Rhode Island LLC Formation

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Steven S.

Steven Stark

341 reviews
For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
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Richard G.

Richard Gora

180 reviews
Looking for an attorney with experience? Richard Gora is the exact attorney you want. Having defended over 100 cases both in state and federal courts and working with clients from around the globe, Richard has an array of different experiences. His services are wide-ranging and include business litigation, securities litigations, employment litigation, and business counsel. Prior to founding Gora LLC, he worked for Finn, Dixon & Herling LLP for eight years.
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Joshua G.

Joshua Garber

241 reviews
Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
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Savannah C.

Savannah Castro

As managing partner at Madison Sunset Law, Savannah Castro, Esq. is your attorney for any corporate or immigration legal advice. Licensed to practice in Arizona and District of Columbia, Savannah Castro is an active member of several associations, including the American Immigration Lawyers’ Association. She has also worked as a compliance officer, a contract negotiator, and is a certified mediator.
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David S.

David Slater

2 reviews
David Slater primarily specializes in growing business and has extensive experience in legal matters that startups and evolving businesses face. He has an M.B.A. and a J.D., which he obtained after graduating from the Emory University School of Law. David has 28 years of experience. He is a general counsel of the Institute for Personal Leadership and at Hayden 5 Media. David is also the managing attorney at the Law Office of David Slater.
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Benjamin G.

Benjamin Gerber

Benjamin Gerber is a former associate at a 2,000 attorney law firm and has the large firm experience with a small firm touch. With over three years of experienced in business operations, business lawsuits, and business formation, you can count on Attorney Gerber to help you. Mr. Gerber is licensed to practice law in both Texas and Illinois and has handled government investigations and compliance cases for top companies.
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Peter G.

Peter Gutenberg

2 reviews
With legal expertise in patents, trademarks, and copyrights, Peter Gutenberg has a background of more than eight years in research, development, and manufacturing of pharmaceuticals, medical devices, and in vitro diagnostics. Mr. Gutenberg is a member of the California State Bar Association Intellectual Property Law Section and California Lawyers for the Arts.
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Eric G.

Eric Goldman

21 reviews
For over 20 years, Eric has provided legal services to Emmy, Grammy, Oscar, and Tony award-winning talent in addition to technology and internet entrepreneurs. His clients thrive in careers that transcend the employer-employee model of wealth creation. In order to help his clients better transition in an innovation economy, he has expanded his services to include mediation and coaching.
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James D.

James Dore

2 reviews
James Dore is an attorney with Dore Law Offices and works with his father John in the Chicago, IL area. With over 8 years of experience in the legal field, James is ready to help you navigate your way through all things business law. Both James and his father John offer legal counseling for labor and employment issues, business formation, business operations, financial assets including bankruptcy, commercial contracts, commercial real estate, and more.
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Eric M.

Eric Malis

2 reviews
Eric advises emerging companies on legal and strategic matters by helping founders fine tune their business models and corporate structures, evaluate partnership opportunit... read more
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Why use UpCounsel to form your LLC in Rhode Island?

Confused by complicated questionnaires and government forms? Want to get your questions answered by a real attorney? UpCounsel provides personalized legal services with experienced attorneys to help form your Rhode Island LLC the right way.
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Why use UpCounsel to form an LLC in Rhode Island

Starting an LLC in Rhode Island with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our LLC attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for limited liability companies.

When forming an LLC in Rhode Island with UpCounsel, the attorney you choose to help you will conduct a business name search for your Rhode Island LLC and assist you in preparing your LLC Operating Agreement, along with providing other legal services based on your needs. Once your Articles of Organization have been prepared and successfully filed with the Rhode Island Secretary of State, your Rhode Island LLC has been formed and begins its existence as a corporate entity.

Requirements for Forming a Rhode Island LLC

Choosing a Company Name for Your LLC

One of the first steps in the process of forming your Rhode Island Limited Liability Company is to choose your business name.

The business name that you choose must contain the words "limited liability company" or the abbreviation "LLC" or "L.L.C." as the last words in the name of the limited liability company (upper and lower case abbreviations are permitted). The words "limited" and "company" may be abbreviated to "Ltd." and "Co.," respectively.

It must be distinguishable (not the same as or deceptively similar to) the name of any Rhode Island Limited Liability Company or foreign LLC reserved or registered and cannot contain the words implying the LLC was formed for a purpose for which it is not organized.

Your LLC name may contain the name of one or more members.

By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your Rhode Island Limited Liability Company before filing to see which names are available. Once you have chosen an available name, your chosen LLC attorney can help you properly register your name with the State of Rhode Island.

