How to start an LLC in Rhode Island
Rhode Island forms an LLC through Form 400, Articles of Organization, filed with the Department of State's Business Services Division for a $150 fee. The state's distinctive wrinkle is its $400 minimum business tax, which applies to every corporation, LLC and limited partnership registered with the Department of State, whether or not it did business or made a profit that year, unless the LLC is taxed as a pass-through entity for Rhode Island purposes. This guide walks through naming, the resident agent, the filing itself, the EIN, Rhode Island's tax treatment of LLCs, and the annual report cycle.
Rhode Island LLC facts at a glance
| Official filing agency | Rhode Island Department of State, Business Services Division |
|---|---|
| Formation document | Articles of Organization (Form 400) |
| State filing fee | $150 |
| Filing methods | Online through the RI Department of State business portal, By mail with a check payable to RI Department of State, In person at 148 W. River Street, Providence |
| Typical processing (recent) | 3-5 business days |
| Typical expedited processing | Not offered |
| Registered agent | Required |
| Annual Report | $50, due Between February 1 and May 1 |
| Late penalty | $25 + revocation after non-filing |
| State-level business tax | No franchise tax on LLCs. 7% corporate income tax if C-Corp elected. Minimum tax of $400. |
| Publication requirement | None |
| Resident agent | Required. Must be a Rhode Island resident individual, or a domestic or foreign corporation, limited partnership or LLC authorized to do business in Rhode Island, with a Rhode Island street address (no P.O. Box) |
| Name reservation | A name can be reserved on Form 620, Application for Reservation of Entity Name, for 120 days; the reservation can only be refiled once the original 120-day period has expired |
| Filing confirmation | Rhode Island does not mail confirmation of a successful filing. Look up the entity in the online Corporate Database and view the filed document under All Filings |
| $400 minimum annual tax | Every corporation, LLC and limited partnership registered with the Department of State owes Rhode Island's minimum annual tax of $400 to the Division of Taxation, not pro-rated and owed regardless of activity or profit, unless the entity qualifies for pass-through tax treatment instead |
| Federal tax classification choice | Form 400 requires you to state whether the LLC will be taxed for federal purposes as a partnership, a corporation, or disregarded as separate from its member |
Processing times reflect recent official guidance and change often. Check the Rhode Island Department of State, Business Services Division current processing calendar before you rely on a date.
File it yourself
Rhode Island accepts filings directly from business owners. You do not need us, or any other company, to form your LLC. Here is the official portal.
the RI Department of State online business filing portalThe Rhode Island lessons
- 1Name your Rhode Island LLCRequired wording, the distinguishable name standard, and the 120-day name reservation.
- 2Appoint your Rhode Island resident agentWho qualifies, the street-address requirement, and keeping the appointment current.
- 3File the Articles of OrganizationForm 400, the $150 fee, what the form asks for, and how to confirm your filing.
- 4Get an EIN and open a bank accountThe free IRS EIN, Rhode Island Division of Taxation registration, and separating funds.
- 5Rhode Island LLC taxes and the $400 minimum taxPass-through taxation, the personal income tax, and the $400 minimum tax that applies even at zero income.
- 6File the Rhode Island Annual ReportThe $50 fee, the February 1 to May 1 filing window, and what happens if you miss it.
Related Gullia Filing pages
Or let us file your Rhode Island LLC for you
Everything above is yours to use for free. If you would rather hand it over, we prepare and file the Articles of Organization (Form 400), act as your registered agent, and track your ongoing deadlines.
Official sources
- RI Department of State: Form 400, Articles of Organization for a Domestic LLC
- RI Department of State: Start Your Rhode Island Business
- RI Department of State: LLC Articles of Organization Filing Guide
- RI Department of State: Form 620, Application for Reservation of Entity Name
- RI Department of State: File Your Annual Report
- RI Department of State: Maintain Your Registered Agent
- RI Department of State: Costs and Fees, Business Basics
- R.I. Gen. Laws 7-16-11: Resident agent
- RI Division of Taxation: 2025 Business Corporation Tax General Instructions
- RI Division of Taxation: Corporate
- R.I. Gen. Laws 44-11-2: Imposition of tax
- IRS: apply for an Employer Identification Number
Last reviewed: September 2026 - reviewed by Gullia Filing Legal & Formation Team, Corporate formation specialists and registered agents