Last Updated: June 7, 2024, 2:54 pm by TRUiC Team

How to Start an LLC in Rhode Island (2024 Guide)

Wondering how to start an LLC in Rhode Island? We’ve got you covered.

To get started, you'll need to pick a suitable business name, choose a registered agent, and file your Articles of Organization with the Rhode Island Department of State ($150 processing fee). 

You can do this independently, consult with a business attorney for specialized legal guidance, or join the other 65% of our readers and hire a specialized Rhode Island LLC formation service (recommended).

four point eight out of five

Northwest ($29 + State Fees)

three point nine out of five

LegalZoom ($249 + State Fees)

Cost to Start an LLC in Rhode Island

How to Form an LLC in Rhode Island in 6 Steps

In order to form your LLC in Rhode Island, there are certain steps you’ll need to complete:

  1. Name Your Rhode Island LLC
  2. Choose a Resident Agent
  3. File the Articles of Organization
  4. Create an LLC Operating Agreement
  5. Get an EIN
  6. File a Beneficial Ownership Information Report

Step 1: Name Your Rhode Island LLC

Before you get started, you will need to pick a suitable name for your Rhode Island LLC. 

This will need to comply with all applicable naming requirements under Rhode Island law and be both succinct and memorable, as this will make it easily searchable by your potential clients.

1. Important Naming Guidelines for Rhode Island LLCs:

  • Your name must end with the words “limited liability company”, or the abbreviation “L.L.C.” or “l.l.c.”. Low-profit LLCs must include the words “low profit, limited liability company” or the abbreviation "L3C" or "l3c ". 
  • Your name must be distinguishable from all business names recorded in the Department of State’s Corporate Database. 
  • Your name cannot include words that could imply that your LLC is affiliated with a government agency. Examples of such words include SOS, Department, and FBI. 

For more information, we recommend checking out Rhode Island’s Name Availability Guidelines.

2. Is the name available in Rhode Island?

To check whether your desired name has already been taken by another business entity in Rhode Island, you can perform a business name search on the Department of State’s website.

If you’re not going to start your LLC right away, it might be a good idea to consider reserving your name for up to 120 days. You can do this by filing Form 620: Application for Reservation of Entity Name and paying the $50 processing fee. 

For more information, you can have a look at our Rhode Island LLC Name Search guide.

3. Is the URL available?

You should check online to see if your business name is available as a web domain. Even if you don't plan to start a business website right away, this is an extremely important step as it will prevent others from acquiring it, potentially saving you both time and money in the long term.

Find a Domain Now

Once you have verified your name is available, you may now select a professional service to complete the LLC formation process for you.

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If you need additional information before getting started, you can have a look at our in-depth comparison of the Best LLC Services in 2024 instead.

FAQ: Naming a Rhode Island LLC

LLC is short for “limited liability company.” It is a simple business structure that offers more flexibility than a traditional corporation while still providing legal protection for your personal assets. Read our What is a Limited Liability Company guide for more information.

Or, watch our two-minute video: What is an LLC?

You must follow the Rhode Island LLC naming guidelines when choosing a name for your LLC:

  • Include the phrase "limited liability company" or one of its abbreviations (LLC or L.L.C.).
  • Do not use words that could confuse your business with a government agency (FBI, State Department, CIA, etc.).
  • Receive the proper licensing when using the words such as lawyer or doctor.

If you are having trouble coming up with a name for your LLC, use our LLC Name Generator. That will not only find a unique name for your business but an available URL to match.

Most Rhode Island LLCs do not need a trade name, known more broadly as a DBA. The name of the LLC can serve as your company’s brand name and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under another name.

To learn more about DBAs in your state, read our How to File a DBA guide.

Step 2: Choose a Resident Agent in Rhode Island

After you find the right name for your LLC, you will need to nominate a Rhode Island resident agent. This is commonly known as a registered agent in states outside of Rhode Island, and is a necessary step in your Articles of Organization (i.e., the document used to file and register your LLC with the Secretary of State).

What is a resident agent? A resident agent is an individual or business entity that will accept legal notices on behalf of your LLC. This includes important tax forms, notice of lawsuits, and other official government correspondence. You can think of your registered agent as your business’s primary point of contact with the state.

