How to Start an LLC in Rhode Island (Step-by-Step Guide)

If you’re considering forming a Rhode Island LLC, you’re making a smart choice for protecting your assets while enjoying flexibility in business operations.

To establish your LLC successfully, you must choose a unique business name, designate a registered agent, and file Rhode Island LLC Articles of Organization.

But there’s more.

Filing your Articles of Organization in Rhode Island costs about $150, and they are approved in three to four business days.

This guide compiles all the information you need to start an LLC in Rhode Island today.

What Are the Steps to Start an LLC in Rhode Island?

To start an LLC in Rhode Island, you need to:

• Step 1. Choose and search for a unique name
• Step 2. Designate a registered agent in Rhode Island
• Step 3. File Articles of Organization with the state
• Step 4. Create an Operating Agreement
• Step 5. Get an EIN from the IRS
• Step 6. File a BOI Report
• Step 7. File annual reports

Let us dive more in-depth into these steps so I can show you how to get them:

Step 1: Select a Unique Name for Your Rhode Island LLC

Choosing a name for your Rhode Island LLC is an exciting step. You need a unique name, meaning it cannot be the same as another business in the state.

To check if your desired name is available, visit the Rhode Island Secretary of State’s website and perform an LLC search. This will help you avoid any conflicts.

Your LLC name must include a designation that shows it’s an LLC. You can use one of the following:

• Limited Liability Company
• Limited Company
• LLC
• L.L.C.
• LC
• L.C.

You can also abbreviate “Limited” to “Ltd.” and “Company” to “Co.”

If you’re not ready to file your LLC, you can reserve your name. To do this, apply for a Reservation of Entity Name online. There’s a $50 fee, and the name is held for 120 days, which is not renewable.

If you plan to operate under a different name than your official LLC, apply for a Doing Business As (DBA) name. This allows you to use an alternative name for business purposes.

You can apply for a DBA by filing a Fictitious Business Name Statement for $50.

Consider applying for a trademark with the state of Rhode Island to protect your business name. Start by performing a comprehensive search using the state’s official trademark database to ensure the name is available.

Once you’ve confirmed the name’s availability, submit your application to the Business Services Division. Include a $50 filing fee and three examples of your mark.

After submission, you can verify your filing in the trademark database. If your application is denied, check the Rejected Filings Viewer to see the reasons for the rejection.

When selecting a name, consider your business’s future. A specific name may limit your growth. Choose something that can grow with your business!

Step 2: Designate a Rhode Island Registered Agent

A registered agent acts as your LLC’s official point of contact. This person or business will receive important documents for your LLC, such as legal notices and tax forms.

Who Can Be a Registered Agent?

You have a few options for who can be your Registered Agent in Rhode Island:

• You: You can act as your registered agent, but remember you must be available during business hours to receive documents.
• A Family Member: A trusted family member can be your registered agent.
• An LLC Formation Service: Professional services offer expertise in handling official correspondence and ensuring compliance with state regulations.
• A Lawyer: A legal service firm can also serve as your registered agent, providing additional legal support if needed.

Requirements for Rhode Island Registered Agents

Rhode Island law requires registered agents to have a physical street address, not just a P.O. Box. The address must be where the agent can consistently receive legal documents and official mail during regular business hours.

Additionally, the registered agent must be at least 18 years old and available to accept service of process. This means they must be present to handle any legal notices or court documents delivered to the LLC.

What registered agents do I recommend for Rhode Island?

I highly recommend Northwest registered agent services for obvious reasons.

They offer a range of benefits that set them apart, including a free year of registered agent service, which helps you save (about $300) on initial costs.

You’ll receive a complimentary operating agreement essential for outlining your LLC’s internal structure. My favorite part? Northwest also allows you to use their office address for your LLC filing, keeping your address off public records and enhancing your privacy.

Their free email forwarding service ensures you stay on top of important correspondence, and their exceptional customer support is always available to assist you whenever needed.

