How to Form a C Corp in Connecticut

Choose a unique name for your C corporation

The first thing that every new business needs is a name. For a name to be accepted by the government, it must not be used by any other company in Connecticut. A unique name will also help your business stand out against competitors and be more memorable to customers.

As well as having a unique name, Connecticut’s state guidelines also specify that corporations must have the words “Corporation,” “Company,” or a similar word or abbreviation in their company name.

Reserve your corporation name

Entrepreneurs who are interested in incorporating in Connecticut have the option to reserve their corporate name. While this is an optional step, it is recommended that you do this so you won’t lose the name before completing the incorporation process.

The Connecticut Secretary of State allows business owners to reserve their names for up to 120 days. This reservation also comes with a small fee of $60.

Determine your registered agent

Finding a suitable registered agent is required by all new C corporations in Connecticut. A registered agent handles essential papers for your business, including legal notices and tax forms. They will inform you of any documents they receive to help the business stay organized and run smoothly.

The agent must have a physical address in Connecticut. You can choose someone you are close to or hire a professional or company to be your agent. Registering as your agent is possible, though many companies hire professionals for simplicity and legal safety reasons.

File the Certificate of Incorporation

You must submit the Certificate of Incorporation to start a C corporation in Connecticut. This legal document contains the information to create your company officially. This information includes your business name, purpose, and registered agent’s name and address.

You can file the Certificate of Incorporation online or by mail with the Secretary of State. No matter which method you choose to file by, this process will require a fee of $250.

Create corporate bylaws

Corporate bylaws are rules for how a company operates. They help everyone know what to do, how and when to hold meetings and other vital corporate tasks. A meeting should be held with the board of directors to adopt these bylaws.

Corporations in Connecticut are not required to have corporate bylaws, but many choose to create them since they help the company run smoothly.

Distribute stock to shareholders

Shareholders are investors who hold partial ownership over C corporations. These shareholders are given stock by the business owner, which determines their level of ownership and influence over the company’s operations. As shareholders, they also have a say in important matters, such as electing the board of directors and approving major business decisions.

Get your Employer Identification Number (EIN)

All new business owners must apply for an Employer Identification Number. The IRS gives this number, which is necessary for filing business taxes and payroll if the business has employees. Having an EIN also allows business owners to open a business bank account to separate their personal and business finances.

Get necessary permits and business licenses

Businesses that operate in specialized industries will likely be required to obtain specific licenses. These licenses can be related to healthcare, passenger transportation, land use, etc. Determining which licenses you need before operating your business is vital to avoid future legal complications.

For more information on permits and licenses, visit Connecticut’s Department of Consumer Protection website.

Register for state taxes

Registering for state taxes is a requirement for all taxpayers in Connecticut. Connecticut allows businesses to register for sales taxes through their online myconneCT registration application. This registration will give you all the information needed to file taxes.

Applying for the registration may include a small fee. View the Connecticut State Department of Revenue Services website for more information on these fees.

File annual reports

After completing the previous steps, you must send a report to the Secretary of State. This report will include a small fee of $150 and provide the government with information about your business. All C corps must submit this report once a year.

• Unlimited shareholders: C corporations do not have a limit on their number of shareholders. Having no limitation on the number of shareholders allows more investors to contribute to your business, potentially accelerating growth. Any risk involved is spread among a larger group, meaning there is less risk for individual shareholders.
• Trustworthiness: Incorporating your business makes it appear more professional. Having more credibility makes it easier for companies to attract investors and customers.

• Liability protection: One benefit of a C corp is limited liability. This limitation means owners are not personally responsible for business debts, protecting their assets from business-related legal action. 
• Tax benefits: While they are subject to corporate taxes, C corps can also extend tax-deductible benefits to employees, providing further financial flexibility.