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Basic
$199
Fees for filing legal documents to register or maintain a business.
02 weeks processing
Agent fee
Registered Address
Document filing with the Secretary of State
Standard
$499
Fees for filing legal documents to register or maintain a business.
05 days processing
Includes everything in basic package
Comprehensive name check
Preparation of Articles of Incorporation
Lifetime customer support (phone & email)
Federal Tax ID (EIN) Obtainment Service
Premium
$599
Fees for filing legal documents to register or maintain a business.
01 day processing
Includes everything in standard package
2 hours of free tax consultation
Key Points for Rhode Island LLCs
Quick & Simple Formation
Rhode Island offers a fully digital filing system, making LLC formation fast and efficient, with approvals typically issued within 1–2 business days.
No Residency Requirement
You don’t need to be a Rhode Island resident or U.S. citizen to start an LLC in the state, making it accessible for both domestic and international founders.
Liability Protection & Flexibility
LLCs in Rhode Island provide strong personal asset protection, with flexible management structures and pass-through taxation benefits.
Understanding Rhode Island LLCs
A Rhode Island LLC combines the liability protection of a corporation with the tax and managerial flexibility of a partnership, making it appealing for business owners who want legal security without complex corporate formalities.
What is a Rhode Island LLC?
It’s a legal entity formed under RI law by filing Articles of Organization with the Rhode Island Secretary of State. It requires a registered agent with physical address in Rhode Island, allows either member-managed or manager-managed structure, and must comply with state naming, operating, tax and reporting requirements.
A Rhode Island LLC offers several benefits, including:
Pass-through taxation so profits/losses flow to members, avoiding entity-level state income tax. Straightforward compliance: clear deadlines for annual reports, moderate fees, predictable ongoing obligations. Accessible to non-residents and flexible with internal governance.
Why choose an LLC in Rhode Island?
Choosing a Rhode Island LLC gives you strong personal asset protection, predictable formation and maintenance costs, and a relatively simple regulatory environment. It works particularly well for small and medium-sized business owners who want protection without overburden.
Key Benefits Include:
Privacy Protection
Predictable Taxes
No Double Taxation
Legal Environment
Business Credibility
Clear Guidelines
Pros and Cons of an LLC in Rhode Island
Starting a Rhode Island LLC: Benefits
A Rhode Island LLC limits owner liability, has moderate startup cost, and recurring maintenance cost. It offers flexibility in management and good legal framework.
Taxation of a Rhode Island LLC
By default, LLCs are taxed as pass-through entities. Members report income on personal returns. The state also imposes an annual minimum charge for some LLCs when electing specific tax status.
Starting a Rhode Island LLC: Drawbacks
If you miss the annual report deadline (May 1), there’s a late fee plus risk of losing good standing. Registered agent requirement and possible license or permit fees depending on business type add extra cost/complexity.
Who Can Form an LLC in Rhode Island?
Any individual or business entity (including non-residents and foreign LLCs) may form or register to operate an LLC in Rhode Island.
Types of LLCs in Rhode Island
Domestic LLC (Rhode Island-based LLC)
A domestic LLC is one formed under Rhode Island law, operating primarily in the state; must file Articles of Organization, appoint a registered agent in RI, comply with annual report filings, and pay required state fees.
Foreign LLC (Out-of-state LLC registering in Rhode Island)
A foreign LLC formed elsewhere but doing business in Rhode Island must register with Rhode Island SOS, appoint a registered agent in RI, pay the foreign LLC registration/state filing fees, and comply with Rhode Island’s tax & reporting regulations.
Professional LLC (PLLC)
Rhode Island does not have a separate PLLC statute for licensed professionals in many cases; professionals typically use standard LLC frameworks with additional licensing as required.
How to Start an LLC in Rhode Island
Choose a Business Name
Select a unique name that includes "LLC" or "L.L.C." and ensure it’s distinguishable from existing entities in Rhode Island. Use the Secretary of State’s name search tool to verify availability.
