Rhode Island LLC Articles of Organization

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Articles of Organization

In this lesson, we will walk you through the paperwork to start a Rhode Island LLC.

This is done by filing the Articles of Organization with the Rhode Island Secretary of State. Once approved, this document will officially form your LLC in Rhode Island.

You can file your Rhode Island Articles of Organization by mail or online.

If you file by mail, the LLC filing fee is $150. And your LLC will be approved within 3-4 business days (plus mail time).

If you file online, the LLC filing fee is $150. And your LLC will be approved in 3-4 business days.

Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(Learn why Northwest is #1 in Northwest vs LegalZoom)

The “LLC filing fee” (the fee to create a Rhode Island LLC) is the same thing as the Articles of Organization fee. The Articles of Organization is the document that, once approved by the Secretary of State’s office, creates your Rhode Island LLC.

How much is an LLC in Rhode Island explains all the fees you’ll pay, including the Articles of Organization filing fee.

Note: Filing times may take longer due to government delays. For the most up-to-date LLC processing times, check how long does it take to get an LLC in Rhode Island.

Rhode Island LLC Secretary of State Division of Business Services

(Rhode Island Secretary of State, Division of Business Services Building)

Forming an LLC online vs mail filing

Below, you will find instructions for the online filing. We recommend filing online as it’s easier than the mail filing.

Alternatively, if you want to hire someone to form your LLC for you, check out Best LLC Services in Rhode Island.

Prefer to file by mail instead?

If you prefer to file by mail, the instructions on this page still apply to the paper form.

Here are the steps to forming an LLC in Rhode Island by mail:

  1. Download the Rhode Island LLC Articles of Organization (Form 400)
  2. Fill the form out on your computer or by hand (using a blue or black pen)
  3. Print it on regular white paper (8.5″ x 11″)
  4. Sign the form
  5. Prepare a check or money order for $150 (made payable to “Rhode Island Department of State”)
  6. Mail your signed Articles of Organization and payment to: Division of Business Services, 148 W River Street, Providence, RI 02904-2615

Approval:
Please see the LLC approval section below to learn how to download your LLC approval documents.

Rhode Island Articles of Organization (Online filing instructions)

Important: The Rhode Island online system will log you out after 10 minutes of inactivity. To avoid the inconvenience of having to start your filing all over again, we recommend reading the instructions below first. Then follow them a second time while going through the online filing.

Get Started

Go to the Rhode Island Secretary of State’s Business Services Online Filing System.

  • Scroll down to Step 2 (“Register your business“)
  • In the table, look for “Limited Liability Company (LLC)
  • And to the right, click “File Online

ARTICLE I. Limited Liability Company Name

Note: Before completing this step, make sure you searched for your Rhode Island LLC name and that it’s available to use.

Enter your desired Rhode Island LLC name.

Type the name exactly as you would like it, including your preferred capitalization, as well as the designator “LLC” or “L.L.C.” (the abbreviation “LLC” is the most common).

You can use a comma in your Rhode Island LLC name or you can leave it out. For example: “Apple Blossoms LLC” and “Apple Blossoms, LLC” are both acceptable.

ARTICLE II. Rhode Island Resident Agent (aka Registered Agent)

Note: Before choosing your Registered Agent, please read:

In the first few fields, enter the street address of your Resident Agent (aka Registered Agent).

If your Resident Agent is a person, enter their first and last name in the name field.

If your Resident Agent is a company, enter their company name in the name field.

Special offer: Hire Northwest to form your LLC ($39 + state fee), and you'll get a free year of Registered Agent service.

(Why is Northwest the best? Read our Northwest Registered Agent review)

ARTICLE III. Tax status of your LLC

Note: Before completing this step, please see How are LLCs taxed.

This is how most people will complete this section:

  • If you have a Single-Member LLC, select “disregarded as an entity separate from its member“.
  • If you have a Multi-Member LLC, select “a partnership“.

Note: If your LLC’s tax treatment will be an LLC taxed like an S-Corporation or LLC taxed like a Corporation (very rare), select a corporation“.

ARTICLE IV. Principal Office Address

Enter your LLC’s Principal Office address.

This must be a physical address (PO boxes aren’t allowed). This address can be in Rhode Island, or it can be in any other state.

This can be your home address, a friend or family member’s address, an office address, or the address of your Rhode Island Registered Agent.

Tip: Don’t forget to click “Country” and select the country where your address is located.

ARTICLE V. Duration

In this section, you need to let the Rhode Island Secretary of State know about the duration of your LLC (how long it will remain in existence).

If you prefer for your LLC to be “open-ended” with no set closure date, select “Perpetual“.

Most people choose “Perpetual” as this gives them the freedom to run their business as-is. And if they ever want to close their LLC in the future, they can do so by filing dissolution paperwork.