Step 3: File LLC Articles of Organization

Filing the Articles of Organization is crucial in starting your LLC in Rhode Island. This document establishes your business as a legal entity. This form includes essential details such as your LLC’s name, address, registered agent, and members’ or managers’ names.

To file your Articles of Organization in Rhode Island, follow these steps:

Step #1. Complete the Form: Obtain and complete the Articles of Organization form from the Rhode Island Secretary of State website.

When filling out the Articles, you’ll need to provide:

• LLC Name
• Registered Agent Name and Address
• Taxation Method (partnership, corporation, or disregarded entity)
• Principal Office Address
• Duration (perpetual or set end date)
• Management Structure (member-managed or manager-managed)
• Name and Address of Each Manager (if applicable)
• Effective Date (date of filing or up to 90 days later)
• Your Contact Information

Step #2: File Online or by Mail: You can file your Articles of Organization online through the Rhode Island Business Services website or by mailing the completed form to:

Division of Business Services
148 W. River Street 
Providence, Rhode Island 02904-2615

Step #3: Pay the Filing Fee: The filing fee is $150, but if you file online, you will receive a surcharge of $6 for enhanced access.

Once your articles are filed, the state will review and approve them. This process usually takes three to four business days. You can view the status of your filing here.

After approval, your LLC is officially recognized, and you can start your business activities, obtain your EIN, open a bank account, etc.

Step 4: Prepare an Operating Agreement for your LLC

An operating agreement is a vital internal document for your LLC. It outlines how your business will operate and details the roles of its members.

Having an operating agreement is especially important for a Rhode Island LLC. While it’s not required by state law, it helps set clear expectations among members. This can prevent misunderstandings and conflicts later on.

It also provides a framework for how your business should run. A well-prepared operating agreement may protect your limited liability status if your LLC faces legal issues.

Your operating agreement should include:

• Member Information: List all members and their roles.
• Ownership Structure: Define how much ownership each member has.
• Decision-Making: Include details on how decisions will be made.
• Profit Distribution: State how profits and losses will be shared among members.
• Voting Rights: Define how decisions will be made. Will all members have equal votes?
• Meeting Procedures: Outline how often meetings will occur and how members will be notified.
• Amendment Process: Describe how changes can be made to the agreement in the future.

Creating an operating agreement may feel complex, but it’s essential for clarity.

It serves as your LLC’s rulebook, guiding operations and avoiding conflicts down the line. Keeping everyone on the same page is even more vital if you have partners.

To create this document, consider consulting with a legal professional. They can ensure it meets all legal requirements and covers all necessary aspects of your LLC’s operations.

This agreement can be updated as your business evolves. To keep the document relevant, ensure all members agree to any changes.

Step 5: Obtain an EIN for Your LLC

An Employer Identification Number (EIN) is a unique number the IRS assigns. It identifies your LLC for tax purposes. You need an EIN to open a business bank account, apply for loans, and secure permits.

In Rhode Island, obtaining an EIN is necessary for your LLC formation. It helps you separate personal and business finances. You also need it for contracts with wholesale vendors.

How to Apply for an EIN:

• Online: Visit the IRS website. This is the fastest way to get your EIN.
• By Mail: Fill out Form SS-4 and send it to the IRS. This option takes longer.
• By Fax: You can also fax the completed Form SS-4.
• Phone: U.S. residents can call the IRS at 1-800-829-4933 to apply.

How Much Does It Cost To Get EIN?

Obtaining an EIN is free. However, some services charge $100 or more to help you with the entire process.

How Does it Take to Obtain my EIN?

• Online: Get it immediately.
• By Mail: Expect 4 to 6 weeks.
• By Fax: It takes at least 1-2 weeks.

Step 6: File a BOI Report

Filing a Beneficial Ownership Information (BOI) report is essential for your LLC in Rhode Island. This is a federal requirement for new LLCs.

Who Should File?

If your LLC is not exempt, you must file a BOI report. Exempt entities generally include larger businesses and certain government bodies.

