Rhode Island LLC

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Have you stayed up late pondering how to make your cool idea for a new business in Rhode Island into a workable reality? The legal paperwork alone has probably given you pause.

No one can fault a person for feeling overwhelmed when trying to start a small business. It can be hard to know where to start or who to ask for reliable advice. This is where we can truly help you navigate the fog. We are here to help you throughout every step of forming a limited liability company (LLC) in Rhode Island, and we do it affordably.

This comprehensive guide will lay out the big picture while helping you understand the details of starting an LLC in Rhode Island. We offer straightforward and state-specific approaches to LLC formation that will see your business dreams come to fruition with minimal headaches.

An infographic that explains how to form an LLC in 5 Steps

So much of forming an LLC in Rhode Island occurs before you ever file the first piece of paper. Deciding on your business name, your choice of resident agent, outlining your Operating Agreement, and getting set up to pay taxes are all vital components that should be addressed early.

This segment simplifies the Rhode Island LLC formation steps into an organized list. The following step-by-step guide will help you launch your business confidently, knowing you have not forgotten anything.

Step 1: Name Your Rhode Island LLC

As you prepare to register a Rhode Island LLC, give some serious thought to your business name. Your company will require a name that stands out and announces your services or goods in some way. Your LLC name should simultaneously promote curiosity and understanding.

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As you prepare to register a Rhode Island LLC, give some serious thought to your business name. Your company will require a name that stands out and announces your services or goods in some way. Your LLC name should simultaneously promote curiosity and understanding.

The first step in picking a name involves determining which business names are already taken. Come up with a list of potential favorites and then use our Rhode Island business search to see if it is available for use.

A few basic rules apply to the naming process. You cannot form an LLC in Rhode Island that does not include the phrase “Limited Liability Company” or one of its abbreviations (“LLC” or “L.L.C.”) in the actual name. You also cannot use any terminology that may contribute to your LLC being confused with a government agency, such as “FBI” or “Treasury.” Review Rhode Island’s naming guidelines before planning potential names. 

If you are not quite ready to file your Rhode Island Articles of Organization but want to make sure that your chosen business name does not get taken by someone else, you can file an Application for Reservation of Entity Name. This form reserves your chosen LLC name for 120 days for a fee. You can fill the application online.

If you’d rather not deal with this process yourself, we have a business name reservation service that can handle it for you. As part of the service, we also check to see if your desired name is available.

Perhaps you are planning to install your LLC with multiple services or want to receive payments and mail under a name other than the LLC’s official name. You will need to file a Fictitious Business Name Statement that lets the Secretary of State know what name you will be utilizing for those matters. This step, also called “Doing Business As” (DBA), is not mandatory but can be beneficial to certain companies. 

Should you decide you’d like to have a DBA, you can quickly and easily use our Rhode Island DBA service to file.

When you’re coming up with a business name, it’s wise to consider whether you can secure a matching domain name so that your future website can be easily found online. We have a tool to help you do a preliminary domain name search, and our domain name registration service can help you secure the online name that will best serve your company. 

You can do a quick domain search and reserve your domain name with us. 

To make sure you’re entirely in the clear with your business name, visit the United States Patent and Trademark Office website to see whether your business name or logo is federally trademarked. Trademarks can also happen at the state level. To find out if your desired business name is already trademarked and/or apply for a trademark of your own, go to the Secretary of State website page for trademarks.

Step 2: Appoint a Resident Agent in Rhode Island

The second step to forming an LLC in The Ocean State is designating an appropriate resident agent (referred to as a “registered agent” in most states). A resident agent is an entity or individual who is authorized to receive legal documentation on behalf of your business. Rhode Island mandates that all LLCs must nominate a resident agent, and this person or business entity must be a Rhode Island resident and/or qualified to conduct business within the state. 

All resident agents in Rhode Island must have a valid street address within the state and certify that they are available during normal business hours to accept service of process. No P.O. boxes are acceptable. Check out Rhode Island’s guidelines on maintaining a registered agent to be sure that you make the most responsible choice for your business. 

