How to Register a Business in Connecticut

by Jennifer Kiesewetter in August 17th, 2021
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TLDR

  • Connecticut is home to just over 350,000 small businesses, employing almost 750,000 people in the state. Industries leading the way in Connecticut’s small business sector include health care and social assistance, accommodation and food services, manufacturing, and retail trade.
  • When you register your startup in Connecticut, you'll need to satisfy several compliance requirements. Before registering your startup, it’s good to create a business plan and create a roadmap for moving forward. Once you’ve identified some of the basics about your startup’s operations, it is then time to register it in Connecticut.
  • Before you register your startup in Connecticut, you must determine its legal entity structure. Connecticut requires that the following business entities must be filed with the state’s Business Services Division:  limited liability companies, corporations, general partnerships, limited partnerships, and limited liability partnerships.
  • In addition to choosing your startup's structure, you'll also have to choose a name for it. When picking a name for an LLC, corporation, or limited partnership, you’ll need to distinguish it from any other business names already registered with the state and use proper designations such as “LLC” or “Limited Liability Company,” as applicable, in your startup’s name. You can check for available names by visiting Connecticut’s Business Startup Tool.  
  • You need to identify and obtain a registered agent. A registered agent “is a responsible third-party who is registered in the same state in which a business entity was established and who is designated to receive of process notices and correspondence on behalf of the corporation or LLC.”
  • Next, you’ll submit your formation forms to Connecticut’s Business Services Division.
  • Depending upon your chosen entity for your startup, you need to understand the annual filing requirements in addition to any state tax due. For example, for registering a corporation, you must pay a $250 filing fee. If you register as a limited liability company, you must pay a filing fee of $120.
  • Connecticut offers a robust program — called the Set-Aside Program — for small businesses and minority-owned businesses, to provide opportunities “for improved economic growth.” Additionally, the Set-Aside Program identifies the steps to be taken to achieve small or minority business (SBE/MBE) certification.

Connecticut is home to just over 350,000 small businesses, employing almost 750,000 people in the state. Industries leading the way in Connecticut’s small business sector include health care and social assistance, accommodation and food services, manufacturing, and retail trade. Connecticut is also home to fourteen 2021 Fortune 500 companies, including Cigna, Hartford Financial Services, and Stanley Black and Decker.

If you are considering Connecticut for your startup, this article will explore how and where to register a startup in Connecticut, focusing on what you should do each step of the way.

When Do You Need to Register a Business in Connecticut?

When you register a business in Connecticut, you'll need to satisfy several requirements to register your startup compliantly. Before registering your startup, it’s good to create a business plan and a roadmap for moving forward. 

In drafting your business plan, you’ll want to consider such factors as your marketing and sales approaches, location, and ownership percentages. For assistance, you can check with the U.S. Small Business Administration, which provides additional guidance for determining the feasibility of launching your startup, in addition to creating a business plan.

Once you’ve identified some of the basics about your operations, it is then time to register your start-up in Connecticut. Below, we've broken these requirements into a step-by-step process.

Determine Your Startup’s Entity Structure

Before you register your startup in Connecticut, you must determine its legal entity structure. Connecticut requires that the following business entities must be filed with the state’s Business Services Division:  

  • Limited liability companies
  • Corporations
  • General partnerships
  • Limited partnerships
  • Limited liability partnerships

Sole proprietorships do not need to be registered in Connecticut. Your chosen business entity determines how much you’ll pay in taxes, the documents you’ll need for registering and managing your startup, as well as the extent of your personal liability.

Keep in mind, that to file your startup legally, you need to determine if it is domestic or foreign. Domestic entities are those filed in Connecticut. Foreign entities are filed in states other than Connecticut but would like to conduct business in Connecticut. Of the entities listed above, founders must file both domestic and foreign entities with the state.

If you’d like further guidance on selecting a business entity, the state of Connecticut provides resources for your review. Additionally, you may want to consult with a business attorney or accountant experienced with Connecticut’s rules when choosing your entity type.

Choose Your Startup’s Name

In addition to choosing your startup's structure, you'll also have to choose a name for it. When picking a name for an LLC, corporation, or limited partnership, you’ll need to distinguish it from any other business names already registered with the state while using proper designations such as “LLC” or “Limited Liability Company,” as applicable, in your startup’s name. You can check for available names by visiting Connecticut’s Business Startup Tool.  

Additionally, if you’re not ready to register your startup in Connecticut, but you want to reserve its name,, you may reserve your business name for up to 120 days and then renew it for 120 days, if needed, giving you plenty of time to file your startup’s formation forms with the Secretary of State’s office. To reserve a name, you’ll pay a $60 filing fee.

