Forming a new corporation in Rhode Island is, generally speaking, rather uncomplicated, although certain entity types demand special filing procedures. For those forming profit, benefit and non-profit entities, you will be able to take advantage of the online filing system set up conveniently by the Rhode Island Department of State. For those wishing to file through the mail, or those who are forming a corporation which provides a professional service, it will be necessary that you download the PDF of your registration document (found linked throughout this page) and complete it on your computer. A filing fee will be asked of all entities, with all for-profit businesses paying $230 and all non-profits submitting $35.

The first step which is applicable to all incorporators is the use of the Business Entity Search to establish the availability of the chosen corporate name. Although this will not give a definitive look into whether you will be given exclusive rights to the name, a completed search with no results found is often a fairly good indicator that your filing will not be rejected on the grounds of your entity’s title be indistinguishable from that of another. To reserve your name, you will be required to submit a separate filing to the State authorities while paying the fee of $50. More on this can be found on our tutorial linked here.

How to File a Profit Corporation (Online)

Step 1- You may begin by navigating to this webpage and clicking on the File New Business Entity link.

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Step 2- From the list that appears on the secondary page, you will be able to make the selection for a domestic, profit Articles of Incorporation.

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Step 3- The first article will ask that you submit the name of the corporation. Following this, you will need to enter the total number of shares which the corporation has authority to issue and, if necessary, a statement regarding any provisions surrounding any class or classes of shares. The third article will have you entering the registered agent name and address.

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Step 4- Article four has designated the corporate purpose, the fifth will give you to opportunity to add supplementary provisions while the sixth will give you the opportunity to supply the name and address of each incorporator. Finally, provide the effective date if applicable.

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Step 5- Enter in the filer contact information provided by the signature of the authorized representative and their address. Click that you Accept the terms of the articles before proceeding.

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Step 6- This page will simply ask you to review the information which you’ve submitted in the previous articles. If all seems to be accurate, you will be able to click Accept to proceed.

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Step 7- On this page, you will be able to click Enter Credit Card Details to proceed.

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Step 8- Choose between payment by credit card or subscriber account.

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Step 9- You will have to supply the customer information as follows:

  • Country
  • First name
  • Last name
  • Full address
  • Email
  • Phone number

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Step 10- This page will have you entering the payment information to pay the filing fee. Once this has been accomplished, you will be able to review the information which you’ve submitted on the final page and officially send your finished articles and filing fee to the Department of State.

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How to File a Benefit Corporation (Online)

Step 1- Filing a benefit corporation can be accomplished by navigating to this webpage and clicking on the File New Business Entity link.

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Step 2- This second page will enable you to click on the benefit corporation filing option, found at the bottom of the list.

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Step 3- Here you will be able to supply the name of the corporation, the public benefits provided by the entity, the number of authorized shares and any specifications regarding the classes of those shares.

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Step 4- Article four will ask for your registered agent information and you will also be required to enter the fiscal year end of the corporation as well as any provision the corporation wishes to add to the articles.

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Step 5- The seventh and eighth articles will have you supplying the name and address of each incorporator along with the effective filing date (if applicable).

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Step 6- Supply the filer’s contact info next, followed by the signature of the authorized representative and the address of the authorized signer. Click Accept to the terms and conditions if you do indeed agree to them and finally select the Click HERE to Submit This Information to continue.

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Step 7- This page is simply designed to enable you to review the information that you’ve submitted into the previous articles. Providing that all seems accurate, you will be able to click Accept to proceed.

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Step 8- On this page, you will be able to click Enter Credit Card Details to proceed.

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Step 9- Choose between payment by credit card or subscriber account.

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Step 10- You will have to supply the customer information as follows:

  • Country
  • First name
  • Last name
  • Full address
  • Email
  • Phone number

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Step 11- Enter in your payment info, and when finished, click Next. You will be able to review your billing info then officially submit the filing to the Department of State when finished.

