HOW TO FORM A LLC IN RHODE ISLAND ONLINE
Do I need a lawyer to Form a LLC in Rhode Island?
explain
The short answer is no.
The state of Rhode Island does not legally require a lawyer to form a
Rhode Island Limited Liability Company (LLC).
Our detailed
LLC Information page may help you understand some
of the implications of forming a
Rhode Island LLC.
However, if there is
anything about
Forming a LLC in Rhode Island
that you're not sure about you should seek the advice of a competent Rhode Island lawyer, a Rhode Island accountant,
or a Rhode Island Business advisor
before you
form a LLC in Rhode Island.
Once you have made the decision to
Form a LLC in Rhode Island, a Rhode Island lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and
save money that you can use in your new
Do I have to Reserve a Company Name before I Form a LLC in Rhode Island?
explain
You are not legally required to reserve a Company Name for a new Rhode Island LLC before you submit your application to
Form a LLC in
Rhode Island.
Whether or not you need to reserve a company name for your new Rhode Island LLC depends entirely on your business situation.
The Rhode Island Secretary of State uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Rhode Island Company Name.
What if the Rhode Island LLC Name I want is already taken?
explain
If the Name you have chosen for your new Rhode Island LLC is already in use by a currently active
Rhode Island Corporation or LLC, and you still want to use that LLC Name, then you will have to register a DBA Name with the Rhode Island Secretary of State. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new Rhode Island LLC is available before we submit
your new LLC filing to the Rhode Island Secretary of State.
If necessary we can register a DBA Name in Rhode Island for you so that you can open your new Rhode Island business as quickly as possible.
What do I have to do to Form a LLC in Rhode Island?
explain
6 things you have to do in order to Form a LLC in Rhode Island.
- Choose a name for your Rhode Island LLC
- Select an official address and a Registered Agent for your Rhode Island LLC
- Determine who will be Members and who will Manage your Rhode Island LLC
- Determine how you want your Rhode Island LLC to be taxed
- File Articles of Organization with the Rhode Island Secretary of State
- Get a Federal Employer Identification Number (FEIN) for your Rhode Island LLC
- Choose a name for your Rhode Island LLC
Your Rhode Island LLC name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the Rhode Island LLC name that you choose must be distinguishable from the name of any other registered Rhode Island LLC or other
registered Rhode Island business entity, such as a Rhode Island Corporation or LLP.
The LLC name must also be different from any reserved names on record with the state of Rhode Island.
Your Rhode Island LLC name must not imply that it was formed for a purpose other than that stated in your
Articles of Organization;
and your Rhode Island LLC name must not be a name that is likely to mislead the public.
The name of a Rhode Island LLC must include the word "LLC" or
"Limited Liability Company" or an abbreviation of one of these words.
It's important to choose a good name for your Rhode Island LLC because if you want to change it after you
Form a LLC in Rhode Island you
will have to file amended Articles of Organization with the Rhode Island Secretary of State (and pay a fee). We will:
- Check to make sure that your Rhode Island LLC name is available
- Make sure your Rhode Island LLC name conforms to state of Rhode Island regulations
- Reserve your Rhode Island LLC name with the Rhode Island Secretary of State
- Select an official address and a Registered Agent for your Rhode Island LLC
Every Rhode Island LLC must have an address that is physically located in the state of Rhode Island.
This address is "registered" with the Rhode Island Secretary of State.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Rhode Island to receive all correspondence on behalf of the Rhode Island
LLC is called a "Registered Agent" or "Agent for Service of Process".
You may act as your own Registered Agent, however, many Rhode Island LLCs hire a Registered Agent because they don't have a physical
address within the state of Rhode Island or to provide a distinct level of privacy.
We can act as the official Registered Agent for your Rhode Island LLC.
- Determine who will be Members and who will Manage your Rhode Island LLC
The owners of a Rhode Island LLC are called Members - not Partners or Shareholders.
(a Rhode Island Limited Liability Company does not issue stock).
Members make all business decisions and realize the financial benefits generated by the Rhode Island LLC.
