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Connecticut Business Formation
Choosing the right business structure is one of the most important legal decisions you will make as an entrepreneur. The entity you select affects your personal liability, your taxes, and how you bring in partners or investors. At Harborage Law, we help Connecticut business owners form the right entity from day one so they can focus on building their business with confidence.
Business Entity Types We Form
Limited Liability Companies (LLCs)
A common choice for small businesses in Connecticut. An LLC offers liability protection, flexible management, and pass-through tax treatment by default. We prepare the Certificate of Organization filed with the Connecticut Secretary of the State and a written operating agreement tailored to your business, including for single-member LLCs.
Corporations (S-Corp and C-Corp)
If you plan to seek outside investment or issue stock, a corporation may be the right fit. We prepare the Certificate of Incorporation, bylaws, initial board resolutions, and stock certificates, and we can talk through whether an S-Corp election may make sense alongside your CPA.
Partnerships
For businesses with two or more owners, we form general and limited partnerships and draft partnership agreements that clearly define each partner's rights, responsibilities, profit sharing, and exit plans.
Sole Proprietorships and Trade Names (DBAs)
If you operate as a sole proprietor under a name other than your own, Connecticut requires a trade name certificate, filed with the town clerk in the town where the business is principally transacted (Conn. Gen. Stat. Section 35-1a). Certificates issued on or after January 1, 2025 are valid for five years. Not sure which structure fits? Our guide on sole proprietor vs. LLC in Connecticut compares the two.
Forming an LLC in Connecticut: The Short Answer
A Connecticut LLC is formed by filing a Certificate of Organization online at business.ct.gov. The state filing fee is $120, and every LLC files an $80 annual report each year between January 1 and March 31 (state fees as of October 2026). Under Connecticut law, a member or manager is not personally liable for the LLC's debts, obligations, or other liabilities solely by reason of being or acting as a member or manager (Conn. Gen. Stat. Section 34-251a). Our step-by-step guide on how to start an LLC in Connecticut walks through every filing.
Connecticut LLC State Fees (as of October 2026)
- Certificate of Organization:$120
- Application for Reservation of Name (optional):$60
- Annual Report (each year, January 1 to March 31):$80
- Change of Agent or Change of Business Address:$50
Government fees are set by the State of Connecticut and may change. The amounts above were current as of October 2026; please confirm the current fee on business.ct.gov before filing.
Frequently Asked Questions
How much does it cost to form an LLC in Connecticut?
The state fee for the Certificate of Organization is $120, and the annual report is $80 each year (as of October 2026). Our attorney fees are flat and quoted in writing before any work begins. Government filing fees and other third-party costs are separate, are your responsibility, and are passed through at cost. Harborage Law does not handle court or litigation matters, so your matter will not involve court costs or litigation expenses.
Does Connecticut require an operating agreement?
Every Connecticut LLC has an operating agreement, whether written, oral, or implied, including single-member LLCs (Conn. Gen. Stat. Section 34-243a). It is not filed with the state. When it does not address a matter, the default rules of Connecticut's LLC Act apply.
Can my LLC be its own registered agent?
No. The state's Certificate of Organization notes that an LLC may not be its own agent. A Connecticut resident, including a member, or a qualifying business entity can serve.
Can I use a P.O. box as my LLC's address?
Not for the principal office. The Certificate of Organization does not accept a P.O. box for the principal office address. The form's instructions state that a P.O. box is acceptable for the mailing address.
Does forming an LLC protect my business name as a trademark?
No. The USPTO's Basic Facts About Trademarks booklet explains that "a state's authorization to form a business with a particular name does not also give you trademark rights." Learn more about trademark registration.
Start Your Connecticut Business on Solid Ground
Schedule a free consultation with Harborage Law to talk through which entity type fits your goals. You are always welcome to file on your own using our step-by-step LLC guide.
General information only, not legal advice.