You have a big idea, truckloads of ambition, and dreams of a thriving Rhode LLC, and you’re mentally prepared to make it happen.
But the Chinese philosopher Lao Tzu once said, “a journey of a thousand miles begins with a single step,” and for you, that first step is filing the Articles of Organization.
With such grand plans, the last thing you might want to do is file paperwork, but completing the Articles of Organization is what authenticates your LLC, making it official in Rhode. It’s perhaps the most important step in starting your Rhode LLC. Following this guide will help take the tedium out of paperwork and get your business started quickly.
But before you dive into the Articles of Organization, you should have a few pieces of information ready to help streamline the process.
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Choosing an LLC Name
Before anything else, you will need to decide on an LLC name. You must include a business name on your Articles of Organization, and if the Secretary of State deems that name unacceptable or unavailable, the document will be rejected, so make sure you nail down a good name right away.
Don’t use a name on your Articles of Organization, tax paperwork, billboards, business cards, or anything else until you’ve confirmed that it meets the state’s conditions. Your name must indicate the company’s business type by using the words “Limited Liability Company” or the upper/lowercase abbreviation “L.L.C.,” either with or without punctuation. Further, you cannot claim a name that’s already in use elsewhere. Perform a name search to determine if your name is distinguishable and available.
Once you’ve found your perfect name, include it on your Articles of Organization to automatically register it. In the event that you’re not quite ready to file an LLC, you can place a 120-day hold on your name by submitting a name reservation request.
Choosing a Rhode Island Registered Agent
A registered agent is your LLC’s liaison to the state, the mediator who takes care of all your important legal, tax, and compliance documents, keeping your business in good standing. Every Rhode Island LLC must maintain a valid registered agent at all times. No one gets off the hook. And that’s because the agent serves a very important role.
Like the LLC name, Rhode Island has some broad, albeit non-negotiable, requirements for your registered agent. Whoever you appoint must be an individual Rhode Island resident with a physical in-state address, or a business entity authorized to do business in the state like a registered agent service. Fail to include a valid agent and your Articles of Organization will be rejected
Quick Note: If your first choice doesn’t work out, don’t worry. You can always change your registered agent in the future.
Preparing to File Your Rhode Island Articles of Organization
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Now for the main event: the Articles of Organization. Here’s your opportunity to get your LLC officially on record and authorized to conduct business in Rhode Island.
Considering how crucial this document is to your LLC formation process, its brevity and simplicity may come as a surprise. And you can further streamline the process by gathering all the necessary information beforehand. Here’s what the form requires:
- The LLC name
- Registered agent name and office address
- The LLC’s tax classification (partnership, corporation, or disregarded)
- Principal office address
- Whether the LLC is managed by members or managers
- If manager-managed, the name and address of each manager
- If applicable, the delayed effective date (up to 90 days following the filing)
- The name, address, and signature of an authorized person
- The filer’s contact information, including street address, email address, and phone number
And let’s not forget about payment. Unfortunately, the Articles of Organization isn’t free; it costs $150, so have a credit card or check ready to go when you file.
Regardless of which filing option you choose, your Articles of Organization will be processed within 1-3 business days.
Once you’ve completed the Articles of Organization and lined up your $150 payment, it’s time to submit everything. You can file online, by mail, or in person.
Take care of the entire process electronically using the Secretary of State’s Online Filing System. This option requires an additional $6 service fee.
Hard Copy Filing
Download and fill out the paper application. Then either mail or hand-deliver it, along with your payment, to:
Division of Business Services
148 W. River Street
Providence, Rhode Island 02904-2615
Congratulations! You’ve finished the Articles of Organization. As long as it’s accepted, your LLC will be authorized to do business in no time.
What About Foreign LLCs?
The process outlined above works for domestic LLCs (those formed in Rhode Island), but what if your business is expanding to Rhode Island from another state? Put away the Articles of Organization. You won’t need it.
Instead, you must foreign qualify your LLC by filing an Application for Registration. Like the Articles of Organization, this form has a $150 filing fee. Until you’ve successfully foreign qualified, refrain from performing any business activities in Rhode Island. Doing so can lead to serious consequences, so it’s best to avoid them altogether.
But after you’ve filed the form and received authority to do business in the state, go right ahead!
Want Help Filing Your Articles of Organization?
Let’s be honest: you’ve got a lot on your plate. Filing paperwork can take time away from your other tasks, ones more focused on setting your budding LLC up for success.
The good news is that you don’t need to file the Articles of Organization yourself. But if an attorney is out of your price range, hiring an LLC creation service is a great option.
