Rhode Island Incorporation Services
To start a corporation in Rhode Island, you must file Articles of Incorporation with the Division of Business Services. You can file the document online, by mail or in person. The Articles of Incorporation cost $230 to file. Once filed with the state, this document formally creates your Rhode Island corporation. However, to actually ready the corporation to do business, you must complete several additional steps.
Starting a Rhode Island Corporation Guide:
Rhode Island Corporation Filing Options
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Rhode Island Articles of Incorporation free download. When you're done filling out the form, submit it to your state.
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2 Day Rhode Island Corporation
Includes registered agent service, bylaws & more.$463 Total
Rhode Island Articles of Incorporation Requirements
To form a Rhode Island corporation, you must complete and file the Articles of Incorporation with the Division of Business Services. See the document below and click on any number to see what information is required in the corresponding section.
Your name must include “Corporation,” “Company,” “Incorporated,” “Limited,” or an abbreviation for one of these words. Tip: Most corporations keep it short and sweet with “Corp” or “Inc.”
On the paper form, tick “yes” if you’re forming a close corporation. On the online form, the box is automatically selected—you’ll have to uncheck the box if you aren’t forming a close corporation. Close corporations have 30 or fewer shareholders and don’t have as strict of formalities as a regular corporation. For instance, the Rhode Island Business Corporation Act (§7-1.2-1701) allows for a close corporation to add provisions or bylaws that would normally be invalid, such as forgoing a board of directors.
For each class of shares, list the number of shares you wish to create and their par value. Par value (also known as “face value”) is the price listed on stock certificates and is typically the lowest value at which a share will be traded. If you don’t list a par value, each share will be given a value of $0.01.
List either an individual Rhode Island resident (such as yourself) or a business (such as Northwest). Tip: We’re fans of Northwest.
This Rhode Island street address is where your registered agent will be available to accept legal notifications on behalf of your business. This address, like all the information in your Articles, will become part of the permanent public record of your corporation. Tip: Hire Northwest and our Rhode Island address will go here.
Your incorporator signs off on your Articles of Incorporation. Some people assume your incorporator has to be a director or officer, but no—it’s just someone you authorize to submit your Articles. You need at least one incorporator, and all incorporators must include their names and addresses. Tip: We’ll be your incorporator when you hire Northwest to form your Rhode Island corporation.
If you want your Rhode Island corporation to begin right away, choose “date received” for your effective date. Otherwise, choose a specific future date within 90 days of filing. Tip: Most corporations choose “date received.”
The Division of Business Services wants to be able to talk to someone if they have a question about your filing. You’ll need a name, address, email and phone number. Tip: Hire Northwest to form your Rhode Island corporation, and we’ll put our information here.
How much does it cost to start a Rhode Island corporation?
$230 for up to 75,000,000 shares. (Technically, this is a $70 filing fee and a $160 license fee—the license fee goes up by 1/5 cent per share if you have more than 75 million shares.) If you file online, add on $8 for the state’s “enhanced fee.”
Hire Northwest to form your Rhode Island corporation, and your total out-the-door cost is $463. This includes state fees, a full year of registered agent service and loads of tools and forms to help you get your business up and running.
How long does it take to start a Rhode Island corporation?
File your Articles of Incorporation online for 1-2 day processing. Note that there’s an $8 “enhanced fee” for online submissions. If you submit a paper form (either in person or by mail), it will take a bit longer to process, usually an extra day or two. Occasionally, it can take a week or more.
If you hire Northwest to start your corporation, we typically have your Rhode Island corporation formed within 2 business days.
Does a Rhode Island corporation need a registered agent?
Yes, your corporation must appoint and maintain a Rhode Island registered agent (which the state sometimes calls a “resident agent”). Your agent must be available to accept legal notifications at the Rhode Island street address that you list in your Articles of Incorporation and Annual Reports.
So who should be your agent? You can try to save a few dollars and be your own agent—if you don’t mind publicly listing the address where you’ll be. Public filings are a goldmine of data for solicitors, data-sellers and general busybodies, meaning your privacy will take a bit of a hit (and you’re sure to end up on a bunch of mailing lists). As an agent, you’re also supposed to be regularly available at the address you list. If your business needs have you traveling, attending meetings, running errands or otherwise on the go, it’s tough to serve as your corporation’s agent.