When to File:

• Companies created before January 1, 2024, have until January 1, 2025.
• New companies formed between January 1, 2024, and January 1, 2025, must file within 90 days.
• LLCs formed after January 1, 2025, must report within 30 days.

How to File:

• Visit the FinCEN BOIR e-filing page.
• Choose from the options available:
  • Initial Report
  • Correct Prior Report
  • Update Prior Report
  • Newly Exempt Entity
• Select “Initial Report” for new filings and click NEXT.

Information Needed:

• Business Name and Address: Your LLC’s official name and primary location.
• Owner Information: Names, addresses, and dates of birth for each beneficial owner.
• Identification Numbers: This could include Social Security numbers or tax ID numbers.

Provide accurate and complete information to avoid delays. Filing this report is a legal requirement and helps maintain transparency in business operations.

Step 7: File Annual Report for your Rhode Island LLC

After establishing an LLC in Rhode Island, you must submit an Annual Report to maintain compliance and ensure your LLC remains in good standing with the Rhode Island Secretary of State.

The filing fee for the Annual Report is $50, which must be paid annually to keep your LLC active.

You can file your Annual Report online ($50 + $2.50 for enhanced access) or by mail. Regardless of your chosen method, the state processes your report the day it receives your submission.

The Annual Report must be filed between February 1st and May 1st each year, with the first report due the year following your LLC’s formation.

For example, if your LLC was formed in 2024, your first Annual Report is due between February 1st and May 1st of 2025. If formed in 2025, it’s due in 2026 during the same time frame.

If you fail to file your Annual Report by May 31st, a $25 penalty fee will be added to the $50 filing cost, and it will cost $3 to file online (enhanced access fee).

The penalty is added every year you fail to file your Annual Report.

If you continue to miss the deadline, the Rhode Island Secretary of State has the authority to dissolve your LLC. To avoid penalties, it’s wise to set up a recurring reminder to ensure timely filings.

What are the Different Methods To Start a Rhode Island LLC?

When starting an LLC in Rhode Island, you have several options. Each method has advantages and disadvantages, depending on your needs and comfort level.

DIY LLC Formation in Rhode Island

Forming an LLC by yourself is a straightforward option. You will fill out and submit the Rhode Island Articles of Organization and pay the required filing fee.

All by yourself, no third party!

Pros:

• Cost-Effective: You save money by not hiring anyone.
• Control: You have complete oversight of each step.
• Learning Opportunity: You gain knowledge about the process.

Cons:

• Time-Consuming: It may take longer if you are unfamiliar with the process.
• Complexity: You must ensure all forms are correctly filled out.
• Privacy issue: If you serve as your registered agent, you risk having your address out there.
• Lack of Guidance: You might miss the necessary steps.

Using a Professional/Online LLC Formation Services

Many online services can help you form your LLC. These platforms guide you through the entire process, handling most paperwork.

Pros:

• Convenient: They manage the filing, saving you time.
• User-Friendly: Most platforms have easy-to-understand instructions.
• Support Available: Many offer customer service for questions.
• Privacy benefits: Most services allow you to use their address for free, so your address doesn’t get compromised

Cons:

• Costs: You’ll pay a service fee.
• Variable Quality: Some services may not be as reliable as others.

Hiring an Attorney

Working with an attorney is another option for forming your LLC. This method ensures you have professional legal guidance throughout the process.

Pros:

• Expertise: An attorney knows the legal requirements and can avoid pitfalls.
• Customization: Your LLC can be tailored to your specific business needs.
• Support with Complex Situations: Ideal for businesses with unique circumstances.

Cons:

• Higher Costs: Legal fees can be expensive.
• Dependence on Others: You may rely heavily on the attorney’s schedule.
• Potential Delays: The process may take longer due to attorney workloads.

What is The Cheapest Alternative Way to Form an LLC in Rhode Island?

If you want to start an LLC in Rhode Island on a budget, the most affordable option is to do it online. By filing the Articles of Organization directly with the Rhode Island Secretary of State, you only pay the filing fee of $150.

This DIY approach helps you avoid the extra fees of hiring a service or lawyer, saving you money for other business expenses.

