Connecticut Corporation

What is a Connecticut Corporation?

A Connecticut Corporation is a business formation that can be formed by one or more people by filing the formation paperwork with the Connecticut Business Programs Division. The Connecticut Corporation will be used for various business purposes. Financial transactions, corporation ownership distribution and public offerings are a few examples. There are a few requirements to operate and form a Corporation in Connecticut legally.

Connecticut Corporation Requirements

1. State Filing Fee of $250, plus $150 to submit your Organization and First Report Form ($400 total).
2. A Registered Agent located in Connecticut. See our service here.
3. Franchise Tax
4. Beneficial Ownership Information Report filing. Report due after company formation starting January 1, 2024.

Connecticut Corporation Structure

CT Corporations are structured legally with the Connecticut Articles of Incorporation. Like many states, the document for a Corporation formation is short and simple.

The required information to be listed:

• Corporation Name
• Authorized Shares
• Registered Agent
• Address
• Incorporator(s)

Connecticut Corporation Name

When you incorporate in Connecticut, you must select a name that adheres to state law. The name of your corporation must include one of the following designations:

1. Corporation
2. Incorporated
3. Company
4. Societa per Azioni
5. Limited
6. Corp
7. Co.
8. Inc.
9. S.p.A.
10. Ltd.

Societa per Azioni is a Italian term meaning: joint stock company.

Authorized Shares

Provide the total number of shares the corporation is authorized to issue. Refer to Fee Schedule for amount due:

The Franchise Tax shall be at the rate of one cent per share up to and including the first ten thousand authorized shares. One-half cent per share for each authorized share in excess of ten thousand shares up to and including one hundred thousand shares, one-quarter cent per share for each authorized share in excess of one hundred thousand shares up to and including one million shares for one-fifth cent per share for each share in excess of one million shares.

Connecticut Registered Agent

Duties of a Connecticut Registered Agent

1. Maintain a registered office (physical street address, not a PO box)
2. Remain open throughout the year during regular business hours
3. Accept all service of process and official business mail on behalf of clients
4. Contact clients when documents are accepted and forward documents to clients in a timely manner

Address

The business and mailing address will be listed. A Po Box is not acceptable.

Incorporator

List all incorporators with their address and have each incorporator sign the CT Corporation formation paperwork.

How to File a Connecticut Corporation

Steps in forming a Connecticut Corporation:

1. Selecting a Connecticut Corporation: Choosing a name for your new corporation is the first step to incorporating in Connecticut. The name must adhere to state law, and it cannot currently be in use by another business within the state. To see if your name is available, you can conduct a Connecticut Business Name Search.
2. Filing Formation Documents: In accordance with the Connecticut Business Corporations Act Chpt. 601, Sec. 33-636: to form a corporation, you must file a Certificate of Incorporation with the Secretary of State’s office. There is a $250 minimum fee ($100 filing fee and a minimum $150 franchise tax fee). In addition to the Certificate of Incorporation, you must also file an Organization & First Report in order to record the officers and directors of the corporation. There is a $150 filing fee. This must be filed within 30 days after formation.
3. Designating a Registered Agent: A Connecticut registered agent is appointed to accept service of process and other business mail on your behalf. You must select a registered agent on your Certificate of Incorporation, and the agent must sign their consent to represent you. Your corporation cannot appoint itself as its own registered agent.
4. Writing Corporate Bylaws: The ownership and management of your corporation is detailed in your corporate bylaws. This is the most important document in your business. It not only designates the initial shareholders (owners), but also the initial directors and corporate officers, their duties, rights and responsibilities, how shares can be bought and sold, as well as annual shareholder meeting times and procedures.
5. Opening Business Bank Accounts: After you incorporate in Connecticut, you will need to open business accounts for your company. These accounts will be used to process all incoming credits and make all outgoing payments.
6. Filing Annual Report, Franchise Tax and Business Entity Tax: Once you form a corporation in Connecticut, you will be required to file an Annual Report each year. The report is due by the last day of your anniversary month. The report can be filed online at the Secretary of State website. You must also pay the annual franchise tax, which is based upon your corporation’s amount of authorized shares of stock (minimum fee is $150).Connecticut businesses are also required to pay a biennial Business Entity Tax to the Department of Revenue. This tax is $250 and can be paid online.
7. Submit Beneficial Ownership Information Report: You must a file a BOI report with the Financial Crimes Enforcement Network after formation, starting January 1, 2024. The BOI report is free to file and must be submitted online.

Additional Resources: 
How to Start a Connecticut Corporation
How to Form a Connecticut Corporation (paper option)

How Do I Calculate the Franchise Tax Fee?

When you form a corporation, and every year after, you will be required to pay a franchise tax fee. The fee is calculated as follows:

• One cent per share up to and including the first 10,000 shares
• One-half cent per share for each share above 10,000 up to 100,000
• One-quarter cent per share for each share above 100,000 up to 1,000,000
• One-fifth cent per share for each share in excess of 1,000,000

The franchise tax fee is set at a minimum $150, which accounts for 20,000 shares.

Federal Beneficial Ownership Information Report Filing

Starting January 1, 2024, most newly-formed corporations are required to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN) following company formation. On your report, you’ll need to disclose some basic details about your company and those with the most control over your corporation’s profits and operations. Save yourself from the additional paperwork with our $25 BOI report filing service.

Why Hire Corporate Filing Solutions to Form Your Connecticut Corporation?

Starting your Corporation in Connecticut shouldn’t be a hassle or a time consumer. That’s why we offer Filings Made Easy™ to make starting a Corporation in Connecticut super easy.

Hire us and relax while our filing experts form your new Connecticut Corporation. Our staff will process orders the same business day as they are received. To make things even easier, we bundle the first year of registered agent service and ensure your Connecticut Corporation comes fully equipped and ready to do its job.

Start your Corporation in Connecticut and get Registered Agent service for as low as $55 a year.