How to start a Rhode Island corporation

It might seem like a lot at first, but once you understand the steps, it’s very doable. This guide will walk you through everything you need to know to start your Rhode Island corporation.

How to start a corporation in Rhode Island

Incorporating means registering your business as a corporation so the law sees it as its own entity, separate from you. Each state has its own rules for how to do this, so the process can seem confusing. Let’s go through each step: 

1. Choose a name for your Rhode Island corporation

Your corporation’s name should be unique and make a statement about your business. Make sure it complies with the following Rhode Island requirements:

• Your corporate name must include "Corporation," "Company," "Incorporated," "Limited," or an abbreviation of one of these terms.
• Your name must be distinguishable from all other business entities in the records of the Rhode Island Secretary of State.

Need help coming up with a business name for your corporation? Try the Rocket Copilot™ AI Business Name Generator, a free tool to help you brainstorm business names and get started registering your corporation.

2. Decide between a Rhode Island S-Corp and C-Corp tax designation

There are similarities between a Rhode Island S-Corp and a C-Corp regarding personal liability, management, structure, and compliance. The differences, however, come down to the following:

• Ownership Rules: A C-Corp can have unlimited shareholders and unlimited stock classes. An S-Corp is limited to a maximum number of shareholders, usually 100, and only one stock class.
• Taxes: A C-Corp is taxed separately. It files taxes at the corporate level, and shareholders may also be taxed on the individual dividends paid to them. S-Corps are "pass-through" tax entities. No taxes are paid at the corporate level. Taxes are paid individually by the owners.
• Documents: An S-Corp must file IRS Form 2553 to elect S-Corp status.

3. Appoint directors and shareholders for your Rhode Island corporation

Each state has its own personnel requirements for incorporating. In Rhode Island, you must have at least one incorporator, but there are no age or residency requirements.

You may state the number of your corporation's directors in either your Bylaws or your business's Articles of Incorporation. 

4. Choose a Registered Agent

A Registered Agent is the person or business responsible for receiving tax, legal, and government documents during regular business hours. It's important that every business has one. You can either serve as your own registered agent (if you have a Rhode Island address) or choose one to do that service for you (if you are not located in Rhode Island or would like an extra layer of privacy).

5. File your Articles of Incorporation with the state of Rhode Island

Once you have a business name and registered agent, you can register your business as a Rhode Island corporation with the state by filing your Articles of Incorporation. This document may be referred to informally as a corporation's "Articles," or in other states, it may be called a "Certificate of Organization," "Certificate of Filing," or "Certificate of Formation."

6. Get an Employer Identification Number (EIN)

Before opening your doors for business, apply to the IRS for an employer identification number, or EIN. All corporations with employees in Rhode Island must have an EIN. An EIN is similar to your Social Security number, but it's for businesses. You'll also need an EIN to open your corporate bank account.

Congratulations! After you have completed all these steps, you have formed your Rhode Island corporation.

What to do after incorporating in Rhode Island

Rhode Island requires that corporations create records such as Bylaws and Meeting Minutes to maintain corporate status. Requirements for Bylaws and Corporate Meeting Minutes can differ by state. You should keep these documents regardless of whether your state requires them because they help protect the legality of your corporate status. We can help you prepare Corporate Bylaws and Corporate Minutes.

Still have questions? Learn more about how to start your own business with Rocket Lawyer and get started today!
 

Key takeaways Starting a corporation in Rhode Island means following state rules, like choosing a unique name, filling out paperwork, and paying fees to make it official. One important choice is deciding how your corporation will be taxed in Rhode Island, either as an S-Corp or a C-Corp. This affects how the business and owners pay taxes, and the differences between the two change from state to state. After forming the corporation, you have to keep records like bylaws and meeting notes to stay in good standing with the state and prove your business is real and operating correctly.

Additional resources

Learning how to enforce a contract is just one step. Explore these additional topics to learn more and take the next steps.

• What is a corporation?
• What is an S-corporation?
• How are corporations taxed?
• How to start a corporation
• How to register a corporation by state