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How to start an LLC in Rhode Island

By Brent Chudoba, editor Updated

Forming an LLC in Rhode Island costs $150 to file the Articles of Organization (Form 400) with the Rhode Island Secretary of State. After that you file an annual report of $50. Rhode Island also charges a franchise or business tax (details below). The advertised $150 filing fee is not the real annual cost of an RI LLC: on top of the $150 one-time filing fee and $50/year Secretary of State annual report fee, every LLC owes a $400/year minimum tax to the RI Division of Taxation (Form RI-1065, due March 15) regardless of profit, roughly $450/year in total ongoing state cost, not $50.

How much does it cost to start an LLC in Rhode Island?

Rhode Island LLC costs (reviewed August 29, 2026)
ItemCost
Filing fee (Articles of Organization (Form 400))$150
Annual report$50/year
Franchise or business taxYes, see below
Registered agentRequired

Source: Rhode Island Secretary of State, fee schedule reviewed August 29, 2026.

What are the steps to form an LLC in Rhode Island?

  1. Name your LLC. Pick a name that is available and meets Rhode Island naming rules, then check it against the Secretary of State's business database.
  2. Appoint a registered agent. Rhode Island requires a registered agent with a physical in-state address to receive legal mail. You can be your own agent, or hire a service.
  3. File the Articles of Organization (Form 400). Submit it to the Rhode Island Secretary of State and pay the $150 fee. This is the step that legally creates the LLC.
  4. Get an EIN from the IRS. It is free and takes minutes. Do not pay a service for it. See how to get an EIN free from the IRS.
  5. Calendar your annual report. Rhode Island charges $50 to keep the LLC in good standing. Missing it risks penalties or administrative dissolution.
  6. Open a business bank account. Keep business money separate from personal money so your liability protection holds up.

Does Rhode Island have a franchise tax on an LLC?

Every RI LLC (single- or multi-member, taxed as a pass-through) must pay a separate $400 minimum annual charge to the RI Division of Taxation via Form RI-1065, due March 15 each year, owed whether or not the business had income or activity, including partial years of formation/dissolution. An LLC taxed as an S-corp pays the same $400 via Form RI-1120S; an LLC taxed as a C-corp pays 7% of net income apportioned to RI or $400, whichever is greater, via Form RI-1120C (due April 15). This is separate from, and in addition to, the $50 Secretary of State annual report fee.

How is an LLC taxed in Rhode Island?

By default, an LLC is a pass-through entity: it pays no income tax itself, and the profits flow to the owners' personal returns. Rhode Island has a state individual income tax with a top rate of 5.99% (graduated brackets), so those profits are taxed on your Rhode Island return on top of federal tax. Three brackets, uniform for all filing statuses, inflation-adjusted annually. Tax Year 2026: 3.75% on taxable income up to $82,050; 4.75% from $82,050 to $186,450; 5.99% above $186,450 (pay $8,035.88 plus 5.99% of the excess over $186,450 at the top bracket).

An LLC can also elect to be taxed as an S-corp, which changes how owners pay self-employment tax. See LLC vs S-corp vs sole proprietorship and how self-employment tax works.

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