Division of ownership and distribution of profits are decided by private agreement among the Members.
Each Rhode Island LLC must have at least one Member.
Members need not live in the state of Rhode Island or be citizens of the United States.
Managers are responsible for the day to day operation of the Rhode Island LLC.
Members elect or appoint Managers and have the power to remove them.
Managers may or may not be Members of the Rhode Island LLC.
Management for your Rhode Island LLC may be defined in your Articles of Organization or, more commonly, in an Operating Agreement.
- Determine how you want your Rhode Island LLC to be taxed
The IRS does not recognize a Limited Liability Company as a classification for federal tax purposes.
Rhode Island LLC Members can elect for the IRS to tax the LLC as a sole proprietorship, partnership, C Corporation, or S Corporation.
This decision may be made after the Rhode Island LLC is created.
If a single Member Rhode Island LLC does not declare a tax classification it is taxed the same as a sole
proprietorship.
A multiple Member Rhode Island LLC that does not declare a tax classification is taxed as a general partnership.
More specific federal LLC tax information can be found at the
IRS web site.
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Rhode Island LLC and include it with
your LLC formation documents.
- File Articles of Organization with the Rhode Island Secretary of State
A Rhode Island Limited Liability Company is a type of business that is authorized by the state of Rhode Island - not by the federal government.
In order to form a LLC in Rhode Island you must file Articles of Organization with the Rhode Island Secretary of State.
The Articles of Organization must include certain specific information about your Rhode Island LLC.
If the Articles do not conform exactly to state of Rhode Island requirements they will be rejected. 
You may subsequently amend the Articles of Organization for your Rhode Island LLC but you will have to pay a fee to the state of
Rhode Island in order to make the changes official.
We can prepare and file your Articles of Organization with the Rhode Island Secretary of State.
We've been doing it for over 10 years.
- Get a Federal Employer Identification Number (FEIN) for your Rhode Island LLC
A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your Rhode Island LLC.
All Rhode Island LLCs electing to be taxed as a C-Corporation or S-Corporation are required to have a FEIN.
If you do not elect to have your Rhode Island LLC taxed as a Corporation you may still need to get a FEIN if it is composed of multiple members or
if you plan to have employees.
If you plan to form a Single Member Rhode Island LLC you may not need a separate FEIN for the LLC if you have no employees.
The sole Member of a Single Member Rhode Island LLC may be able to use his or her Social Security Number instead of applying for an FEIN.
You may request a FEIN for your Rhode Island LLC for banking or state tax purposes, but an FEIN may not be required for federal tax purposes depending
on your business circumstances.
We can get a FEIN for your Rhode Island LLC as soon as it is approved by the Rhode Island Secretary of State.
What do I have to do after I form my Rhode Island LLC?
explain
5 things you have to do after you Form a LLC in Rhode Island.
- Conduct an Organizational Meeting and adopt an Operating Agreement
- Open a Business Bank Account in Rhode Island for your RI LLC
- Obtain Business Licenses from the cities and counties in which you plan to do business
- File the required Rhode Island LLC reports
- Keep proper records of your Rhode Island LLC on file
- Conduct an Organizational Meeting and adopt an Operating Agreement
An Operating Agreement defines the rules by which your Rhode Island LLC will operate.
It is the core document that is referred to when issues concerning your LLC need to be resolved.
Operating Agreements may include requirements for almost anything that involves the management and operation of your Rhode Island LLC.
By having an Operating Agreement all Members will be provided with a clear set of rules they have agreed upon thus reducing the likelihood of
disagreement in the future.
Items commonly included in an Operating Agreement for a Rhode Island LLC:
- Rights and duties of Members
- Member contributions
- Record keeping and reporting requirements
- Distribution of profits
- Allocation of losses
- Management duties
- Meeting requirements
- Voting requirements
- Admission and termination of Members
- Dissolution procedures
Although an Operating Agreement is not required in the state of Rhode Island, if you plan to form a multiple Member Rhode Island LLC
it is highly advisable to have one.
Having an Operating Agreement will save you a lot of time and money should conflict arise down the line.