Appoint a Registered Agent
Designate a registered agent to accept legal documents. This can be an individual or a registered service company with a physical address in Rhode Island.
File the Articles of Organization
Submit Form LLC to the Rhode Island Secretary of State, providing LLC name, principal office address, and registered agent details.
Create an Operating Agreement
Though not required, it’s recommended to draft an Operating Agreement outlining ownership, governance, and profit distribution to reinforce liability protection and support tax compliance.
Rhode Island LLC Requirements
Age and Residency
Number of Members
Management Structure
Registered Agent and Office
Name Compliance
Rhode Island LLC Application
To start an LLC in Rhode Island, the key step is filing the Articles of Organization with the Rhode Island Secretary of State’s Business Services Division. That establishes the LLC legally.
Required Information
- LLC name (must be unique in Rhode Island and include LLC designation)
- Registered Agent name and physical RI address
- Principal business address, mailing address if different
- Management structure: member-managed or manager-managed
Filing Options
- File online via RI Secretary of State Business Services Online Filing System
- By mail or in person using the paper forms provided by the State.
Post-Filing Requirements
- Operating Agreement: not required by statute, but highly recommended for internal rules.
- Obtain EIN from IRS if needed (for bank account, tax purposes).
- Maintain registered agent’s address.
Rhode Island LLC Taxation
Pass-Through Entity Treatment
By default, Rhode Island LLCs are taxed as pass-through entities; members report gains/losses on personal income tax returns instead of the LLC being taxed as a separate entity.
Personal Income Tax (for Members)
LLC members must pay Rhode Island state personal income tax on their share of LLC profits, with progressive rates based on income level.
Corporate Tax Election
An LLC may elect to be taxed as a corporation at the federal and state level, in which case Rhode Island’s corporate income tax applies at a flat rate.
Minimum State Tax / Annual Charge
LLCs electing corporate or special tax status or those treated specially by Rhode Island tax rules may be subject to minimum annual fees or charges (e.g. US$400 in certain cases).
Sales & Use Tax
LLCs selling taxable goods or services must collect and remit Rhode Island Sales Tax. Use Tax applies to taxable items purchased outside the state but used in Rhode Island.
Other State & Local Taxes
LLCs engaged in business must also register for and pay applicable business taxes, including payroll taxes if hiring employees, and withholding taxes for nonresident members.
Rhode Island LLC Annual Filing
(Annual Report / Statement of Information)
What to File
Annual Report (Form 632) includes LLC name; principal office address; registered agent name & address; description of business; mailing address; member or manager names/addresses; and any updates to address, management, or agent.
Filing Deadlines
Due each year between February 1 and May 1. First Annual Report required the calendar year after formation.
Penalties & Consequences
If filed after May 1, there is a late fee. Failure to file can lead to revocation (loss of good standing) and potential loss of liability protections or legal rights.
Expanding Your Rhode Island LLC
As your business grows, you may expand your Rhode Island LLC into other states. This generally requires registering as a foreign LLC in each state where you do business and ensuring tax, licensing, and reporting compliance in those states.
Registering a Foreign LLC in Rhode Island
If you have an LLC formed in another state and want to do business in Rhode Island, you must file a Foreign LLC Registration with the Rhode Island Secretary of State, designate a RI registered agent, and pay required state registration and ongoing fees.
Doing Business in Other States
To maintain compliance, foreign-qualify in each state, keep up with their annual reports, taxes, licenses, and make sure you keep good standing both in Rhode Island and in those states.
Find The Right State To
Form An LLC
Every state has different rules, costs, and considerations for LLC formation.
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Doing Business in Rhode Island
Frequently Asked Questions
Yes, most states require you to have a registered agent to handle legal documents and notices during business hours.
While not always required by law, having an operating agreement is a smart move to outline your LLC’s rules and avoid disputes down the road.
An EIN is a federal tax ID; most LLCs need one to open a business bank account, file taxes, or hire employees.