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How to File a Limited Liability Company in the State of Connecticut

In this article, we will go through several steps of how to form a limited liability company in the State of Connecticut and taxation and report filing requirements thereafter.

The initial requirement of filing a certificate of the Organization:

Any person who chooses to form a limited liability company in the State of Connecticut is required to file a Certificate of Organization either hard copy or online with the Business Service Division of the Secretary of State. You need to provide the following information on certificate of organization for your LLC filing:

  • Name of your Business: It should include words LLC or L.L.C. Name should be clear, distinct and distinguishable from all business activities names on record with the office.
  • Complete mailing address of the Principal Office of the LLC.
  • Details of the registered agent who can either be an individual or a business entity.
  • Details of the members/managers of the LLC.
  • Email address of the business.
  • Name and signature of the person forming the LLC.
Certificate of organization can either be filed online or by mail by downloading a form from Business Service Division of the Secretary of State website.

The filing fee is $ 120 non refundable. Further, if you are filing the same by mail you will have to pay extra $55 for obtaining a certified copy of the certificate.

It takes 2 to 3 days to approve your LLC with the State. Once approved, you will get a copy of the certificate along with the acceptance letter.

Can I be the registered agent for my own LLC?

Certificate of organization form mentions that an LLC may not be its own registered agent in the State of Connecticut. You can appoint an individual or a business entity to be your registered agent. Responsibilities of a registered agent include accepting documents and legal notices on behalf of an LLC, represent LLC in legal disputes. Registered agent has to sign his acceptance for the same appointment.

Do I need to have an operating agreement in Connecticut?

Though the requirement of operating agreement is not mandatory in Connecticut, however, it is required for the activities of the business. It can be a verbal or written agreement between the members of a business regarding the profit and loss sharing, contributions among members, distribution of assets in case of winding up of the business. You can always consult a professional to advise upon whether you need one or not.

There is no State requirement to file an operating agreement with the certificate of organization, but same should be kept at the business place of the LLC.

How can you get EIN an EIN for a new business?

An EIN is your business identification with the IRS to pay taxes, open a bank account. Getting an Employer Identification number for your business is a simple process. You can get it from the IRS website by applying online. Please make sure that your LLC has been approved by the secretary of state before you apply for the EIN.

What is an annual report and why do I need to file one?

When you file your business with the state, you need to update your business, ownership, office and contacts information every year through a report which is called annual report. State of Connecticut has a requirement for every business entity to file an annual report even if your business is not generating revenue or making profit.

What is the filing fee for annual report and when it is due?

The fee for filing the annual report is $ 20 for both Domestic and Foreign LLC and it can only be filed online. The annual report is due in the following year in which the LLC is formed between the months of January and March.

What are the consequences of not filing an Annual report?

Failure to file annual report may dissolve your Limited liability Company and you may not receive Certificate of good standing for your business.

What is a Business Entity tax in the State of Connecticut?

A tax is applied to your Limited Liability Company who is registered with the Connecticut or an LLC who obtain a Certificate of Authority from Secretary of State to conduct business in the Connecticut.

What is the amount of Business Entity Tax and when it is payable?

The Business entity tax is $ 250 and it is payable every other taxable year for two year tax amount.

For Example:

Tax Year Tax Due on
01 Jan 2018 to 31st Dec 2018 15 April 2020
01 Jan 2019 to 31st Dec 2019 15 April 2020

How can I pay business entity tax for my LLC?

Once your LLC is registered with the State, you can access Taxpayer service Centre TSC with your tax registration number and personal identification number to fill online form.

You can also download a form OP-424 and submit it to the Department of Revenue Services.

Is there any penalty for late filing of tax?

Failure to file Form OP-424 and pay tax on the due date may impose a penalty on your business which is $ 50 plus interest of 1% per month accrues from the date payment is due till the date tax is paid.

What are the other taxes in the State of Connecticut?

Sales Tax: Sales tax rate in Connecticut is 6.35%. There is no county or city sales tax rate in the State.

Income Tax: The Connecticut personal income tax rates are ranging from 3% to 6.99% maximum on annual income slabs starting from $ 10,000 to 50,001 onwards.

Unemployment Insurance Tax: If you have hired staff for your business, you may be subject to the unemployment insurance tax under the department of labor, State of Connecticut.

Connecticut Withholding Tax: If you have employees and has setup an office or doing business in the State, You have to withhold income tax from the salaries. But in order to withhold the tax, you have to get registered with the Department of revenue, State of Connecticut for the state tax registration number.

How Can you apply for a Connecticut tax registration number?

You can either file Form REG-1 (Business tax registration form) or apply online at taxpayer service centered on the Department of revenue website. Once the application is submitted and approved, you will get your tax registration number within 10 to 15 days.

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