Articles of Organization: When forming an LLC in Rhode Island, the Articles of Organization must be filed with the Rhode Island Secretary of State. Rhode Island state law requires that certain information be included in your Articles of Organization when forming your Rhode Island LLC.

This information must include:

  1. The LLC's name and address.
  2. How the LLC will be treated for federal tax purposes.
  3. The LLC's registered agent's name and address.
  4. Each organizer's name and address.
  5. Whether the LLC will be managed by members or managers. If manager-managed, the manager's names and addresses must also be provided.

Additionally, a Rhode Island LLC formation generally requires inclusion and/or consideration of the following:

Organizers: One or more people may form a LLC, yet they do not need to be members of the LLC.

Minimum Number of LLC Organizers: One (or more).

Eligibility: An organizer may be an individual, partnership, limited partnership, trust, estate, association, corporation, limited liability company, or other entity, whether domestic or foreign.

LLC Operating Agreement: Although the LLC operating agreement is not required with the Articles of Organization, it is a good idea for every LLC with more than one member to have one. If an operating agreement is created, it need not be filed with the Articles of Organization.

Membership: A limited liability company must have one or more members.

Eligibility Requirements: A natural person or an entity.

Procedure for Membership: The member may acquire an interest in the LLC directly from the limited liability company at the time of formation and, after formation, at the time provided in and upon compliance with the Articles of Organization or the operating agreement or, if not provided, only upon the vote of a majority in interest of the LLC members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the LLC's operating agreement.

Business Licenses: Business licenses and/or permits are required for most LLC's offering a specific professional service. Contact the Rhode Island Secretary of State for specific licenses.

Resident Agent needed for a Rhode Island LLC

Remember every Rhode Island LLC must have a registered agent in Rhode Island, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The statutory agent may be a Rhode Island resident or business entity authorized to do business in the state. However, the registered agent must have a physical Rhode Island street address.

Rhode Island Secretary of State

Once you create an LLC in Rhode Island, the Rhode Island Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

For further information, contact the Rhode Island Secretary of State.

Recurring Responsibilities and Duties for Rhode Island LLCs

Annual Report: Each limited liability company shall provide an annual report to the Rhode Island Secretary of State regarding its financial condition to each of its members. The report must be filed each year between September 1st and November 1st, starting the year following the LLC's filing of the Articles of Organization with the Secretary of State. The filing fee is $50.

Records: Each Rhode Island limited liability company must keep the following records open to inspection at its office:

  1. A current list including the full name and business or residence address of each manager and member.
  2. The capital values and relative voting rights of the members.
  3. A copy of the Articles of Organization and all amendments thereto, together with any powers of attorney pursuant to which the Articles of Organization or any amendments thereto were executed.
  4. Copies of the limited liability company's federal, state, and local income tax or information returns and reports, if any, for the five most recent taxable years.
  5. A copy of the LLC's Operating Agreement, if in writing, and any amendments thereto, together with any powers of attorney pursuant to which any written operating agreement or any amendments thereto were executed.
  6. Copies of the LLC's financial statements, if any, for the five most recent fiscal years.
  7. Copies of any other relevant powers of attorney.
  8. Any written records of proceedings of the members and managers.

Filing Fees for a Rhode Island LLC

The processing fee for the Articles of Organization is generally about $150 but may be expedited for additional fees. Also, the filing and reservation of the LLC's name is $50. These fees can change so it would be best to check with the Rhode Island Secretary of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.

Taxes for a Rhode Island LLC

A Rhode Island LLC is not required to be a separate tax entity like a corporation; instead, it can be considered a "pass-through entity," so that the owners of the LLC report business losses or profits on their personal tax returns, just like in a partnership.

Rhode Island state law follows federal law for income tax purposes. Therefore if the LLC is classified as an association taxable as a corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.

Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS will treat a single-member LLC in Rhode Island as a sole proprietorship for tax purposes. This means that the LLC itself does not have to pay taxes or file a tax return. Unless you elect to tax the Limited Liability Company as a corporation, the IRS treats multi-member LLCs as partnerships for tax purposes. This means that LLC owners will each need to pay taxes on their lawful share of the profits on their personal income tax returns, not just on the LLC itself.

Federal Tax Identification Number: Your LLC will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). An EIN is similar to an individual's social security number. You will need an EIN for your LLC as long as there is one member, even if the LLC does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.

Start Your Business Off Right with an Affordable LLC Formation Attorney in Rhode Island

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