However, while DIY is cost-effective, it requires some effort. You’ll need to understand all the forms and regulations, and missing a detail could delay your application or create problems later.

Consider using a registered agent if you prefer not to handle everything yourself.

They can make the process smoother by ensuring you receive important documents and helping you stay compliant with state requirements. Although this adds a bit to the cost, it can provide valuable support and peace of mind.

Who Provides the Best LLC Services in Rhode Island?

There are a myriad of Rhode Island LLC services from which to choose. Choosing the wrong one can affect your Rhode Island LLC formation timeline—I know this from my experience using a few and researching a dozen over the years.

Here are some top-rated options you should consider:

Best Rhode Island LLC Service	Google Rating	LLC Formation Cost	Registered Agent Fee
Northwest Registered Agent	4.7/5	$39	Free for one year
Doola	4.6/5	$0 (plus state fees)	$297/year
Tailor Brands	4.4/5	$0 (plus state fees)	$199/year
ZenBusiness	N/A	$0 (plus state fees)	$199/year

Besides, the fact that other services bill you for their registered agent in the first year, and Northwest offers it for free, is a HUGE plus for me.

Northwest Registered Agent stands out in Rhode Island LLC formation due to its commitment to transparency, customer service, and privacy. Using their address helps protect your personal information, making them a reliable choice.

How Much Does It Cost To Form an LLC in Rhode Island?

Starting an LLC in Rhode Island involves several costs. The main expense is the state filing fee, which is $150. This fee is paid when you submit your Articles of Organization to the Rhode Island Department of State.

Here’s a breakdown of the costs associated with forming an LLC in Rhode Island:

Requirement	Cost
New LLC Filing Fee (Articles of Organization)	$150 (+ $6 enhanced access fee if filed online)
Name Reservation (optional)	$50
Trade Name Filing (optional)	$50
Trademark Filing (optional)	$50
LLC Formation Service (optional)	$39 (via Northwest)
Registered Agent Fee (optional)	$0 (via Northwest)
Minimum Annual Corporate Tax	$400
Annual Report	$50
Total Annual Costs	$600 – $790

When forming a new company in Rhode Island, budgeting about $600-$790 for the first year is ideal. Then, if you want to go further, you can get other bells and whistles like a virtual mailbox, custom website, trademark services, premium EIN services, etc.

That said, the most significant (and essential) expense for every Rhode Island business owner is filing the Articles of Organization, which costs $150.

Pros and Cons of Forming an LLC in Rhode Island

6 Important Things To Do After Creating Your Rhode Island LLC

After establishing your LLC in Rhode Island, there are several essential steps to take. These will help ensure your business is compliant and set up for success. Here are six key actions to consider.

1. Research the Best Licenses and Permits for Your Business

Every business is different, and depending on your industry, Rhode Island may require specific licenses and permits. You can check out the Department of Business Regulation’s website to get started.

You may need a general business license and specialized permits. Businesses in construction or food service often require additional permits.

Make sure to check local city or town requirements as well. Local governments can have their regulations, which you need to follow. You can use resources like industry associations or the Small Business Administration for further guidance.

2. Create Business Accounts for Your Rhode Island LLC

Opening a separate bank account for your LLC is essential for keeping your business finances organized and distinct from your funds. This separation simplifies your accounting and helps safeguard your assets by clearly distinguishing between personal and business transactions.

When choosing a bank, look for one that offers business-friendly services, such as waived fees, free online banking, and other features that can benefit your business. To open the account, be prepared to provide your EIN and a copy of your Articles of Organization.

A dedicated business account streamlines your financial management and simplifies tax preparation.

Having all your business transactions in one place lets you easily track your income and expenses, ensuring everything is well-organized and accessible when tax season rolls around.

3. Understanding Rhode Island Tax Requirements and Managing Your Taxes

As a business owner in Rhode Island, you must be aware of state taxes that may apply to you. Rhode Island has specific tax obligations for LLCs, including state income tax and possibly sales tax if you sell goods or services.

