Rhode Island Startup
Forming a new Rhode Island startup business, but not sure which direction to take?
We can help!
We've brought together information about the main types of businesses you can form
in Rhode Island: corporations, LLCs, fictitious business names, and even foreign
corporations so that you can begin to determine which entity type is right for you.
Rhode Island Fictitious Business Name
In Rhode Island, Fictitious
Business Name filings are available for corporations, LLC, or any other
business entities. These Fictitious Business Names are considered DBAs, as they
consist of an entity Doing Business As another name.
Incorporate in Rhode Island
The above mentioned DBAs are not considered separate legal entities; in other words,
if the business is sued, it is actually the owning entity that is sued.
in Rhode Island, however, does create a new legal entity, and it provides
limited liability protection to corporate owners against their personal assets being
seized for debts or obligations of their corporation (unless the business has
acted improperly, of course).
Rather than simply fill out a form connecting an existing business or person to
a new name, anyone forming a corporation must fill out Articles of Incorporation,
which includes information necessary to form a new legal entity.
A corporation will be registered automatically as a
C corporation; an
S corporation Election Form may then be filed with the IRS for any eligible
businesses that wish to be taxed as such.
Rhode Island Foreign Corporation
If a corporation has already filed Articles of Incorporation in another state, but
it is planning to expand business into Rhode Island, it must file a Certificate
of Authority application to become authorized as a
foreign corporation in Rhode Island. The base filing fee for a foreign corporation
applies to those entities containing under 75,000,000 shares; additional shares
will carry a higher filing fee.
If the legal name of a foreign corporation is already taken in Rhode Island, it
will be required to register a Fictitious Business Name for use in the state at
the time of filing the Certificate of Authority application.
Rhode Island LLC
A Rhode Island LLC
is a legal entity that is a little different from a corporation (it does not sell
shares, and it has members/managers rather than corporate officers) but still provides
limited liability from debts or obligations of the company (as the name, Limited
Liability Company, implies).
Rhode Island Nonprofit Corporation
nonprofit corporation is a type of corporation that operates for the benefit of
the community or the public, rather than for the financial gain of its shareholders.
But registering as a general Rhode Island nonprofit corporation does not mean that
an organization may begin accepting tax-deductible donations and operating as if
it were a 501c3 nonprofit. This is only eligible for certain nonprofit corporations
that are organized for specific purposes (such as literary, educational, scientific,
religious, and some others), and the organization may only operate as tax exempt
once it has applied for and received permission from the IRS.