Forming an LLC in Connecticut

A Connecticut LLC, or limited liability company, is a way to legally protect your personal assets from a business lawsuit. Small business owners should form an LLC to avoid losing their home, car, bank accounts, or other assets if they are sued. LLCs can also be formed to hold real estate, boats, vehicles, aircraft, and other valuable assets. 

Requirements for Forming a Connecticut LLC

Those who want to form an LLC in Connecticut must file documents known as Articles of Organization with the Secretary of State. The Articles of Organization gathers information that includes:

  • Your name and address
  • The name of your company and its business address
  • A description of the business
  • The name and address of the registered agent as well as his or her signature
  • The names, titles, and business and home addresses of LLC managers or members
  • The type of management structure desired for the LLC
  • The execution date of the LLC
  • Your signature

The filing fee for the Articles of Organization is about $120 and must be paid when you submit the paperwork. Depending on how many submissions the office is currently handling, it can take up to six weeks to process the Articles of Organization. You can pay about $50 to receive 24-hour expedited service.

To ensure that your LLC is approved, it's important to choose a name that is different from other companies in the state. You should check the availability of your chosen business name before filing Articles of Organization with the Secretary of State.

Choosing a Name for Your Connecticut LLC

Connecticut law requires the name of the business to contain the words Limited Liability Company. This can be abbreviated as either LLC or L.L.C. Ltd. Liability Co. is also acceptable. Words such as attorney and university in the name require additional paperwork and the involvement of a licensed individual in that field. You cannot use words that suggest that your business is part of a state or federal agency.

Search the business name database maintained by the Connecticut Secretary of State to ensure that the name you choose does not duplicate the name of another business. You can file an application to reserve your name for 120 days by filing the Application for Reservation of Name via postal mail with the Secretary of State and paying the $60 filing fee. It must include your name, address, business title, signature, the business name you want to reserve, and the effective execution date.

Appointing a Registered Agent

Connecticut law requires each LLC to have a registered agent who is responsible for sending and accepting legal papers on the business's behalf. The registered agent can be:

  • Anyone who lives in Connecticut full time, including an LLC member or manager
  • Any Connecticut-based business
  • Any foreign business with a valid certificate of authority to conduct business in the state

Obtaining an EIN for Your LLC in Connecticut

Your business is identified for tax purposes by your employer identification number (EIN), also called a federal tax ID number. You'll need this number to file state and federal taxes, and it's sometimes required to open a business checking account. You can open a free EIN with the IRS either by applying online or printing and mailing the form.

An EIN is required for any LLC with more than one member. If you are the sole member, you are only legally required to file for an EIN if you have employees, or if you plan to file for taxes as a corporation rather than as a sole proprietorship.

Consult the Connecticut Business Response Center, which will direct you to the appropriate agencies for any required state or local business licenses depending on the type and location of the LLC.

Prepare an Operating Agreement

While it's not legally required for your LLC to have an operating agreement in Connecticut, this useful legal document details your business's operating procedures and ownership structure. This is very important if you have multiple members who have a stake in the LLC and its operations. If a problem with your LLC comes up, the courts will refer to this document. If no operating agreement is in place, your LLC will be subject to the default rules.

If you need help with setting up your Connecticut LLC, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.