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Welcome to our tutorial for forming a business in the state of Connecticut. Our registration guides will cover the filing of corporations (stock, non-stock, foreign, religious), LLCs, and partnerships (LP, LLP). All filings must be completed by downloading the appropriate PDF form and mailing it along with the filing fee to the Secretary of the State. The price of each filing will depend upon the type of entity, with the cheapest being foreign non-stock corporations, the most expensive being foreign stock corporations. The information provided below will outline the various filings and functions we’ve covered in our many pages; we encourage you to click on the link found in each summary to gain access to a more in-depth analysis of the function.

Start a Business Entity in Connecticut

Search for a Business Name

A Business Name Inquiry can be useful if one wants to check if their desired operating name for their business entity is available within the state of Connecticut. This function, found on the Secretary of State website, will also enable you to research the detailed information of any business entity on file. We often recommend that, prior to registration, filers use the business entity search function to ensure that their filing won’t be rejected on the grounds of an unoriginal designation. Click on the link found in the paragraph to access our online tutorial detailing the various ways in which this inquiry can be performed.

How to File in Connecticut

Step 1 – The first step to the formation of any entity in Connecticut is the choosing of your company’s name. As we’ve mentioned in the previous paragraph, this name should be cross-checked with the Secretary of State business name database through the use of the Business Entity Search function. Foreign entities whose name is already registered with the Secretary of the State with a different business may use a fictitious name instead. This is now an opportune time to perform a Name Reservation if additional time is needed to prepare for registration.

Step 2 – Once the name of choice has been proven completely original or a fictitious name has been provided (foreign entities only), you may now decide on what type of entity you would like to form. Click on the link below that is associated with your choice to access a more detailed step by step guide on how to register your business

Chapter 601 Sec. 33-656, Chapter 613 Sec. 34-103, and Chapter 610 Sec. 34-13a of the Connecticut State Statutes state that a name can be reserved for a period of no more than 120 days prior to filing for formation. Unfortunately, this procedure cannot be done online. Instead, those wishing to prevent other entities from registering under their name must fill Form CNR-1-1.

Often referred to instead as a certificate of good standing, the Certificate of Legal Existence is used as proof of the proper filing of annual reports and compliance to state statutes regarding the business entity type in question. This certificate can be obtained online for a fee. Usually, a document of this variety, one that proves the validity of the entity in question, is used when registering with foreign jurisdictions or when requesting financing.

Connecticut Agreements

The below agreements are all similar in nature as they all are used to detail how each entity will be managed and governed. Essentially a binding agreement among managing members will enable to initial organizers of a business (e.g. board of directors) to properly organize the entity’s internal affairs. The information submitted will most like include the initial capital contributions of each member as well as their liability, responsibilities, and rights. The partnership and operating agreement as well as the corporate bylaws are not required by the state upon formation but should instead be filed at the principal place of business.

Employer Identification Number

All corporations, partnerships, and almost all LLCs must obtain an Employer Identification Number from the IRS website after they’ve officially formed. This number is used by the Internal Revenue Service to identify each employer operating in the United States that pays withholding taxes on employees. This number can easily be applied online or through the PDF Application (SS-4) free of charge. Business operators will find it nearly impossible to perform any kind of financial transaction without an EIN.

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