If you prefer for your LLC to be automatically shut down on a specific date (this is rare), select the 2nd option and click the calendar (to set the future dissolution date).

ARTICLE VI. Additional provisions (optional)

This section allows you to add additional rules or provisions to your LLC.

However, most people just leave this section blank.

ARTICLE VII. Members or Managers

In this section, you’ll need to tell the state how your LLC will be managed. An LLC can be Member-managed or Manager-managed.

The limited liability company is to be managed by its:

  • Select “Members” if your LLC will be Member-managed
  • Select “Managers” if your LLC will be Manager-managed

The name and address of each manager:

  • If your LLC will be Member-managed, don’t enter anyone’s name or address in this section. Just leave this name/address section blank.
  • If your LLC will be Manager-managed, enter the name and address of all the Managers (click “Add” to save each one).

What do these terms mean?

Member-managed LLC: This is where all of the Members (owners) run the business and day-to-day operations.

Manager-managed LLC: This is where one, or a few, designated people (who aren’t owners) run the business and day-to-day operations. And the Members (owners) have a passive/investor-only role.

To learn more, please see: Member-managed vs Manager-managed LLC.

ARTICLE VIII. LLC Effective Date

Related article: LLC effective date

Leave this section blank if you want your Rhode Island LLC to be effective upon filing.

This means your LLC will go into existence on the date it is approved by the Rhode Island Secretary of State. Most people choose this option (and therefore leave the effective date blank).

Alternatively, if you need your Rhode Island LLC to go into existence at a later date, check “Later effective date”. Enter the effective date in the box to the right. The date cannot be more than 30 days out from the date of filing. And you can’t backdate your filing at all.

Matt Horwitz, founder of LLC University®Pro tip: If you’re forming your LLC in December 2024, and you don’t need your Rhode Island LLC open right away, check “Later effective date” and enter January 1, 2025. This will save you the hassle of filing any taxes for the prior year.

Filer’s Contact Information

Enter your name, address, phone number, and email.

Tip: Don’t worry, this information doesn’t go on public record. The Secretary of State uses this if they have questions about your filing and need to contact you.

Signature and address of signer

Signed this day…
Enter your full name in the first box to electronically sign this filing.

Address of Authorized Signer:
Enter your address in the second box.

By selecting Accept, you hereby acknowledge…
Select “Accept” and then click the “Click HERE to Submit This Information” button.

Note: The person signing this form is known as the LLC Organizer. An LLC Organizer can be a Member (LLC owner), but they aren’t automatically made a Member by signing the Articles of Organization.

Review

On the next page, review your information. And check for any typos.

If you need to make any changes, click the “Make Corrections” button at the bottom left.

Once everything looks good, click the “Accept” button at the bottom right.

Payment

Click “Enter Credit Card Details“. The next page will show your total charges (there is a small fee for the online filing).

Click the “PAY VIA CREDIT CARD” button.

On the next page, enter your billing and payment information.

And then click the button to submit your payment and filing to the state.

Congratulations! Your Rhode Island LLC has been filed for processing. Now you just need to wait for approval.

Rhode Island LLC Approval

Approval:
For both the online filing and the mail filing, the Secretary of State will not send anything back once your LLC is approved. Instead, you’ll need to wait 3-4 business days.

Then, search for your LLC online (via the Business Entity Search page). Click your LLC’s name in the results page. At the bottom of your LLC’s online record, select “ALL FILINGS” and click the “View Filings” button. Then click the link to the right of “Articles of Organization” to download your approved LLC document.

Notes:

  • If you cannot find your LLC filing online, or do not receive a rejection letter within about a week, you can call the Rhode Island Secretary of State at 401-222-3040.
  • We recommend saving/printing a few copies of your Articles of Organization (both physical and digital) and keeping them with your business records.
  • If your LLC is rejected for any reason, the state will send you a letter letting you know what needs to be changed. They’ll also return your money and allow you to resubmit after making the necessary corrections.

Rhode Island LLC bank account

You’ll use your stamped and approved Articles of Organization and your Federal Tax ID Number to open a business bank account for your LLC.

Rhode Island Secretary of State Contact Info

If you have any questions, you can contact the Rhode Island Secretary of State at 401-222-3040.

Their hours are Monday through Friday, from 8:30am – 4:30pm Eastern Time.

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Need to save time?

We recommend hiring a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

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Matt Horwitz
Matt Horwitz
Matt Horwitz is the leading expert on LLC education, and has been teaching for 15 years. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.

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2 comments on “Rhode Island Filing Forms”

Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

  1. Very easy to follow. Thanks!!

    A question: how to write the Agent’s annual report?

    Thanks again!

    Bogdan

    • Hi Bogdan, great to hear! I’m not sure what you mean by Agent’s annual report, since there is no such thing. Can you re-phrase your question?

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