A wiser investment? Hire Northwest. We’ve been providing expert registered agent service to corporations in the 401 for years. We list our Rhode Island address in your public documents, and we’re ready and waiting there so that you can go hit the pavement. Or the beach—we don’t judge. It’s your business, and you should be free to run it however (and from wherever) you want.
Create Bylaws for Your Rhode Island Corporation
Do I need bylaws?
In Rhode Island, your car is going to hit a pothole every now and then (or all the time if your commute takes you past the URI campus). In much the same way, as your business moves forward, you’ll hit a few bumps every now and then too. Little ups and downs are usually pretty manageable, assuming you took the time to iron out all the details for your corporation’s policies and procedures. In other words, things go a lot more smoothly if you give your bylaws the careful consideration they deserve.
Why are corporate bylaws important?
When you run into those inevitable hiccups, you need to know what to do and who’s in charge. Who’s authorized to sign a contract or open a bank account? How many board members are needed to vote on a resolution? How are board members and officers replaced? What classes and series of shares come with voting rights? Who can call a meeting? If your policies and procedures are in place, a little problem is less likely to snowball into a major disaster.
How do I begin writing bylaws?
Creating bylaws is essential—but where do you begin? Northwest can help you get started on the right foot. When you hire us to form your Rhode Island corporation, we give you free corporate bylaws. We also give you free resolutions, meeting minutes templates and more—everything you need to organize your corporation. Check out the free corporate forms we provide to help corporations form and maintain their businesses.
Get an EIN for Your Rhode Island Corporation
Do I have to get a tax ID number (EIN)?
Yes, your Rhode Island corporation will need to obtain a federal tax ID (also called an “EIN” or “FEIN”). This ID is used to identify your business on federal tax filings, much like a social security number. Most corporations will also need their EIN for other general paperwork, from opening a corporate bank account to applying for permits or licenses.
The IRS issues EINs. You can fill out their free application yourself, or you can skip the paperwork and hire us to get your EIN for you. You don’t even need an extra form—just tick the box that says “EIN service” during checkout when you sign up for our Rhode Island incorporation service.
Open a Bank Account for Your RI Corporation
To open a corporate bank account, you will need to bring the following to the bank:
- A copy of the Rhode Island corporation’s Articles of Incorporation
- The Rhode Island corporation’s bylaws
- The Rhode Island corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account that states that the person going to the bank is authorized by the business to open the account in the name of the corporation.
We recommend calling your bank ahead of time before going in and asking what their requirements are. Most banks don’t open corporate accounts nearly as frequently as personal accounts, so some bankers may be unfamiliar with their own bank’s requirements. As frustrating as that may be for you, calling ahead will help save you from being super annoyed when you walk into the bank.
Obtain a Business License
Does a Rhode Island corporation need a business license?
There isn’t a singular, general license for Rhode Island corporations. However, the Department of Business Regulation licenses a wide variety of business activities and professions, from breweries to debt collectors.
Some business activities require local licenses as well. For instance, most cities and towns license businesses like pawn brokers, laundries, and pool halls.
File Rhode Island Corporation Reports
What is a Rhode Island Annual Report?
Your Rhode Island Annual Report is a form you file each year with the Division of Business Services to update your corporation’s information. The report and $50 fee (+$2.50 if filing online) are due March 1st each year.
The Rhode Island Annual Report requests much more information than your Articles of Incorporation, including your principal office, NAICS code (a 6-digit number that corresponds to your main business activity), and the names and addresses of all your directors and officers. If you’d rather pass this paperwork on to someone else (or if you’re worried you’ll forget to file), hire us. We’ll prepare and submit your Rhode Island Annual Report for $100 plus state fees.
How much does a corporation in Rhode Island cost each year?
Each year, corporations have to file a Rhode Island Annual Report and pay a $50 filing fee ($52.50 online).
Pay Corporate Taxes
What are the taxes for a Rhode Island corporation?
The Rhode Island corporate net income tax rate is a flat 7%. There’s a minimum tax of $400. S corporations pay the $400 minimum as well. Actually, pretty much every entity will pay at least $400. Rhode Island tax laws require LLCs, LPs and LLPs to pay an annual fee “equal to the minimum business corporation tax.”
Rhode Island’s sales tax is also a flat 7% with no additional local sales taxes. This means customers will pay the same sales tax rate at the counter from Westerly to Woonsocket.