Summary
The fact that you may need to register with state agencies like Connecticut Business.CT.gov is a sneaky misconception that many folks miss.
However, with the rise of remote work, states have begun cracking down and levying penalties for those who (unknowingly) fail to register.
If you're considering operating in Connecticut, use this guide to:
- Explore the that triggers the need to register with the Connecticut Business.CT.gov, including criteria such as physical presence, economic activity, and advertising efforts.
- Determine where and how to register with the Connecticut Business.CT.gov.
- Understand additional requirements such as Registered Agents, registration with other state departments, and ongoing annual reports.
What criteria would trigger the requirement to register with the Connecticut Business.CT.gov?
What Constitutes "Doing Business" in Connecticut
Connecticut generally defines "doing business" (also called "transacting business") as engaging in regular or continuous business activity in the state for economic gain. This can include:
Physical Presence:
- Maintaining an office, store, warehouse, or other physical place of business in Connecticut.
- Owning or leasing real or tangible property in Connecticut.
Employees in Connecticut:
- Having employees who work and reside in the state.
Economic Activity:
- Selling products or services to Connecticut customers.
- Performing services within Connecticut.
- Regularly soliciting business in Connecticut, including through trade shows or a sales force.
Important Note: Even if a business does not have a traditional physical presence in Connecticut, it may still be considered as "doing business" in the state if it has significant economic activity within Connecticut's borders.
Specific Activities NOT Considered "Doing Business"
Connecticut law provides a list of activities that generally do not constitute "transacting business":
- Maintaining, defending, or settling any legal action;
- Holding meetings of board members or shareholders or carrying on other corporate activities concerning internal affairs;
- Maintaining bank accounts;
- Maintaining offices used exclusively for the transfer, exchange, or registration of corporate securities;
- Selling through independent contractors;
- Soliciting or procuring orders (where acceptance and fulfillment occur outside of CT); and
- Creating, acquiring, or lending on mortgages or security interests in real or personal property.
Where do I register, and what else is required?
- A Certificate of Good Standing is required
In addition:
A Registered Agent is required to serve as the company's physical in-state presence to receive important legal documents. Do not fall victim to the common misconception that you can leverage an in-state employee as your Registered Agent. It's far too risky.
You'll want to review the other registrations required in Connecticut. Here's a Connecticut specific guide we put together.
What is the registration fee?
The fee charged by Connecticut is $435.
How long does Connecticut usually take to process?
Connecticut usually takes approximately 3 - 4 weeks to process registrations.
What is required ongoing?
Each state has a complex schedule of required annual reports, which can vary by entity type. Let's take a look at Connecticut's:
C-Corporation
- Filing Date: March 31
- Filing Frequency: Annual
LLC
- Filing Date: March 31
- Filing Frequency: Annual
Non-Profit
- Filing Date: May 15
- Filing Frequency: Annual
There is an Easier Way
Automate registration and annual report tracking in AbstractOps.This guide should definitely help reduce some of the confusion for Connecticut. However, if you have multiple states to worry about, you may look to:
Automate state registrations and annual reports
Centralize email, snail mail, state ID’s, and registered agents, and
Take control of action items, eliminating risks before they become penalties.
Start the AbstractOps product demo to see how easy this can be.
Note: For the avoidance of doubt, nothing provided here shall contemplate, constitute or include tax or legal advice. Always double check with state agency websites for the most up-to-date requirements.
