,000 SALT cap, particularly for high-income members in high-tax brackets.

Who Should Consider PET: Consult a tax professional to determine if this election benefits your specific situation.

Sales Tax

If your LLC sells taxable goods or services in Connecticut, register for a sales tax permit with the Connecticut Department of Revenue Services.

• Sales Tax Rate: 6.35% (standard rate)
• Filing Frequency: Monthly, quarterly, or annually depending on sales volume
• Due Date: Last day of the month following the reporting period

Employer Taxes

If your Connecticut LLC has employees, register for:

• Federal Employer Identification Number (EIN)
• Connecticut Unemployment Insurance (UI) Tax
• Connecticut Withholding Tax

File unemployment and withholding taxes quarterly through the Connecticut Department of Labor and DRS online portals.

Connecticut Registered Agent Compliance

Ongoing Registered Agent Requirements

Your Connecticut LLC must maintain a registered agent at all times:

• Physical Address Required: P.O. boxes are not acceptable
• Availability: Must be available during normal business hours (typically 8:30 AM - 5:00 PM)
• Update Changes Promptly: File an amendment if you change registered agents
• Amendment Fee: $50 to file a Certificate of Amendment

Changing Your Registered Agent

1. Log into the Connecticut One Stop Business Portal
2. File a Certificate of Amendment
3. Pay $50 filing fee
4. Update your annual report when it's next due

Professional Registered Agent Services: Many Connecticut LLCs hire commercial registered agent services ($100-$300/year) to ensure reliable service and privacy.

Foreign LLC Registration in Connecticut

If your LLC was formed in another state but conducts business in Connecticut, you must register as a foreign LLC.

When Foreign LLC Registration is Required

You need to register if you:

• Maintain a physical office or location in Connecticut
• Have employees working in Connecticut
• Conduct ongoing business activities in the state

Note: Isolated transactions, online sales, or attending meetings in Connecticut typically do not trigger foreign LLC registration requirements—but consult with a business attorney to confirm your specific situation.

Foreign LLC Registration Process

• File: Application for Certificate of Authority
• Fee: $120
• Required: Certificate of Good Standing from your home state (usually $20-$50)
• Processing Time: 2-3 business days online
• Annual Report: $80 annually, same deadlines as domestic LLCs

Connecticut LLC Costs Summary

Connecticut LLC vs. Other Business Structures

Connecticut LLC vs. Corporation

• Taxation: LLCs offer pass-through taxation; corporations face double taxation unless they elect S corp status
• Formalities: Corporations require annual meetings, minutes, and more paperwork
• Management: LLCs have flexible management structures; corporations have directors and officers
• Best For: LLCs suit small businesses and real estate; corporations work for businesses seeking venture capital

Connecticut LLC vs. Sole Proprietorship

• Liability Protection: LLCs protect personal assets from business debts; sole proprietorships do not
• Credibility: LLCs appear more professional to customers and vendors
• Taxation: Both are pass-through entities with similar tax treatment
• Cost: Sole proprietorships have no formation or annual report fees
• Best For: LLCs are worth the $120 formation and $80 annual cost for liability protection

Connecticut LLC vs. Partnership

• Liability: LLC members have limited liability; general partners have unlimited personal liability
• Taxation: Both are pass-through entities
• Formalities: LLCs require state registration; general partnerships can be informal
• Best For: Multi-owner businesses should almost always choose LLC for liability protection

Next Steps: Form Your Connecticut LLC Today

1. Choose your LLC name and verify availability through the Connecticut business name search
2. Identify a registered agent (yourself or a professional service)
3. File your Certificate of Organization online at business.ct.gov ($120 fee)
4. Draft an operating agreement to define member rights and responsibilities
5. Get your EIN from the IRS (free online)
6. Register for Connecticut taxes if you'll have employees or collect sales tax
7. Mark your calendar for annual report filing (January 1 - March 31, $80 fee)

Connecticut's streamlined online filing system makes LLC formation fast and affordable. With no franchise tax and straightforward compliance requirements, Connecticut offers a business-friendly environment for entrepreneurs.