As your Rhode Island LLC grows over time, you may amend your Operating Agreement as necessary.
When your Rhode Island LLC has an Operating Agreement your business will be governed by your own rules and not some canned business rules created by
the state of Rhode Island.
- Open a Business Bank Account in Rhode Island
It's very important that you have a separate business bank account for your Rhode Island LLC.
Mixing personal and business funds may get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account for your Rhode Island Limited Liability Company.
Specific requirements vary from bank to bank.
In most cases you will need a FEIN, a copy of your Rhode Island LLC Articles of Organization, and a resolution identifying authorized signers
if those names are not listed in the Articles.
- Obtain Business Licenses from the cities and counties in which you plan to do business
Note that forming a Rhode Island LLC doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A Rhode Island LLC merely creates an ownership structure that limits the owner's personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your Rhode Island LLC you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your Rhode Island LLC vary depending on your business activities
and the specific locations within the state of Rhode Island in which you want to conduct business.
If your Rhode Island LLC will be selling products in Rhode Island you may be required to obtain a Reseller's Permit from the appropriate
Rhode Island state agency.
If your Rhode Island LLC will be selling products in Rhode Island you will also be responsible for all applicable local and state of Rhode Island
sales taxes if there are any.
We can research and prepare the necessary forms for your required business licenses and permits and include them in your Rhode Island LLC package.
- File the required Rhode Island LLC reports
Each Rhode Island LLC must file a with the Rhode Island Secretary of State.
The Rhode Island includes basic information about your Rhode Island LLC.
Failure to submit a properly completed Rhode Island to the Rhode Island Secretary of State on or before the
due date may subject the Rhode Island LLC to being administratively dissolved in the state of Rhode Island or having its authority to
transact business in the state of Rhode Island revoked by the Rhode Island Secretary of State.
Penalties may accrue if you fail to file any Rhode Island LLC to the Rhode Island Secretary of State
by the due date.
- Keep proper records of your Rhode Island LLC on file
Keep the following records on file and available at the principal business office of your Rhode Island LLC:
- Names and addresses of all Members and Managers of the Rhode Island LLC
- Articles of Organization for the Rhode Island LLC and any Amendments to them
- Copies of all tax returns and reports for the Rhode Island LLC for the last 3 years
- If the Rhode Island LLC has an Operating Agreement, a copy of the Operating Agreement and any Amendments
- Copies of any LLC Resolutions which have been adopted by the Rhode Island LLC
What information do I need in order to Form a LLC in Rhode Island?
explain
In order to Form a LLC in Rhode Island you'll need the following information about your new Company:
- The name of your new Rhode Island LLC along with your second choice of a name in case the name that you want is not available
- Physical address of the LLC office in Rhode Island (not a PO Box)
- Name and address of your Rhode Island Registered Agent (not a PO Box)
- Who is going to manage the day to day operation of your Rhode Island LLC
- Names and addresses of each Manager of your Rhode Island LLC
- When your Rhode Island LLC will start and when it will cease to exist (normally the LLC starts on the date the application is filed and will exist perpetually)
You do not have to name the Members of a
Rhode Island LLC in the Articles of Organization.
While you are not required to name the Members of a new Rhode Island LLC you still may include Member information with your initial
Rhode Island LLC filing.
Remember -
ALL the information that you provide when you Form a LLC in Rhode Island becomes part of the public record.
Our data entry forms include the
absolute minimum amount of information that is required in order to Form a Limited Liability Company in Rhode Island.
How long does it take to Form a LLC in Rhode Island?
explain
Processing times for new Rhode Island LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Rhode Island takes the state around 8-10 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your Rhode Island LLC.
PLEASE NOTE: WE CANNOT GUARANTEE RHODE ISLAND SECRETARY OF STATE PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the Rhode Island Secretary of State.
In our experience 8-10 business days is the time it
usually takes the Rhode Island Secretary of State to process
a new Rhode Island LLC application.
We get your Rhode Island LLC application to the RI Secretary of State ASAP. Once it is at the state we have no control over the new Rhode Island LLC application process.