There’s no shortage of business incorporation services out there, but not all of them are equal. Each one offers different packages, costs, and processing times, so it’s important to find the right fit for your LLC.
While each service has optional upgrades and feature packages, on the most basic level, they will review your business information, prepare your formation documents, and submit them to the Rhode Island Secretary of State. They will complete everything outlined in this guide and notify you when your Articles of Organization has been filed. You won’t have to lift a finger.
There are other benefits too. Some services will include a year of free registered agent service when you hire them. Other services offer order tracking, notifications on future documents (like annual reports), assistance drafting your operating agreement, or coverage of certain LLC formation costs.
Important Post-Formation Compliance Issues
Once you’ve successfully filed your Articles of Organization, your LLC is an official business entity in the state of Rhode Island. However, this doesn’t mean that your responsibilities have come to an end. There are several other steps you’ll need to take if you want to operate a compliant LLC for years to come.
Acquire a Federal Tax ID Number (EIN)
While an EIN isn’t a requirement for Rhode Island LLCs, we strongly recommend that every entrepreneur obtains one. An EIN enables your LLC to hire employees, open business bank accounts, file taxes, and take care of several other important aspects of LLC maintenance. Even if you operate a single-member LLC with no employees, you should still have an EIN for your business.
Set Up a Financial Infrastructure
One other crucial step is to solidify the financial aspects of your LLC, first by opening a business bank account. You must have separate bank accounts for your personal use and for business purposes, as this will help you keep your personal and business assets separate, a vitally important consideration for any entrepreneur. If you commingle these assets, you leave yourself wide open for lawsuits, as it would be easy for someone to claim that your business is simply an extension of your own personality and not a separate entity from you as a person.
The other portion of this step is to set up an accounting system. This can either mean that you hire an accountant to take care of your LLC’s bookkeeping, or you could acquire high-quality accounting software like QuickBooks. Either way, you need a reliable means of keeping detailed records for each financial transaction your LLC executes. This is another vital part of keeping your personal and business assets separated, and it will also be enormously helpful come tax time.
Acquire Licenses and Permits
The next step involves obtaining any industry-specific licenses and permits your LLC may need to operate in compliance with state laws. Depending on the nature of your LLC’s business, you may require several permits or you may be able to operate your LLC without any state-level licenses.
Thankfully, Rhode Island makes it very easy to figure out your business’ licensing needs. All you need to do is visit the state’s Department of Business Regulation and you’ll find the license and permit applications you require. Make sure to check with your county and locality as well, as there may also be licensing requirements for your business on these levels.
Obtain Business Insurance
This step isn’t a requirement, but it is a strong recommendation. The exact insurance policies your business needs will vary based on the type of products and services you offer, but most LLCs should at least have a general liability insurance policy to protect against common perils like slip-and-fall accidents. In some industries, you might need several different insurance policies to cover all of your financial bases, so do your research ahead of time to determine which types of insurance you should purchase.
File Your Annual Reports
Each year, every LLC in Rhode Island must file an annual report. This report includes some basic information about your business and keeps the state updated regarding any important changes to your LLC’s structure. The information you’ll need to file this report typically includes your LLC’s state entity ID number, NAICS code, a description of your LLC’s business activities, the jurisdiction where you formed your LLC, principal office address, mailing address, and names and addresses of each LLC manager (if applicable).
Frequently Asked Questions
About Filing the Rhode Island LLC Articles of Organization
How long does it take Rhode Island to form an LLC?
Rhode Island processes most LLC formations within 1-3 business days.
Should I file my own Articles of Organization, hire an attorney, or use an online service?
This question largely comes down to personal preferences, but we do have some general insights. The DIY route can be quite a bit of work, as you’ll need to complete each step of the formation process on your own with no assistance. As for hiring an attorney, this can be prohibitively expensive for new businesses, as a lawyer can charge hundreds or even thousands of dollars to form your LLC.
You can think of business services companies as a middle ground between these options. While most of these companies charge a fee to form your LLC, that fee will be significantly less expensive than an attorney’s fee. At the same time, you still aren’t going it alone. Instead, you have an experienced professional guiding you through the entire process.
What does Rhode Island require for LLC formations other than the Articles of Organization?
Unlike some states, Rhode Island doesn’t require any related filings other than your formation articles. However, we still strongly recommend obtaining a federal tax ID number (EIN). An EIN allows your LLC to file taxes, hire employees, open business bank accounts, and more. Every LLC should have one, whether your state requires it or not.
How many small businesses are there in Rhode Island?
Today, Rhode Island has more than 100,000 small businesses. Clearly, entrepreneurs in many different fields find Rhode Island to be a great place to own and operate a business entity.
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