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Rhode Island LLC Overview | LLC School
Rhode Island LLC · Complete Guide · Check current official instructions

How to Start an LLC in Rhode Island (2026 Guide)

Rhode Island charges $150 to form your LLC — a moderate fee. But there's a number almost no other state has: a mandatory $400 annual charge, owed every single year regardless of income, paid to an entirely different state agency than your $50 annual report. Understand this before you form here.

Ahmad AdilWritten & verified by Ahmad Adil, LLC School · Check current official instructions
Downtown Providence skyline and Providence River in Rhode Island
Quick Answer

Articles of Organization have a $150 base filing fee; confirm current online charges and processing conditions. Rhode Island’s $50 Department of State Annual Report is separate from the Division of Taxation annual charge. LLC reports are filed February 1–May 1. The $25 report late penalty is applied June 1; applicable online charges are separate. The tax return and generally $400 annual charge depend on federal tax classification; use the current RI-1065, RI-1120S or RI-1120C instructions as applicable.

Rhode Island LLC — Fast Facts
State filing fee
$150 base; confirm online charges
Processing time
Check current queue
Annual report
$50 · due Feb 1–May 1
Mandatory annual charge
$400/yr — separate agency
Income tax
Graduated, tops out at 5.99%
Sales tax
Flat 7% — no local add-ons

What to Know Before You Form in Rhode Island

Rhode Island isn't a hard state to form in — the process is standard. But its ongoing cost structure is genuinely different from most of this series, and worth understanding clearly before you commit:

  • A moderate $150–$156 formation fee — nothing unusual, filed with the Business Services Division.
  • A $50 annual report — filed with the Secretary of State, reasonably priced on its own.
  • A mandatory $400 annual charge — paid separately to the Division of Taxation, owed by every LLC regardless of income, including single-member LLCs with zero revenue.
  • A flat 7% sales tax with no local add-ons — high by national standards, but at least simple to calculate anywhere in the state.

The single most important thing to understand about Rhode Island: your LLC owes two separate recurring payments to two separate agencies — a $50 annual report to the Secretary of State, and a $400 annual charge to the Division of Taxation. Combined, that's $450 every year, regardless of whether your LLC made a single dollar. This puts Rhode Island's true ongoing cost among the highest of any state in this series, and it genuinely surprises founders who only budgeted for the $50 report they saw mentioned first.

How to Start a Rhode Island LLC in 8 Steps

1

Choose & Search Your LLC Name

Your name must be distinguishable from every Rhode Island entity and contain "Limited Liability Company" or "L.L.C." Search free through the Department of State.

Free · 10 minutes
2

Appoint a Resident Agent

Rhode Island's term for a registered agent — an RI resident or authorized entity with a physical in-state street address.

$0 DIY · or Actual provider quote service
3

File the Articles of Organization

$150 by mail or $156 online — the filing that creates your LLC. Online approval typically takes 1–3 business days.

$150–$156 · ~1–3 days online
4

Create an Operating Agreement

Not required by Rhode Island, but it overrides state default rules and satisfies your bank.

Free template · 30 minutes
5

Get Your Free EIN from the IRS

Your federal tax ID for banking, hiring, and Rhode Island Division of Taxation registration. Always free at IRS.gov.

Free at IRS.gov · 15 minutes
6

File Your Annual Report AND Pay the $400 Charge

Two separate obligations: $50 to the Secretary of State (Feb 1–May 1), plus a mandatory $400 to the Division of Taxation.

$50 + $400 · two agencies
7

Get Business Licenses & Permits

No statewide general license — but sales tax registration, local permits, and professional board licenses as applicable.

Varies by city/industry
8

Understand Rhode Island LLC Taxes

A graduated income tax topping out at 5.99%, the mandatory $400 minimum tax, and a flat 7% sales tax with no local layer.