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How to File a Non-Profit Corporation (Online)

Step 1- Begin by navigating to  this webpage and clicking on the File New Business Entity link.

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Step 2- The next page will provide a list of all the filing types which can be submitted online. Click the Articles of Incorporation link under the non-profit heading.

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Step 3- The first page of the articles will have you entering in the corporation name, period of duration, specific purpose and any additional provisions.

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Step 4- Next you will need to enter in the street address of the initial registered office as well as the name of the initial registered agent.

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Step 5- Supply the filer’s contact info next, followed by the signature of the authorized representative and the address of the authorized signer. Click Accept to the terms and conditions if you do indeed agree to them and finally select the Click HERE to Submit This Information to continue.

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Step 6- This summary page will allow you to review all the information you’ve submitted in the previous articles. Once this has been accomplished, you will be able to click Accept to proceed.

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Step 7- Click the Enter Credit Card Details link.

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Step 8- Choose between payment by credit card or subscriber account.

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Step 9- You will have to supply the customer information as follows:

  • Country
  • First name
  • Last name
  • Full address
  • Email
  • Phone number

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Step 10- The next page will ask for your payment information. Once submitted, you can navigate to the next page which will provide all the information that you’ve submitted in the previous fields. You will here also be able to complete the payment of the filing fee and officially submit your documents to the Department of State.

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How to File a Profit Corporation (PDF)

Step 1- To begin the filing process for a profit corporation wishing to use the paper submission method, you will first need to download the Articles of Incorporation.

Step 2- Next provide the following information into the supplied fields:

Page 1

  • 1- Name of corporation
  • 2- Total number of shares, class of stock and par value per share. Also a statement regarding any provisions surrounding the issued stock.
  • 3- Registered agent address and name

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Page 2

  • 6- Any additional provisions
  • 7- Name and address of each incorporator
  • 8- Effective date
  • Name and signature of each incorporator along with the date of signing

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Step 3- Along with your application, there will be a filer contact information sheet. On it you will be required to submit the following:

  • Name
  • Phone number
  • Proposed entity name
  • Address
  • Email address

Step 4- Once your filing form has been completed, you will be able to attach to it a check made out to the Department of State covering the $230 filing fee. Mail both the form and the check to the below address to complete the filing process.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615

How to File a Professional Corporation (PDF)

Step 1- To file for a professional corporation, you will be required to download this Article of Incorporation.

Step 2- Next provide the following information into the supplied fields:

Page 1

  • 1- Name of corporation
  • 2- Profession to be practiced
  • 3- Total number of shares, class of stock and par value per share. Also a statement regarding any provisions surrounding the issued stock.
  • 4- Registered agent address and name

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  • 6- Any additional provisions
  • 7- Name and address of each incorporator
  • 8- Effective date
  • Name and signature of each incorporator along with the date of signing

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Step 3- Along with your application, there will be a filer contact information sheet. On it you will be required to submit the following:

  • Name
  • Phone number
  • Proposed entity name
  • Address
  • Email address

Step 4- Once both of your forms have been completed along with the filer contact information, you will be required to submit the filing fee by attaching to the finished documents, a check made out to the R.I. Department of State for the $230 filing fee. Submit both items through the mail to the State’s offices address below.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615

How to File a Benefit Corporation (PDF)

Step 1- The first step is to download the benefit corporation filing form here.

Step 2- Next, using your PDF reader, you will be able to submit the following information into the supplied fields:

  • 1- Name of corporation
  • 2- Specific public benefits for which the corporation is organized
  • 3- Total number of shares, class of shares and a statement providing specifications regarding any class or classes of shares
  • 4- Registered agent name and address

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  • 7- Fiscal year end of the corporation
  • 8- Any additional provisions
  • 9- Name and address of each incorporator
  • 10- Effective date
  • Signature of incorporators and date of signing

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Step 3- Along with your application, there will be a filer contact information sheet. On it you will be required to submit the following:

  • Name
  • Phone number
  • Proposed entity name
  • Address
  • Email address

Step 4- When all forms have been completed, you will be able to attach to them the filing fee of $230 provided in the form of a check made out to the R.I. Department of State. Mail all items to the below address for processing.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615

How to File a Professional Benefit Corporation (PDF)

Step 1- There is also the option of filing for a professional benefit corporation. This, like all the others, will require that you provide a completed Articles of Incorporation.