How much does it cost to Form a LLC in Rhode Island?
explain
The state of Rhode Island charges $161.00 to form a new LLC.
This is the cost of filing and getting a Certified Copy of your Articles of Organization from the RI Secretary of State.
If you choose All Business Documents to help you form your LLC in Rhode Island, our processing fees are $125.00.
We start processing your new Rhode Island LLC order as soon as we get it.
Total cost includes:
- Name Check and Reservation
- Prepare Articles of Organization
- File Articles of Organization with the Rhode Island Secretary of State
- Certified Copies of Articles
- Rhode Island LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
Rhode Island Foreign LLC Qualification
explain
You want to do business in the state of Rhode Island but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of Rhode Island you must register with the Rhode Island as
a Rhode Island Foreign LLC.
The process of registering as a Foreign LLC in the state of Rhode Island is called Rhode Island LLC Foreign Qualification.
The process of Rhode Island LLC Foreign Qualification is similar to the process of forming a Domestic LLC in the state of Rhode Island.
Your original formation documents (usually called Articles of Organization) and LLC Operating Agreement apply to your Rhode Island Foreign LLC.
The Members and Managers of your Domestic LLC have the same roles in the Rhode Island Foreign LLC.
RHODE ISLAND ONLINE LLC COST ESTIMATOR
Our RI LLC Processing Services include:
(These services are included in our processing fees)
Optional Rhode Island LLC Services
(Choose options, cost is updated automatically)
- Express Mail - $35
explain
If you really need your original approved Articles of Organization in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the Rhode Island Secretary of State's processing time.
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S-Corporation Election - $50
explain
S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any Rhode Island Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your Incorporation documents.
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RI Registered Agent - $135
explain
Every Rhode Island LLC is required to have an address within the state of Rhode Island where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of Rhode Island to receive all correspondence
on behalf of the LLC is called a Registered Agent.
You may act as your own Registered Agent, however, many LLCs hire a Registered Agent because they don't have a physical address within
Rhode Island or to provide a distinct level of privacy.
We can act as your Rhode Island LLC Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your RI Registered Agent services.
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Customized Operating Agreement - $75
explain
An Operating Agreement defines the rules by which a Rhode Island LLC must operate.
Operating Agreements may include requirements for profit sharing, ownership responsibilities and almost anything else that
involves the management and operation of the Rhode Island LLC.
Although an Operating Agreement is not required in the state of Rhode Island, it is highly advisable to have one for your Rhode Island LLC.
As your Rhode Island LLC grows over time, you may amend your Operating Agreement as necessary.
You do NOT file an Operating Agreement with the Rhode Island Secretary of State. It should be stored in a secure location along with your other LLC documents.
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RI Good Standing Certificate - $72
explain
A Rhode Island Good Standing Certficate is proof of the existence of your new Rhode Island LLC.
The Certificate is issued by the Rhode Island Secretary of State and is proof that your RI LLC is not behind on any
of its Rhode Island Secretary of State Corporate obligations.
A Rhode Island Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of Rhode Island or in any other state.
We can get your Rhode Island Good Standing Certificate immediately after the Rhode Island Secretary of State has approved your Articles of Organization.
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Federal EIN - $65
explain
An FEIN is like a Social Security Number for your Rhode Island LLC.
We can get your FEIN on the same day that your Articles of Organization are approved by the Rhode Island Secretary of State.
You can get your FEIN before your articles are approved by the Rhode Island Secretary of State but it's a good idea to wait until
after approval.
Your filing may be rejected or the LLC name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
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LLC Kit and Seal - $99
explain
While you're not required to have a LLC Kit and Seal for your new Rhode Island LLC they do come in handy.
The RI LLC Kit consists of a beautiful customized binder, member certificates, a member ledger
and your custom LLC Seal.
The LLC Seal is used to emboss important company documents, such as member certificates.
The binder also includes dividers so you can use it for all of your Rhode Island LLC record keeping.
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Business License Research - $175
explain
Most new Rhode Island LLCs are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.