Who can be a resident agent? A resident agent must be a resident of Rhode Island or a corporation that is authorized to conduct business in the state. A registered agent must have a street address in the state and be available at this address during normal business hours. You can elect to act as your own registered agent, hire a business attorney, or use a commercial registered agent service.

Get Free Registered Agent Services

Form an LLC with Northwest Registered Agent to get one year of registered agent services free of charge.

FAQ: Nominating a Registered Agent

Yes, as long as you are a resident of Rhode Island. Having said that, we recommend avoiding this route unless you are operating on an extremely tight budget, as it can be a relatively time-inefficient process and will make your address publicly available. 

Read more about being your own resident agent.

Using a professional registered agent service is an affordable way to manage government filings for your LLC. For most businesses, the advantages of using a professional service significantly outweigh the annual costs.

Step 3: File the Rhode Island LLC Articles of Organization

To register your Rhode Island LLC, you'll need to file Form 400: Articles of Organization with the Department of State. You can do this online, by mail, or in person.

Rhode Island LLC Formation Document

Before filing, make sure you have completed your Articles of Organization correctly with:

  • The name of your LLC
  • The name and address of your LLC’s initial resident agent (needs to be a street address; a P.O. box will not be accepted)
  • The tax status of your LLC (can elect to be taxed as a disregarded entity, partnership, or C Corporation)
  • The principal office address of the LLC
  • Your LLC’s management structure (i.e., member-managed or manager-managed)
  • The date in which your LLC’s formation should be effective (cannot be more than 90 days from when you submit the Articles of Organization)
  • Your signature, full legal name, and contact information

File the Articles of Organization

OPTION 1: File Online With the State of Rhode Island

File Online

- OR -

OPTION 2: File Form 400 by Mail or In Person

Download Form

State Filing Cost: $150, payable to Rhode Island Secretary of State. (Nonrefundable)

Filing Address:
Division of Business Services
148 W. River Street
Providence, RI 02904

For help with completing the form, visit our Rhode Island Articles of Organization guide.

Note: If you're expanding your existing business to the state of Rhode Island, you'll need to register as a foreign limited liability company (LLC).

FAQ: Filing Rhode Island LLC Documents

According to the Rhode Island Department of State website, your formation documents can take between one and three business days on average to be processed when filed online. Filings carried out via mail can take a bit longer. 

An LLC is referred to as a "domestic LLC" when it conducts business in the state where it was formed. A foreign LLC must be formed when an existing LLC wishes to expand its business to another state.

Read our What Is a Foreign LLC article to learn more.

The cost of filing your Articles of Organization with the Department of State is $150. Keep in mind that your total cost could be higher if you elect to use an LLC formation service, choose to reserve your name in advance, or consult with a business attorney. 

To learn more, read our guide on the cost to form a Rhode Island LLC.

Step 4: Create a Rhode Island LLC Operating Agreement

An operating agreement is not required in Rhode Island, but it's a good practice to have one.

What is an operating agreement? An operating agreement is a legal document outlining the ownership and operating procedures of an LLC.

Why are operating agreements important? A comprehensive operating agreement ensures that all business owners are on the same page and reduces the risk of future conflict.

For more information on operating agreements, read our Rhode Island LLC operating agreement guide.

FAQ: Creating a Rhode Island LLC Operating Agreement

No. The operating agreement is an internal document that you should keep on file for future reference. However, many other states do legally require LLCs to have an operating agreement in place.

Step 5: Get an EIN for Your Rhode Island LLC

You can get an Employer Identification Number (EIN) from the IRS for free. It is used to identify a business entity and keep track of a business’s tax reporting. It is essentially a Social Security number (SSN) for the company.

Why do I need an EIN? An EIN number is required for the following:

  • To open a business bank account for the company
  • For federal and state tax purposes
  • To hire employees for the company

Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.

FOR INTERNATIONAL APPLICANTS: You do not need an SSN to get an EIN. Learn more here.

Get an EIN

Option 1: Request an EIN from the IRS

Apply Online

- OR -

Option 2: Apply for an EIN by Mail or Fax

Download Form

Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999

Fax: (855) 641-6935

Fee: Free

FAQ: Getting an EIN

An SSN is not required to get an EIN. You can simply fill out IRS Form SS-4 and leave section 7b blank. Then call the IRS at (267) 941-1099 to complete your EIN application. Learn more here about applying as an international applicant.