Step 2- When downloaded, you will be able to submit the following information:

Page 1

  • 1- Name of corporation
  • 2- Profession to be practiced
  • 3- Specific public benefits for which the corporation is organized
  • 4- Total number of shares, class of shares and a statement providing specifications regarding any class or classes of shares
  • 5- Registered agent name and address

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  • 8- Fiscal year end of the corporation
  • 9- Any additional provisions
  • 10- Name and address of each incorporator
  • 11- Effective date
  • Signature of incorporators and date of signing

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Step 3- Along with your application, there will be a filer contact information sheet. On it you will be required to submit the following:

  • Name
  • Phone number
  • Proposed entity name
  • Address
  • Email address

Step 4- Once you’ve completed both of the forms, you will need to pay the filing fee. This should come in the form of a check made out to the R.I. Department of State covering the $230 filing fee. Attach this check to the completed forms and mail the filing package to the below address for processing.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615

How to File a Non-Profit Corporation (PDF)

Step 1- Those attempting to file for a non-profit corporation will be able to do so through the downloading of the Articles of Incorporation.

Step 2- Once opened in your PDF viewer, you will be able to submit the following data:

Page 1

  • 1- Name of corporation
  • 2- Period of duration
  • 3- Specific purpose for which corporation is organized
  • 4- Additional provisions
  • 5- Name and address of registered agent

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  • 6- Number of directors on the board of directors along with each of their names and addresses
  • 7- Name and address of each incorporator
  • 8- Effective date
  • Name and signature of incorporators as well as the date of signing

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Step 3- Along with your application, there will be a filer contact information sheet. On it you will be required to submit the following:

  • Name
  • Phone number
  • Proposed entity name
  • Address
  • Email address

Step 4- With the completed application and a check covering the $35 filing fee, you will be able to properly submit your filing to the Department of State by sending it through the mail to the below address.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615

Tips

EIN – When creating a new entity, the process of applying for an Employer Identification Number is always an imperative step in the formation process. The number will allow for the Internal Revenue Service to keep tabs on all legitimate, tax withholding entities and will in turn permit you to transact business legally.  All financial transactions and the hiring of employees will then be possible whilst using the company name. For more information on how exactly to apply, click on the heading of this paragraph. You will find that there is both an Online and a PDF application process available to employers.

Corporate Bylaw– Though not legally required in the State of Rhode Island, it is always wise to consider putting into effect a set of corporate bylaws to better organize the internal affairs of your entity. This document will allow you to delineate the nature between the company’s officials and between each member and the entity itself. Without this document, there will be little legal proof regarding the logistical and financial make up of your corporation. For more information as to exactly what might go into this document, you may click on the heading of this paragraph. The secondary page houses a free template available in both MS Word format and Adobe PDF.

Renewal– The process of renewal in the State of Rhode Island is similar for all corporations with only slight variations. Across the board, corporations will be required to supply an annual report to the Department of State which will allow for the State government to stay on top of all major structural changes which may have occurred over the course of each year. This might involve a change in the board of directors, in the contact information or even in the corporate purpose. The cost of renewal will be $50  for profit entities, $20 for non profit and $60 for benefit. You can choose between the online filing process, for which you will need to have an account with the government website, or the paper filing process. You may download the annual report form for benefit corporations here, profit here and non-profit here. Once completed, send them to the address below with the attached filing fee.

Department of State: Business Services Division

148 W. River Street

Providence, Rhode Island 02904-2615