To Start an LLC in Rhode Island, Follow the Simple Steps Listed Below:
STEP 1: Name your LLC
This is the first and most important step in starting your LLC. Do some research to make sure the name you choose is suited to your business venture and is easily searchable for potential clients.
1. Follow the naming guidelines: Your entity name must contain the words Limited Liability Company or the abbreviation L.L.C. or LLC. Restricted words (e.g. Bank, Attorney,
University) require additional paperwork and may require a licensed individual, such as a doctor or lawyer, to be part of the LLC. Prohibited words are those that would confuse the name of your LLC with a federal or state agency (e.g. FBI, Secret Service, Treasury etc.)
2. Is the name available in Rhode Island? Make sure the name isn’t already taken by doing a name search on the State of Rhode Island website.
3. Is the URL available? Check to see if the name of your LLC is available so that you can reserve your domain name. Even if you don’t plan to make a website today, you may want to buy the domain name in order to prevent others from acquiring it.
STEP 2: Choose a Registered Agent
You are required to nominate a Registered Agent for your Rhode Island LLC.
What is a Registered Agent? A registered agent is a person or business that agrees to send and receive legal papers on behalf of your LLC. Such papers include service of process of legal action (if you are sued) and state filings.
Who can be a Registered Agent? The registered agent must be a resident of Rhode Island or a corporation authorized to transact business in Rhode Island. You may elect an individual within the company including yourself.
STEP 3: File the Articles of Organization
To register your LLC, you will need to file the Articles of Organization with the State of Rhode Island. This can be done online, by mail, or in-person. When filing the Articles of Organization, you will need to decide if your LLC will be member managed or manager managed.
File the Articles of Organization for a Domestic LLC
Fee: Nonrefundable $150, payable to Rhode Island Secretary of State. (Add $6 if paying online)
STEP 4: Create an Operating Agreement
An operating agreement is not required in Rhode Island, but it’s a good practice to have one. What is an Operating Agreement? An operating agreement is a legal document outlining the ownership and operating procedures of your LLC.
STEP 5: Obtain an EIN
What is an EIN? The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company. An EIN is required when filing state and federal taxes. In addition, banks may require an EIN to open a business checking account. An EIN is obtained through the IRS website.
Six Key Steps After Forming A Business
1. Separate Personal Assets from the LLC
Even if you haven’t officially opened for business – it’s critical to get your books in order. A wellmanaged accounting system will help you:
• Track your business finances, including bills, expenses and income.
• Simplify your annual tax filings.
The right software makes accounting easy. Look for software that:
• Syncs with your bank automatically.
• Matches transactions to invoices, bills and purchase orders.
• Can be accessed from your phone.
2. Register Your LLC for Rhode Island State Tax
Do I need to register for State taxes?
• If you have Employees, you will have to register for Unemployment Insurance Tax and Employee Withholding Tax on behalf of your Employees.
• If you are selling taxable goods or services in Rhode Island, you will need to register for Rhode Island Sales Tax.
Set up your accounting system early to manage your finances and avoid future complications. It’s important for many reasons including:
• Tracking the financial well-being of your business, including bills, expenses and income.
• Also makes filing your tax returns a lot easier. Bookkeeping and accounting can be frustrating for many people, but the right accountant can make the process simple and hassle-free.
4. Obtain Business Licenses & Permits
To operate your LLC, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Federal: Use the U.S. Small Business Administration (SBA) guide to federal business licenses and permits.
State: Learn more about and apply for business licenses, permits and registration at Rhode Island’s Official Website.
Local: Contact your local Chamber of Commerce and ask about local licenses and permits. The details of business licenses and permits vary from state to state.
5. Insurance – Workers Compensation Insurance and General Liability Insurance are usually required for most businesses.
6. Employee Hiring Compliance
Once a business decides to hire employees, certain legal obligations are required, such as:
• Ensuring that potential employees are eligible to work in the US
• Reporting employees as “new hires” to the State
• Providing workers compensation insurance for employees
• Withholding income taxes
• Printing compliance posters and place in a conspicuous location
• Ensuring payment of employees in specific increments as required by the state
How to Maintain Your LLC
To maintain a Rhode Island LLC, it is necessary to make periodic filings with the State of Rhode Island. Learn how to keep your LLC in good standing and avoid state penalties.
Annual Report- Rhode Island requires LLCs to file an annual report with the Department of State. Fee: $50
Due Date: Due between September 1st and November 1st each year. Filings made 60 days or more prior to this period will not be processed and fees will be refunded.
Late Filings: Rhode Island charges a $25 penalty for late filings. In addition, Rhode Island can revoke an LLC’s certificate of formation or certificate of authority for failure to file an annual report, resulting in loss of certain rights and privileges.
Income Reporting Requirements
The IRS treats all multi-member LLCs as partnerships, unless they choose to be taxed as a C-Corp or S-Corp. Therefore, most multi-member LLCs are required to report their income to the IRS using a Form 1065 Partnership Return. Creating an LLC and making a S-Election using form 2553 is usually the preferred way to classify your small business.
Each year, thousands of LLCs are fined or unknowingly dissolved for missing an important state filing, such as an annual report. When this happens, LLC owners risk loss of limited liability protection. A registered agent service can help prevent this outcome by notifying you of upcoming filing deadlines and submitting reports on your behalf.
Obtain a Certificate of Good Standing
A Certificate of Good Standing verifies that your LLC was legally formed and has been properly maintained. Several instances where you might need to get one include:
• Seeking funding from banks or other lenders
• Forming your business as a foreign LLC in another state
• Obtaining or renewing specific business licenses or permits
To order a Certificate of Good Standing in Rhode Island, simply do an entity search for your business through the Rhode Island Corporate Database, select your business, and place your request.
How to Dissolve a Rhode Island LLC
If you no longer wish to conduct business with your LLC, it is important to officially dissolve it. Failure to do so in a timely fashion can result in tax liabilities and penalties, or even legal trouble. To dissolve your LLC, there are two broad steps:
• Close your business tax accounts
• File the Articles of Dissolution
information above modified from https://howtostartanllc.com/rhode-island-llc#to-start
The process and costs are as follows:
1. Set-up LLC – $156.00 filing fee plus $100 all inclusive for Amore Accounting Services to set-up for you.
2. Create an EIN number
3. Set-up separate bank account for business
4. Set-up Bookeeping QuickBooks account online ($25 per month to QuickBooks if you connect through referral. Monthly rates available for Amore Accounting Services to manage your books for you. As low as $25 per month depending on amount of transactions and work required)
5. Setup Payroll – $45 a month through Gusto for any number of checks per week. $6 for an additional person.
6. $5 for workers comp waiver
7. LLC renewal is $50 to Secretary of State
8. Tax return is $400 to the state of RI no matter how much you make (this fee is due if you have a LLC, regardless of S election). Income will be taxed on your personal income tax return.
If you do everything as recommended, it will cost you around $1,900 the first year and $1,800 each additional year but you will save around 10% of your income depending on your personal tax rate (the more you make, the more you save, the $1,800 will not change).
If you have any questions, or if you want to begin the process, contact Ronald Amore at 401-480-1694 or email Ron@amoretax.com.