While there is no law against being your own resident agent, this option tends to be discouraged for several reasons. You don’t want to be served legal paperwork in front of employees or clients, and you may not always be available during regular business hours. 
Hiring an outside resident agent ensures you never find out too late about legal developments surrounding your company or correspondence from the Secretary of State. We offer a registered agent service to assist you with this.

Step 3: File Rhode Island Articles of Organization

To officially form an LLC in Rhode Island, you must submit completed and accurate Articles of Organization to the Secretary of State. 

Filing official government documents like this can be intimidating and/or complicated for many people, which is why we’re here. With our business formation plans, our professionals handle the filing for you to make sure it’s done quickly and correctly the first time. But, although we can handle this for you, we’ll show you how the process works below.

You can file online through the Rhode Island Secretary of State business portal or submit the paper application by mail:

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

A fee is involved for new entity formation. You will need the following information handy to complete the application:

  • Your business name and type of industry
  • Contact information and address for your resident agent
  • Names and addresses for each manager
  • Additional provisions
  • Management designation
  • Effective date

The application will ask you to specify whether you wish your new Rhode Island LLC to be treated as a partnership, corporation, or “disregarded as an entity separate from its member(s)”  for federal tax purposes. The “disregarded entity” category refers to being taxed as a sole proprietorship, meaning you’re the only owner of the LLC. If your corporation is going to be a nonprofit, a separate form is necessary, and there is a fee. 

If you have us handle filing your Articles of Organization, once the state approves your LLC, your paperwork will be available from your ZenBusiness dashboard, where you can keep it and other important paperwork digitally organized. 

Once you get your physical paperwork back from the state approving your new LLC, you’ll want to keep it in a safe location along with your other important documents, such as your operating agreement, member certificates, contracts, compliance checklists, transfer ledger, etc. We offer a customized business kit to help you keep these important documents organized and looking professional.

By now you’re realizing how often you’ll need to supply an address for your new business. That can be unsettling for some business owners, especially those running their business from home. In instances where you’re not required to give the registered agent address or official principal address for your business, a virtual business address can come in handy. 

With our virtual business address service, we supply you with a physical street address where you can have your mail sent without divulging your real address to more people than necessary.

Step 4: Create an Operating Agreement

While launching an LLC in Rhode Island does not mandate an Operating Agreement, this step is arguably one of the most important. Operating Agreements are the written, agreed-upon rules and goals of your company. 

An Operating Agreement outlines acceptable practices for admitting new LLC members, letting members go, and even the rules of engagement should your LLC need to dissolve.
If you are wondering where to start, let us do the hard part for you. Our customizable Rhode Island Operating Agreement template allows you to tailor the document.

Step 5: Apply for an EIN

Unless you are forming a Rhode Island LLC that will only have one member and no employees, you will probably need to obtain an Internal Revenue Service (IRS) Employer Identification Number (EIN) also called a Tax ID Number or Federal Tax Identification Number. This number operates much like a Social Security number for your company and represents how federal and state governments can discern your business taxes from those of your personal finances. 

You can get your Rhode Island LLC’s EIN through the IRS website, by mail, or by fax, but if you’re unfond of dealing with that particular government agency, we can get it for you. Our EIN service is quick and eliminates the hassle.

Once you’ve secured an EIN, you’ll be able to open a business bank account. Having separate accounts for your business and your personal banking is critical for sorting out your finances at tax time and helps you avoid commingling funds. Commingling funds can not only make your taxes more difficult, but it could also be used against you if someone takes you to court to challenge whether you and your LLC are truly separate entities.

We offer a discounted bank account for your new business. This allows for unlimited transactions, online banking, a debit card, and more. When you want to authorize others in your business to use the account, we offer a banking resolution template to simplify the process.

For further help managing your new business’s finances, try the ZenBusiness Money App. It can help you create invoices, receive payments, transfer money, and manage clients all in one place. 

Rhode Island also participates in a dual sales permit and business registration system wherein you can set up your company to pay the correct state taxes using the same form it takes to make retail sales. 

You can visit the Rhode Island Division of Taxation page to learn more about which taxes might apply to your new business.

