Incorporate in Rhode Island - Same Day Filing

 

Incorporate in Rhode Island - Same Day Filing
Incorporate in 3 Easy Steps
Filing Packages Start at $79 (plus state fees)
SunDoc Filings makes it fast and easy to file a Rhode Island corporation.  We help you reduce the red tape and act as your liaison to help you file it right the first time, saving you expensive delays. SunDoc Filings can help you form a Rhode Island corporation with the Secretary of State on an expedited basis. To form a corporation in Rhode Island, you must file the Rhode Island Articles of Incorporation with the Secretary of State.

 

For already prepared documents, skip to step 3

 

Step 1: Check Name Availability

Choose three corporate names in order of preference and we check for availability.

Step 2: Prepare or Upload your Articles

Our online form will walk you through all required information.

Step 3: Specify Service Level and Service Options

Select the appropriate filing package or choose from the a la carte options.

 

Routine: 2 - 4 Business Days

Rush: 1 - 2 Business Days 

 

Email confirmation within one hour during normal business hours.

 

 

 

Your filing is now on its way!

If we receive your Rhode Island Articles of Incorporation by 12 p.m. PST M-F, your corporation will be submitted and could be active the same day. This means your company will be given the submission date as your file date. If you mail the document to the state, like many filing services do, it will take several weeks longer for proof of filing.

 

Your Post-Filing Responsibilities 

  • File a Statement of Information:  After the Articles of Incorporation are filed, the Secretary of State requires that you file a Statement of Information. 
  • Employer Identification Number If you would like, we can obtain your EIN for your new company.  Add it to your order and we will obtain the EIN within 24-48 hours.
  • Rhode Island Corporate Kit: Our Kits include a custom binder, seal embosser, bylaws and meeting minutes, 20 Stock certificates, and more. You can order you kit at the time of filing or if you prefer, you can place the order individually at our Corporate Kit order page.

Add these optional services to your order at the time of filing:

  • Certificate of Good Standing: You may need additional copies if you are going to qualify or register in other states. Most certificates are good for 90 days.
  • Additional Certified Copy of Articles: You may need this in the future for banks, loans, or professional licensing requirements.

 

 

The SunDoc Filings Advantage

 

  • We have filed thousands of documents since 1999
  • All filings received by 12 p.m. PST are submitted same day
  • Most filing companies mail in your filings

Rhode Island Corporate Formation Guidelines

 

CORPORATE NAME

The corporate name must contain the word "Corporation," "Company," "Incorporated," "Limited," "Corp.," "Co.," "Inc." or "Ltd." A corporate name found to be available may be reserved with the Secretary of State for a 120 day period for a filing fee of $50.

 

PURPOSE CLAUSE

It is acceptable to state with a specific purpose clause, “The purposes for which the corporation is organized shall be to transact any and all lawful business for which corporations may be incorporated pursuant to the provisions of the Rhode Island Business Corporation Act.”

 

AUTHORIZED SHARES AND MINIMUM PAID IN CAPITAL

The maximum number of authorized shares for the minimum License Fee is 75,000,000 shares with or without par value. There is no minimum amount of paid in capital required to commence business.

 

PREEMPTIVE RIGHTS

Preemptive rights are granted in absence of a specific limitation or denial.

 

CUMULATIVE VOTING

Cumulative voting is automatically denied unless specifically granted.

 

REGISTERED AGENT AND REGISTERED OFFICE

The corporation must maintain a registered agent and office to receive service of process in Rhode Island.

 

DIRECTORS

The minimum number of directors is one (1).

 

LIMITATION OF DIRECTORS' PERSONAL LIABILITY

The Articles of Incorporation may contain, within the limitations prescribed by the Rhode Island Business Corporation Act, a provision eliminating or limiting the personal liability of a director to the corporation or its stockholders for monetary damages for the breach of fiduciary duty as a director.

 

INCORPORATOR

Minimum number of incorporators is one (1) and there is no requirement that the incorporator be a resident of Rhode Island.

 

FILING PROCEDURES

Submit to the Secretary of State one (1) executed copy of the Original Articles of Incorporation and an executed copy of the "Duplicate Original Articles of Incorporation". The Secretary of State files the "Original Articles of Incorporation," and returns the "Duplicate Original Articles of Incorporation," upon which is his Certificate of Incorporation. License Fee (minimum fee of $160) is based on aggregate authorized shares with and without par value.

 

Please Note: A value of $100 is attributed to each authorized share without par value in computing the annual Corporate Franchise Tax.

 

 

 

 

 


 

Information about Rhode Island Corporations
How do I form a Rhode Island Corporation?
First, we check corporate name availability with the Rhode Island Secretary of State. Second, we prepare the Rhode Island Articles of Incorporation. Third, before we form the Rhode Island corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the Rhode Island Secretary of State. Fifth, when the Rhode Island Secretary of State files the Rhode Island Articles of Incorporation, we will return the filed document to you.
 