Up to 5.99% + $400 min. tax

What a Rhode Island LLC Really Costs (2026)

Cost ItemAmountWhen
Articles of Organization (required)$150 ($156 online)One-time, at formation
Annual report (required)$50Every year, Feb 1–May 1
Mandatory annual charge (required)$400Every year, regardless of income
Resident agent service (optional)Actual provider quoteAnnual, if hired
Name reservation (optional)$50One-time hold
DBA / trade name (optional)$50If operating under another name
EIN from the IRS$0 — always freeAt IRS.gov

Bottom line: $150–$156 to form, then $450/yr minimum to maintain ($50 report + $400 mandatory charge) — one of the highest recurring costs in this entire series. Model your exact setup below.

Rhode Island LLC Cost Calculator

Rhode Island LLC Cost Calculator

First-year + 5-year totals · Check current official instructions

Year 1 Total
$606
5-Year Total
$2,406

Includes the mandatory $400/yr charge, which applies regardless of income. Excludes state income tax and local permits.

Two Fees, Two Agencies — Don't Miss Either One

This is worth its own section because it's the single most common point of confusion in Rhode Island: your LLC has two separate annual obligations, filed with two separate state agencies. The $50 annual report goes to the Secretary of State$400 annual charge goes to the Division of Taxation and applies as a minimum tax — Rhode Island requires this even from single-member LLCs that would be treated as disregarded entities with no separate filing requirement in most other states. Missing either one carries real consequences. See Step 6 for the full breakdown of both.

Rhode Island LLC Taxes at a Glance

Default LLCs pass profits to your personal return, taxed at Rhode Island's graduated rate topping out at 5.99% for income above roughly $139,400. Add federal self-employment tax of 15.3% on 92.35% of net profit. Beyond personal income tax, every LLC also owes the mandatory $400 minimum tax discussed above. Sellers collect a flat 7% sales tax — one of the highest state rates in the country, though with no local additions anywhere in the state. Details in Step 8.

Ahmad Adil's Take: I want to be completely upfront with anyone considering Rhode Island: this is not a cheap state to maintain an LLC in, and the $400 mandatory charge is the reason why. It's not a penalty, it's not something you can avoid with good planning — it's simply the cost of having an LLC registered here, every year, whether you're profitable or not. If you're actually building a business in Rhode Island, that's a real, known cost you can plan around. But if you're comparing states purely on cost and Rhode Island isn't where you're actually operating, this $400 figure is worth weighing seriously against what neighboring states charge for the same ongoing compliance.

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Start Here · Step 1 of 8
Name Your Rhode Island LLC
Check availability and meet the Department of State's naming rules.
Step 1: Name Search
Frequently Asked Questions

Rhode Island LLC — FAQ

How much does it cost to start an LLC in Rhode Island?
$150 by mail or $156 online to file the Articles of Organization. After that, every year you owe a $50 annual report to the Secretary of State plus a mandatory $400 charge to the Division of Taxation — $450 total per year regardless of income.
Why does Rhode Island have two separate annual fees for LLCs?
The $50 annual report (Secretary of State) confirms your basic entity information; the $400 annual charge (Division of Taxation) is a minimum tax owed by nearly all business entities. They go to different agencies and both are mandatory.
Do single-member LLCs owe the $400 Rhode Island charge?
A disregarded LLC generally files RI-1065 and pays the $400 annual charge under Rhode Island’s rules. An S-corporation or C-corporation election changes the required return. Check the current classification-specific instructions; not every LLC files RI-1065.
When is the Rhode Island LLC annual report due?
The LLC Annual Report filing period is February 1–May 1. The $25 late penalty is applied June 1. File by May 1 and confirm current payment/service charges.
What is Rhode Island’s income tax rate?
A graduated rate topping out at 5.99% for income above roughly $139,400, with lower rates on income below that threshold.
Does Rhode Island have local sales tax?
No — the state sales tax is a flat 7%, one of the highest state-level rates in the country, but with no city or county add-ons anywhere in Rhode Island.
Do I need a resident agent for my Rhode Island LLC?
Yes — every Rhode Island LLC must continuously maintain a resident agent (Rhode Island’s term for a registered agent) with a physical in-state street address.
Ahmad Adil, founder of LLC School
About the Author
Ahmad Adil

Ahmad Adil is the founder and CEO of LLC School. For filing and ongoing compliance, confirm the requirements with the responsible state agency. This is educational information, not legal or tax advice.

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