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How to Incorporate a Business in Connecticut

Bizee helps entrepreneurs incorporate a business in Connecticut. File your Certificate of Incorporation for $0 + the $250 state fee, with a free first year of registered agent service.

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Connecticut corporation at a glance

Filing fee: $250 (online or by mail)

Processing time: [PROCESSING_TIME]

State agency: Connecticut Secretary of the State — Business Services Division

Annual report due: Annual report filed with the Secretary of the State; due date varies by entity

State tax rate: Connecticut corporate income tax: 7.5% flat rate on net income

How to incorporate in Connecticut

To incorporate a business in Connecticut, you file a Certificate of Incorporation with the Connecticut Secretary of the State. The state filing fee is $250 whether you file online through the Business.CT.gov portal or by mail. Once the state approves your filing, your corporation legally exists.

Most people find the process straightforward once they know what the state actually requires — the name rules and the registered agent requirement are the two things that catch people off guard.

Step 1: Choose a corporate name

Your corporate name must be unique in Connecticut and must include the word "Corporation," "Company," "Incorporated," or an accepted abbreviation like "Corp.," "Co.," or "Inc." Check name availability through the Connecticut Secretary of the State's business registry before you file.

Step 2: Appoint a registered agent

Connecticut requires every corporation to maintain a registered agent — a person or business with a physical Connecticut address who can receive legal documents on your behalf. The registered agent must be available during normal business hours. You can serve as your own registered agent, but many business owners use a registered agent service to keep their personal address off public records.

Step 3: File your Certificate of Incorporation

File your Certificate of Incorporation with the Connecticut Secretary of the State. The certificate needs to include your corporate name, the purpose of the corporation, the number of authorized shares, and your registered agent's name and address. You can file online at Business.CT.gov or by mail. The state filing fee is $250.

Step 4: File your Organization and First Report

After the state approves your Certificate of Incorporation, Connecticut requires you to file an Organization and First Report within 30 days. This report confirms your principal office address, the names and addresses of your directors and officers, and your registered agent. Missing this deadline can put your corporation out of good standing.

Step 5: Get an EIN and set up corporate governance

Apply for an Employer Identification Number (EIN) from the IRS at irs.gov/ein — it's free and takes about 10 minutes online. You'll need an EIN to open a business bank account, hire employees, and file federal taxes. Once you have your EIN, hold your organizational meeting, adopt bylaws, issue shares, and appoint officers. These steps establish your corporate records.

Connecticut corporation types: C Corp vs. S Corp

When you file a Certificate of Incorporation in Connecticut, the state forms a C Corporation by default. A C Corp is taxed as a separate entity from its owners, which means the business pays corporate income tax and shareholders pay tax again on dividends — this is the double-taxation trade-off that comes with the C Corp structure.

C Corporation

A C Corp is the right structure if you plan to raise outside investment, issue multiple classes of stock, or eventually go public. There's no limit on the number of shareholders, and foreign nationals can own shares. Connecticut taxes C Corp net income at a flat 7.5% rate.

S Corporation

An S Corp is a tax election, not a separate entity type. You form a C Corp first, then file IRS Form 2553 to elect S Corp status. With an S Corp election, business income passes through to shareholders' personal tax returns, avoiding the double-taxation issue. The trade-off: S Corps are limited to 100 shareholders, all of whom must be U.S. citizens or residents. A tax professional can help you figure out whether the S Corp election makes sense for your situation.

Connecticut incorporation fees and requirements

The main cost to incorporate in Connecticut is the $250 state filing fee for the Certificate of Incorporation. That fee applies whether you file online or by mail. Budget for additional costs depending on your setup — registered agent service, expedited processing if available, and annual report fees going forward.

  • Certificate of Incorporation filing fee: $250

  • Organization and First Report: required within 30 days of formation

  • Registered agent: required — must have a physical Connecticut address

  • Annual report: required each year to stay in good standing

  • EIN: required for taxes, banking, and hiring — free from the IRS

  • Corporate bylaws: not filed with the state, but required as part of your internal records

Corporate governance and ongoing compliance

Forming the corporation is the first step. Keeping it in good standing is the ongoing work. Connecticut requires corporations to file an annual report with the Secretary of the State each year. Missing the annual report deadline can result in the state administratively dissolving your corporation.

Beyond the annual report, good corporate governance means holding regular board and shareholder meetings, keeping minutes, maintaining a stock ledger, and keeping business finances separate from personal finances. Courts look at whether you've maintained these records when deciding whether to hold shareholders personally responsible for corporate debts — a process called piercing the corporate veil. Keeping clean records is one of the simplest ways to protect that separation.

  • File your annual report on time each year to stay in good standing

  • Hold annual meetings of the board of directors and shareholders

  • Keep written minutes of all board and shareholder meetings

  • Maintain a stock ledger showing all issued shares

  • Keep a separate business bank account — do not mix personal and business finances

  • Update your registered agent with the state if your agent changes

FAQ

The state filing fee for a Certificate of Incorporation in Connecticut is $250, whether you file online or by mail. That's the base cost to form the corporation. You'll also need to budget for a registered agent (if you use a service), the Organization and First Report, and annual report fees in subsequent years.

Yes. Connecticut does not require more than 1 incorporator to form a corporation. One person can be the sole incorporator, sole director, and sole officer. You'll still need to appoint a registered agent with a Connecticut address, but that can be a registered agent service rather than a separate person.

You can file your Certificate of Incorporation online through the Business.CT.gov portal, which is run by the Connecticut Secretary of the State. You'll need your corporate name, registered agent information, authorized share count, and the $250 filing fee. Online filing is generally faster than mailing a paper form.

A C Corp is the default structure when you file a Certificate of Incorporation. It's taxed as a separate entity, and shareholders pay tax again on dividends. An S Corp is a federal tax election — you file IRS Form 2553 after forming your C Corp to have income pass through to shareholders' personal returns instead. S Corps are capped at 100 shareholders, all of whom must be U.S. citizens or residents. A tax professional can help you figure out which structure fits your situation.

A registered agent is a person or business designated to receive legal documents — things like lawsuits, tax notices, and official state correspondence — on behalf of your corporation. Connecticut requires every corporation to maintain a registered agent with a physical address in the state. The registered agent must be available during normal business hours. You can serve as your own registered agent or use a registered agent service.

Connecticut offers access to a skilled workforce, proximity to major Northeast markets, and a range of state tax incentives for qualifying businesses — including credits for research and development and job creation. For businesses that operate primarily in Connecticut, incorporating in-state avoids the cost and complexity of registering as a foreign corporation. That said, the right state to incorporate in depends on your business model, investor expectations, and long-term plans. A legal or tax professional can help you weigh the options.

Your corporate name must be unique in Connecticut and must include "Corporation," "Company," "Incorporated," or an accepted abbreviation like "Corp.," "Co.," or "Inc." You can check name availability through the Connecticut Secretary of the State's business registry before you file. Reserving a name in advance is an option if you're not ready to file immediately.

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