What are the advantages of forming a Rhode Island Corporation?
To begin with, there is the protection of the "corporate veil" that provides limited liability to the owners (shareholders). The shareholders are not personally liable for debts and obligations of the corporation. They can personally lose only to the extent of their investments in the Rhode Island corporation form purchasing stock. Since the Rhode Island corporation is an independent legal entity, the Rhode Island corporation has continuous existence. It does not cease to exist simply because one of the shareholders dies or retires. Corporations often have an easier time setting up insurance, retirement funds, profit-sharing, pension, and stock option plans than other business entities.
 
When you form an Rhode Island corporation, the owners (shareholders) are not personally liable for the debts and obligations of the Rhode Island corporation. Ownership in an Rhode Island corporation is more easily transferable than other business entities. Under most circumstances, shares of stock can be sold without restriction to a third party without having to obtain consent from the Rhode Island corporation itself.
 
How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my Rhode Island Corporation?
After we form an Rhode Island corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your Rhode Island corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your Rhode Island corporation. If you purchase our Rhode Island premium package, EIN obtainment is included for your Rhode Island corporation.
 
How do I form a Rhode Island S Corporation?
It is important to understand that your Rhode Island S corporation starts as a general stock corporation (C corporation). To obtain or to form an Rhode Island S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an Rhode Island S corporation simply means the corporation is taxed like a partnership or LLC with a pass through tax structure. Make sure to check with your accountant or the IRS for limitations or read about Rhode Island C corporations below.
 
By obtaining S corporation status in Rhode Island, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the Rhode Island S corporation's shareholders include their share of the Rhode Island Corporation's separately stated items of income, deduction, loss, and credit, and their share of non-separately stated income or loss.
 
What are the advantages of a C Corporation in Rhode Island?
Generally most people form Rhode Island C corporations that plan on publicly trading the corporation's stock. Since Rhode Island S corporations cannot have more than 75 shareholders, choosing to maintain an Rhode Island C corporation allows for 76 shareholders or more. An Rhode Island C corporation can have multiple classes of stock such as preferred and common shares.
 
An Rhode Island C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an Rhode Island S corporation can only be owned by individuals that are U.S. citizens or registered aliens, issue only one type of stock, and are limited to no more than 75 shareholders.
 
How do I obtain or prepare corporate bylaws for my Rhode Island Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your Rhode Island corporation and include meeting minutes (MS Word format) that you can prepare as needed.
 
What are the corporate bylaws and why are they so important for my Rhode Island corporation?
The corporate bylaws serve as a blueprint for your Rhode Island corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most Rhode Island bylaws contain the number of directors and their names. Rhode Island bylaws also contain the names of the officers for the titles: President, Vice-President, Secretary, and Treasurer/Chief Financial Officer (CFO).
 
Another important part of Rhode Island corporation bylaws is to create "rules" on how the Rhode Island corporation can open a bank account, take out loans, write checks, enter into contracts, obtain business credit, and issue stock certificates to its shareholders. Most Rhode Island bylaws will reference a list of shareholders in alphabetical order that includes Rhode Island shareholder's names, addresses, titles held with the Rhode Island corporation, and the amount of shares the shareholder owns in the Rhode Island corporation.
 
What is an Rhode Island corporate seal?
After the Rhode Island corporation prepares its bylaws or has Sun prepare the bylaws, the Rhode Island corporation will need a corporate seal. A corporate seal is a handheld device that imprints paper with the corporation's name, state of formation, and date the Rhode Island corporation was formed. Many banks and other lending institutes require Rhode Island corporations to possess and use a corporation seal on business documents or loan papers. All Rhode Island corporation kits that Sun sells contain a handheld corporate seal embosser.
 
What is a Rhode Island corporate kit?
The Rhode Island corporate kit is typically a hardbound binder that contains all of the Rhode Island corporation's important documents such as the Rhode Island Articles of Incorporation and bylaws. All the Rhode Island corporation kits that Sun sells include having the Rhode Island corporation's name hot stamped (professional imprint of the Rhode Island corporation's name) on the spine. Most Rhode Island corporation kits come with a slipcase to keep the binder safe. Some corporate kits are made with a slipcase built in. The choice is yours.
 
Another important part of an Rhode Island corporate kit is stock certificates. All of the Rhode Island corporate kits that Sun sells contain 20 custom stock certificates that include the Rhode Island corporation's name, the amount of shares, the par value the corporation is authorized to issue, and the title of President and Secretary below the signature lines. If you have already formed your Rhode Island corporation, you can order an Rhode Island corporate kit by placing the order individually at our Corporate/LLC Kit order page. We have a selection of high quality kits that come in array of styles and colors.
 
Now that you have formed your Rhode Island corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the Rhode Island bylaws, issued shares of stock, and used your seal embosser, it is time to verify which local city and/or county tax licenses your business will need. The best place to start is your city hall or county recorder's office. Take the time to verify your areas business licensing requirements. For those of you who plan to run your Rhode Island corporation out of your home, check with your city or county to find out if a work at home permit is required. Once your licensing requirements are met, it is time to start operating your Rhode Island corporation.