If you choose to operate under a trade name (often called a DBA or “doing business as”), you’ll need to file for a trade name certificate with your local town clerk, not with the Secretary of State.

Identify Your Registered Agent

Next, you need to identify a registered agent. A registered agent “is a responsible third-party who is registered in the same state in which a business entity was established and who is designated to receive of process notices and correspondence on behalf of the corporation or LLC.”

To serve as a registered agent in Connecticut, the selected person or entity must reside in Connecticut (if an individual), be over 18, and have a Connecticut business address (if an entity). Specific to Connecticut, your registered agent is “required to sign your formation document and change of agent as proof of consent. If the agent does not sign, your formation document will not be accepted.” For online filing, your registered agent must respond to an email about the appointment.

If you ever choose to change your registered agent, you can file a Change of Agent form online, giving you the ability to appoint a new agent.

Suppose you want to explore whether to hire a registered agent or serve as one as yourself. In that case, you can consult additional resources provided by SCORE, a U.S. Small Business Administration partner.

Submit Your Formation Forms

Finally, after completing the above steps, it's time to submit your formation forms to Connecticut’s Business Services Division. For example, suppose you choose a limited liability company structure for your startup. In that case, you’ll file a Certificate of Organization, along with a filing fee of $120. Likewise, if you choose a limited liability partnership, you’ll file a Certificate for Limited Liability Partnership, along with a filing fee of $120 as well.

No matter the entity you choose, Connecticut’s Secretary of State’s office has standard, fillable forms for your use.

Where Do I Register a Startup in Connecticut?

Connecticut has a few requirements for where to register a business. We’ll walk through these steps below:

  1. Check the availability of your startup’s name.
  2. Register for an Employer Identification Number with the Internal Revenue Service.
  3. Identify your NAICS number.
  4. Then, file your entity documents, such as your Certificate of Organization, with Connecticut’s Secretary of State’s office. During this step, you’ll also choose your registered agent.
  5. Register your startup with Connecticut’s Department of Revenue Services, allowing you to operate in Connecticut and pay your business taxes online.
  6. Finally, check with your city and county to determine if you also must register for local taxes or any other required permits.

How Much Does It Cost to Register a Business in Connecticut?

Depending upon the chosen entity for your startup, you need to understand the annual filing requirements in addition to any owed state tax. For example, for registering a corporation, you must pay a $250 filing fee. If you register as a limited liability company, you must pay a filing fee of $120.

Additionally, if your startup is a corporation, a limited liability company, a limited liability partnership, or a limited partnership, you must file an annual report on your company. If you are a domestic corporation, your filing fee is $150. If you’re a foreign corporation, your filing fee is $435. On the other hand, if your startup is an LLC, your filing fee is $80, no matter if you’re a domestic or foreign LLC.

Depending on your startup, you’ll also have to budget for certain taxes, such as employment taxes, corporate income taxes, or business entity taxes. To get an idea of these budget line items, it’s best to consult a business attorney or accountant experienced with Connecticut’s tax code.

How to Register Your Startup as a Small or Minority Business Enterprise

Connecticut offers a robust program — called the Set-Aside Program — for small businesses and minority-owned businesses, helping to provide opportunities “for improved economic growth.” Additionally, the Set-Aside Program identifies the steps to be taken to achieve small or minority business (SBE/MBE) certification.

To be eligible to apply for an SBE certification, your startup’s principal place of business should be in Connecticut, with gross revenues not exceeding $20 million during the fiscal year just before submitting your application. To be eligible for MBE certification, you must satisfy the SBE requirements in addition to the following:

  • 51% of all eligible stock must be owned by a person who is a minority or has a disability, and
  • That person “[e]xercises operational authority over daily affairs of the business,” “[h]as the power to direct the management and policies and receive the beneficial interests of the business,” and “[p]ossesses managerial and technical competence and experience directly related to the principal business activities of the company.”

You can apply online, and upload all required supporting documents. Some documents that you’ll need to gather are your federal tax returns, formation documents, trade name certificates, partnership agreements, operating agreements, bylaws, stock certificates, and resumes of key employees. Of course, your supporting documents depend upon your startup’s legal entity.

There is no fee associated with this program. It’s free.

We can help!

At AbstractOps, we help early-stage founders streamline and automate regulatory and legal ops, HR, and finance so you can focus on what matters most — your business. If you're looking for help registering your Connecticut startup, we can get your documentation ready, overall shepherding this process to ensure it's done right. Drop us a note at hello@abstractops.com.

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