Although Rhode Island is the smallest state in the U.S., it is home to nearly 100,000 small businesses. If you are one of them, then you may have created a business plan, registered your business with the state, and now probably fill your days with building out your business and handling customers.
There’s also the paperwork. As a business owner, you have the added responsibility of turning in an annual report and fees required by the state. Trying to keep up with the business-related stuff while educating yourself on everything the state needs, and then actually fulfilling all those requirements, can be overwhelming.
Whether you work with a service or choose to handle the paperwork yourself, it’s helpful to learn about the rules and regulations of the annual report process. Here’s your guide to filing a Rhode Island annual report.
States use annual reports to keep abreast of the businesses operating within their borders. In Rhode Island, the report must be filed every year or the business’s authorization to operate will be revoked. The annual report is required for LLCs, corporations, and nonprofits.
Changes to an LLC’s members can be reported on the annual report, as can changes to officers, directors, and shares for a corporation. A separate filing is not needed.
However, if you made a change to your resident agent either by name or address, you must report this change separately. This is done via a Statement of Change of Resident Agent form. The LLC version can be found here, and the corporation form here.
The Rhode Island Department of State Business Services Division receives and maintains business filings for the state. Additionally, Rhode Island hosts its online business portal at RI.gov, which you can use for some filings, including the annual report.
The annual report requirement should not be confused with the filings required by the Rhode Island Division of Taxation. Every business registered with Rhode Island does have filing requirements with the Division of Taxation as well. Consult its website to determine the requirements specific to your organization.
LLCs and corporations must file annual reports in Rhode Island. However, the forms and deadlines are different for each. For example:
The filing and fee schedules for Rhode Island annual reports can be found here.
You can file the annual report online, by mail, or in person in Rhode Island.
The steps to file the annual report via the online portal RI.gov are as follows:
If you prefer to file via mail or in person, you can download the annual filing form for corporations (Form 630) or LLCs (Form 632), fill it out, and mail or deliver to:
Division of Business Services
148 W. River St.
Providence, RI 02904-2615
Note that any illegible forms may be rejected, so either type the information into the PDF and print it before you sign, or be sure that your handwriting is neat and clear. Pursuant to Rhode Island statute 38-2-1, annual reports are a matter of public record. Anyone can obtain a copy of your annual report by visiting the Rhode Island Corporate Database, searching for your business, clicking on the link to the entity record, choosing “All Filings” and then “View Filing” and then “View PDF.” Annual reports are also available to the public via telephone or in-person inquiry.
Corporations and LLCs have different due dates for their annual reports in Rhode Island.
Failing to file by the first day of the month after the end of the specified window will result in a $25 penalty fee.
In Rhode Island, failure to file on time can also result in a revoking of an LLC’s Certificate of Organization/Registration, pursuant to Rhode Island statute 7-16-41, or corporation’s Certificate of Incorporation/Authority, pursuant to statutes 7-1.2-1310 and 7-1.2-1414.
The fee to file an annual report in Rhode Island is $50 for both LLCs and corporations and $60 for a benefit corporation. For an online filing, you can pay the fee with a credit card. If not filing online, the $50 fee can be paid by mail via check, which must be made payable to the R.I. Department of State.
You can also pay in person by cash, check, or credit card at the Business Services Division, located at 148 W. River St., Suite 1, in Providence. Keep in mind that office hours may be changed or canceled due to COVID-19 restrictions.
To get help or ask questions about the annual report fee, call the R.I. Department of State office at (401) 222-3040 or visit their website.
For a more efficient, quick experience in filing your Rhode Island annual report, gather all of the required information before you start.
For corporations, the necessary information is:
For LLCs, the necessary information is:
Need some help? Contact the Rhode Island Department of State Business Services Division.
If you filed correctly, you’re all set! Successful filings do not receive a mailed confirmation. However, your filing will be made public online.
If there was a problem with the filing, then the unsuccessful document will be posted here and returned.
If you would like to confirm that your filing was submitted, you can:
Companies are granted a one-month grace period after their filing period has concluded. If you fail to file an annual report during the open window for your business entity, you are assessed a penalty of $25.
If you fail to file at all, then the state of Rhode Island can revoke your entity’s right to do business. They will first send a 60-day revocation notice, which you will receive within 90 days after the annual report due date. If the entity fails to comply with the notice, a Certificate of Revocation is issued within 30 to 60 days of the expiration of the notice.
Once revoked, your business will not have the legal rights and protections afforded to that particular entity. You can reinstate a business in Rhode Island by obtaining a letter of good standing from the state, filling out a reinstatement form, and paying a fee.
If you have problems or questions regarding your annual report, reach out to the Rhode Island Business Services Division directly. The Business Services Division is open Monday through Friday, 8:30am to 4:30pm Eastern time.
Understanding and remembering when and what to file, much less gathering all of the information and doing it, can feel overwhelming when you’re already trying to build and run your business. Ignoring these filings, though, can result in negative ramifications up to and including financial penalties and a revocation of your business’s ability to operate.
It costs $50 to file an LLC or corporation annual report, and $60 for a benefit corporation.
You will be charged a $25 late filing penalty after a 30-day grace period.
You will first get a 60-day revocation notice, which you will receive within 90 days after the annual report due date. If the entity fails to comply with the notice, a Certificate of Revocation is issued within 30 to 60 days of the expiration of the notice. You would then lose all legal protections granted by your business status.
For corporations, the Certificate of Incorporation/Authority is revoked by statutes 7-1.2-1310 and 7-1.2-1414. For LLCs, the Certificate of Organization/Registration is revoked by statute 7-16-41.
Are new businesses in Rhode Island required to file an initial report?
An annual report is not required in the year the business is registered. It is required in all subsequent years.
Yes. The annual report is required of corporations and LLCs regardless of whether they made money.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
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