Rhode Island LLC Foreign Qualification

Rhode Island LLC Foreign Qualification Information

Steps to Rhode Island LLC Foreign Qualification:

  1. You Pick a Name. The name of your LLC must be distinguishable from all other entities recorded with the Secretary of State. If your company’s legal name is already in use in Rhode Island, you will need to pick a fictitious name to register and do business under within the State. You can conduct a RI business name search to check for availability.
  2. File an Application for Registration. To qualify a foreign LLC in Rhode Island, you file an Application for Registration with the Rhode Island Division of Business Services. The filing fee is $150. The Application must be accompanied by a Certificate of Good Standing issued by your home jurisdiction (no older than 60 days). You are required to appoint a Rhode Island registered agent on the Application.
  3. Wait for Approval. Typical processing time is five business days. There are no expedite options available. Once your filing is approved, the Division of Business Services will issue you a Certificate of Registration, which legally allows your LLC to conduct business within the State.

Rhode Island Foreign LLC Qualification Quick Facts:

Can I Reserve My LLC Name in Rhode Island?

Yes. To reserve your LLC name, you can file an Application for Reservation of Entity Name with the Secretary of State Corporations Division. There is a $50 filing fee. Reservations are held for 120 days from the date of filing.

You cannot immediately renew a name reservation after the 120 period has passed. At the end of the period, you must wait 60 days before applying for another name reservation of the same name.

Do I Have to Include a Certificate of Good Standing with My Foreign Registration Application?

Yes. A Certificate of Good Standing is issued by your home jurisdiction. If your LLC was organized in another state, you can contact your Secretary of State office to be issued one. The Certificate of Good Standing must be no older than 60 days. Certificates older than 60 days will be rejected.

How Do I Cancel My Foreign LLC Registration in Rhode Island?

If you wish to withdraw your authority to do business in Rhode Island, you can file a Certificate of Cancellation of Registration with the Division of Business Services. There is a $75 filing fee.

In order to file a Certificate of Cancellation of Registration, your LLC must:

  • Be in good standing with the Secretary of State
  • Current with the filing of its Annual Report
  • Current with its maintenance of a Rhode Island registered agent

Can I Abandon My Fictitious Name and Register Another?

Yes. If you intend to no longer do business under the fictitious name you are currently registered under, and you want to register with a new name, you can file a Statement of Abandonment of Use of Fictitious Business Name. This is filed with the Secretary of State Corporations Division. There is a $50 filing fee.

To register a new name, you can file an Amendment to An Application for Registration. This document must be filed with the Division of Business Services. There is a $50 filing fee. This should be accompanied by a current Certificate of Good Standing from your home state.

Rhode Island Annual Report and Compliance

After your register a foreign LLC in Rhode Island, you must file an Annual Report each year between September 1 and November 1. The filing can be completed online, or you can submit a paper filing to the Secretary of State. The fee is $50.

Failure to file an Annual Report during the reporting period will result in a $25 penalty. Continued failure to file will result in a revocation of your LLC’s Certificate of Registration.