All LLCs with employees, or any LLC with more than one member, must have an EIN. This is required by the IRS.

Learn why we recommend always getting a Federal Employer Identification Number (EIN) and how to get one for free in our Do I Need an EIN for an LLC guide.

When you get an EIN, you will be informed of the different tax classification options that are available. Most LLCs elect the default tax status.

However, some LLCs can reduce their federal tax obligation by choosing the S corporation (S corp) status. To learn more, read our LLC vs. S Corp guide.

Step 6: File a Beneficial Ownership Information Report

Beginning January 2024, LLC owners will need to file a Beneficial Ownership Information (BOI) Report with the US Financial Crimes Enforcement Network (FinCEN). Existing LLCs can file their report any time between January 1, 2024, and January 1, 2025, while new LLCs will need to file their report within 90 days of formation

This contains similar information to that of your Articles of Organization, such as your LLC name and member information, and can be filed online for free. Failure to file an accurate report on time can result in a $500 per day fine.

Note: There are certain filing exemptions, such as for large companies (i.e., more than 20 full-time employees), tax-exempt entities, and publicly traded companies. 

Considering Using an LLC Formation Service?

We reviewed and ranked the top LLC formation services. Find out which is best for you.


Maintain Your Rhode Island LLC

After you’ve successfully formed your LLC, there are a couple of steps you’ll need to periodically take in order to maintain it, including:

  • Filing an annual report
  • Sorting out your tax responsibilities

We’ve broken down how to complete each of these steps in greater detail below.

File the Annual Report

Rhode Island requires LLCs to file an annual report with the Secretary of State that’s due between September 1 and November 1 alongside a $50 fee. This form will maintain the state updated on key information regarding your business, such as its legal name, current registered agent address, and principal address.

This form can be submitted online or by mail but will not be processed if it’s made any earlier than 60 days to the aforementioned period, and fees will be refunded.

Note: There is a $25 penalty for late filings. In addition, Rhode Island can revoke your LLC’s certificate of formation or certificate of authority for failure to file an annual report.

Sort Out Your Taxes

Regardless of where your LLC is registered, you will be required to pay certain federal taxes. This includes corporation and employer taxes (for LLCs filing as a C corporation), and federal income tax and self-employment taxes (for LLCs taxed as pass-through entities).

In addition, there are a number of different taxes you’ll be required to pay at a local and state level, which can vary depending on the nature of your business.

Below are some of the most common taxes in Rhode Island:

Income Taxes

As the owner of an LLC based in Rhode Island, you’ll need to be aware of several key statewide taxes that could be imposed on the earnings of your business. In addition to your federal income responsibilities, these could include:

  • Personal Income Tax: This graduated tax is set at rates ranging from 3.75% to 5.99% depending on the size of the distributions your members take from the total business income. Default status LLCs must report their income to the state using Form RI-1065.
  • Corporate Income Tax: LLCs treated as corporations for tax purposes must pay a flat rate of 7% on the total taxable income they make from within the state. You’ll need to use Form RI-1120C to submit your corporate income tax return.
  • Pass-through Entity Election: LLCs with a default entity structure or organized as an S Corp can elect to pay the state income tax at an entity level at a flat rate of 5.99% using Form RI-PTE. This means that your business would pay taxes on its total earnings instead of its members paying taxes on its distributions.

Even if your LLC doesn’t pay income tax at an entity level, it’s required to pay the annual minimum tax in Rhode Island, which is $400.

Sales and Use Taxes

Sales tax in Rhode Island is imposed at a statewide rate of 7% on retail sales, rentals, the leasing of tangible personal property, and certain services, with an additional 6% being imposed on lodging businesses. Unlike many other states, there are no local sales taxes in effect.

Your LLC will need to file a sales and use tax return either online through the Department of Taxation’s Taxpayer Portal or by mail using Form RI-STR on a quarterly basis if it owes less than $12,000 per quarter, otherwise must file every month. In both cases, tax returns are due on or before the 20th day of the month following the tax period.

Note: If your LLC will be selling taxable goods or services within the state, it will need to register for a seller's permit through the Rhode Island Division’s Taxpayer Portal.

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Steps After LLC Formation

After forming your LLC, you will need to get a business bank account and website, sort all required business licensing, and get business insurance, among other things. 

Visit our After Forming an LLC guide to learn more.

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