You can register with the RI Division of Taxation through the taxpayer portal.

Limited liability companies not treated as corporations on the federal level are required to file an annual tax return using Form RI-1065. LLCs are subject to a yearly fee equal to the minimum tax of $400.

It’s also wise to set aside money for taxes throughout the year so you won’t be caught off guard.

4. File your Annual Report

After establishing an LLC in Rhode Island, you must submit an Annual Report to maintain compliance and ensure your LLC remains in good standing with the Rhode Island Secretary of State.

The filing fee for the Annual Report is $50, which must be paid annually to keep your LLC active.

You can file your Annual Report online ($50 + $2.50 for enhanced access) or by mail. Regardless of your chosen method, the state processes your report the day it receives your submission.

The Annual Report must be filed between February 1st and May 1st each year, with the first report due the year following your LLC’s formation.

If you fail to file your Annual Report by May 31st, a $25 penalty fee will be added to the $50 filing cost, and it will cost $3 to file online (enhanced access fee).

The penalty is added every year you fail to file your Annual Report.

If you continue to miss the deadline, the Rhode Island Secretary of State has the authority to dissolve your LLC. To avoid penalties, it’s wise to set up a recurring reminder to ensure timely filings.

5. Get Business Insurance for an LLC

Business insurance protects you from various risks. General liability insurance is a good starting point; it covers accidents, injuries, or damages related to your business operations.

Depending on your business, you may also consider professional liability insurance, property insurance, or worker’s compensation if you have employees.

Conversely, if you run your business as a consultant and work remotely, you might only need professional liability insurance to cover potential service errors or omissions.

Assessing your business needs helps you choose the appropriate coverage to protect your LLC.

Research different insurance providers to find plans that fit your needs. Multiple quotes can help you save money while ensuring adequate coverage.

6. Setup Your Business Online Presence (optional)

In today’s digital world, having an online presence is essential. Start by creating a professional business website that showcases your products or services. This can help attract customers and establish credibility in your market.

Utilize social media platforms to reach a wider audience. Consider creating accounts on platforms relevant to your business, like Facebook, Instagram, or LinkedIn.

You can also use search engine optimization (SEO) strategies to improve your website’s visibility. This makes it easier for potential customers to find you online.

While setting up an online presence isn’t mandatory, it can be a powerful tool for growth.

Rhode Island LLC vs. S Corp vs. Partnerships vs. Sole Proprietorship vs. Corporations

When starting a business in Rhode Island, it’s important to understand the different structures available.

Choosing the proper structure depends on your goals, risks, and financial needs. Each has its pros and cons to consider.

Sole Proprietorship

A Rhode Island sole proprietorship is the most straightforward way to start a business. Imagine you’re running a lemonade stand on your own. You make all the decisions and keep all the profits.

However, there’s no legal separation between you and your business. If your lemonade stand faces financial trouble or legal issues, your assets, like your car or home, could be at risk.

It’s easy to set up and manage, but it does leave you personally responsible for any business debts.

Partnership

A Rhode Island partnership involves teaming up with one or more people to run a business together.

Think of it as joining forces with a friend to open a café. You share the profits and responsibilities, and you both make business decisions.

However, like a sole proprietorship, each partner is personally liable for any business debts or legal issues. If the business encounters financial trouble, your assets could be at risk, too.

Partnerships are relatively easy to set up but require clear agreements between partners to avoid conflicts.

LLC (Limited Liability Company)

An LLC offers a blend of flexibility and protection.

Picture it as a protective umbrella over your lemonade stand. This structure separates your assets from your business, so if your LLC faces legal issues or debts, your personal belongings are generally safe.

LLCs are more formal than sole proprietorships or partnerships but offer management and tax treatment flexibility. They are ideal for small—to medium-sized businesses that want liability protection without the complexity of a corporation.

S-Corporation

An S Corporation is a more structured business form.

Think of it as a business where owners are shareholders, much like a small-scale company with multiple investors. It protects liability and allows profits to pass through to your tax return, avoiding double taxation.