Rhode Island LLC FAQs

  • How much does it cost to start an LLC in Rhode Island?

    The state fees for forming a Rhode Island LLC range from $150 to $225, depending on factors such as your method of filing, whether you choose to reserve your business name, etc. Note that fees change over time, so you should check the Secretary of State website for the most recent fee schedule.

    Note that beginning one year from your initial filing date, a small annual report fee will be imposed on all LLCs to keep them in good standing with the Rhode Island Secretary of State. This annual report and the accompanying fee will remain a part of your yearly business expenses for as long as your LLC is active.

  • What is the processing time to form my Rhode Island LLC?

    If you submit your filing through mail, it could take 7-10 business days, online can take 1-2 business days, and in-person you may get it processed the same day.

    Rhode Island has options for expediting your filing for an additional fee. If you’re in a hurry to form your LLC and don’t want to jump through the hoops of the state’s expedited filing processes, we can handle it for you with our faster filing speeds service.

  • What are the benefits of an LLC in Rhode Island?

    Starting a business in Rhode Island means you will enjoy all of the tax benefits granted by the LLC status. Because Rhode Island is home to a wealth of small businesses, it also has some innovative incentive programs, such as Innovation Network Matching Grants and the Small Business Loan Fund Program.

    Learn more about the benefits of the LLC business structure and how you can best utilize it to your advantage when launching a new company in Rhode Island.

  • Do I need to file my Operating Agreement with the state of Rhode Island?

    This is not a step required to complete your Rhode Island Articles of Organization, but it is heavily recommended for LLC launch success.

  • How is a Rhode Island LLC taxed?

    There is a wide variety of business taxes that your Rhode Island LLC will need to pay. These include taxes payable to the Rhode Island government, like Rhode Island sales taxes and Rhode Island state tax. You will also need to pay federal, self-employment, and possibly payroll tax to the IRS.

    A great deal regarding the federal and state taxes you will owe will be determined by how you set it up in your Articles of Organization. All LLCs are required to pay a minimum of $400 in taxes annually to the Rhode Island Division of Taxation.

    If you want to determine your bookkeeping, accounting, and tax needs, check out our Free Accounting Assessment.

  • What tax structure should I choose for my Rhode Island LLC?

    Your tax structure choice is a personal decision that depends on how you want to run your new business. Rhode Island allows you to choose to be taxed as a partnership, sole proprietorship (disregarded entity), or corporation. Regardless of profit or income, all LLCs will pay a minimum of $400 per year in taxes to the Rhode Island Division of Taxation.

  • Does Rhode Island allow a Series LLC?

    At present, Rhode Island does not allow for the creation of a Series LLC.

  • Which licenses and insurance are required for an LLC in Rhode Island?

    You’ll need to make sure your LLC has all the licenses and permits it’s required to have by law. Unfortunately, because licensing varies by industry and location and can occur on the federal, state, and local levels, there’s no central place to check to see if you have all the licenses and permits you need. You’ll have to do some research.

    If you don’t have the time or inclination to do all this research, or if you just want the peace of mind to know that your business has all the licenses and permits it’s legally required to have, our business license report service can do the work for you.

  • How do I file my Rhode Island LLC annual report?

    Your Rhode Island LLC annual report can be filed anywhere between September 1 and November 1 of each year.

    We can help you with your annual report in a couple of ways. Our Rhode Island annual report service will help you file your annual report, and our Worry Free Compliance service not only helps with filing your annual report, but also sends you other important compliance reminders and helps you with two amendment filings each year.

  • How do I transfer ownership of an LLC in Rhode Island?

    If you wish to transfer authority of your Rhode Island LLC to another party, you will have to fill out the Application for Transfer of Authority and submit it to the Secretary of State with all pertinent signatures.

  • How do I dissolve my Rhode Island LLC?

    You can officially dissolve your LLC by filing the Articles of Dissolution with the Rhode Island Secretary of State. There is a filing fee involved for the application.

     If you prefer, we can help you dissolve your business through our Rhode Island dissolution service.

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