This means you report the income and losses on your tax return, which can be beneficial for tax purposes. However, S Corps have stricter operational requirements and formalities compared to LLCs.

Corporation

A Rhode Island corporation is the most complex structure, suitable for larger businesses aiming for significant growth. Imagine a big company with many shareholders.

A corporation offers robust liability protection and is a separate legal entity from its owners, meaning your assets are protected.

Corporations can raise capital more efficiently by issuing stock and can offer employee benefits. However, they come with extensive regulatory requirements, formalities, and paperwork, making them more suitable for businesses with significant resources and expansion plans.

My Final Thoughts: Forming an LLC in Rhode Island

Starting an LLC in Rhode Island is an exciting step toward bringing your business idea to life. Although it might seem like many steps initially, breaking them down makes the process more manageable and ensures you cover all the essential bases.

To start your LLC in Rhode Island, you will need to follow these steps:

• Choose a name for your LLC.
• Select a registered agent.
• File the Articles of Organization with the state
• Create an operating agreement.
• Obtain an Employer Identification Number (EIN).
• File a BOI Report.
• File an annual report to remain compliant.

Filing your LLC Articles of Organization in Rhode Island costs $150.

In addition, remember to factor in the annual reporting fee of $50 when planning your budget.

Keeping up with these fees will help ensure your LLC stays compliant with state regulations.

Forming an LLC can offer you personal liability protection and tax flexibility. By completing the necessary steps and understanding the costs, you can set up your business effectively in Rhode Island.

Learn More About Starting an LLC in Rhode Island

If you need additional help to start an LLC in Rhode Island, check out these valuable resources:

Frequently Asked Questions

Can I change my registered agent in Rhode Island?

Yes, you can change your registered agent in Rhode Island anytime. You must file a form with the state’s Division of Business Services to update your registered agent information.

How do I change my Rhode Island LLC’s name?

To change your LLC name, you must file Articles of Amendment with the state. This includes providing the new name and paying the filing fee.

How do I renew my Rhode Island LLC?

In Rhode Island, you renew your LLC by filing an Annual Report each year. This report must be submitted by the due date to keep your LLC in good standing.

How do I dissolve an LLC in Rhode Island?

To dissolve your LLC, you must file a Certificate of Dissolution. This officially ends your business entity in Rhode Island.

How do I add a member to a Rhode Island LLC?

Adding a member typically requires updating your Operating Agreement. Depending on your original articles of organization, you may also need to file an amendment with the state.

How do I add a DBA to an LLC in Rhode Island?

To add a “Doing Business As” name, you must file a Certificate of Assumed Business Name with the state. This allows you to operate legally under a different name.

Can a minor own an LLC in Rhode Island?

Yes, a minor can own an LLC in Rhode Island. However, a parent or guardian may need to act as a legal representative for business matters.

When is the Rhode Island Annual Report due?

The Annual Report for LLCs in Rhode Island is due by May 1st each year. Make sure to submit it on time to avoid late fees.

Does LLC expire in Rhode Island?

An LLC does not expire if it meets requirements such as filing Annual Reports. Failure to comply can lead to its dissolution.

Can a non-resident open an LLC in Rhode Island?

Yes, a non-resident can form an LLC in Rhode Island. You will need to appoint a registered agent with a Rhode Island address.

Can I buy a house or car with my LLC in Rhode Island?

Yes, an LLC can buy property or vehicles in its name. This provides liability protection and separates personal assets from business assets.

Can you have multiple businesses under one LLC in Rhode Island?

Yes, you can operate multiple businesses under one LLC. However, keeping accurate records and clearly defining each business’s activities is essential.

Is Rhode Island a good state to form an LLC? Is it worth it?

Rhode Island offers various benefits for LLCs, including liability protection and ease of formation. However, evaluate your business needs and tax implications before deciding.

Can one person form an LLC in Rhode Island?

Yes, one person can form an LLC in Rhode Island. This is a single-member LLC, a common option for sole proprietors.