Key Takeaways

  • Rhode Island requires LLCs to file an annual report between September 1 and November 1, with a $50 Rhode Island LLC annual fee.
  • Failure to file on time results in a $25 late penalty, and prolonged neglect may lead to administrative dissolution.
  • Rhode Island allows online or mail filing; online is faster, while mail requires downloading and submitting Form 632.
  • Annual reports update the state on key business details, including addresses, officers/members, and registered agent information.
  • Foreign LLCs doing business in Rhode Island must also pay the annual fee and comply with reporting requirements.

Filing an RI annual report is a requirement for most businesses that operate in Rhode Island. This report should include important financial information about your business, and when filing, you must pay the required fee.

Annual Report Basics

The annual report is a document the Rhode Island businesses use to make sure that the information listed with the state related to the business is up to date. You can use your annual report to make changes to:

  • The names of company officers and members
  • Your mailing or business address.
  • Contact information for your Registered Agent.

Once you have started your business, anyone in the company with authority to handle Business Services filings can submit the annual report. With charities in the state, two officers must sign the annual report. Before the beginning of your filing report, the State of Rhode Island will mail your annual report to your Registered Agent. You can either submit your annual report online or by mail.

The filing fee for RI annual reports are as follows:

  • Limited Partnerships and Limited Liability Partnerships: No report required.
  • Domestic and Foreign Profits: $20.
  • Domestic and Foreign Corporations: $50.
  • Domestic and Foreign Limited Liability Companies: $50.
  • Charities: $90.

Here are the annual report due dates for different business entities:

  • For Profit Corporations: Between January 1 and March 1.
  • Nonprofit Corporations: Between June 1 and June 30.
  • Limited Liability Companies: Between September 1 and November 1.
  • Charities: 30 days before the original approval anniversary date.

Annually, charities in the state must file a Charitable Organization Application to renew the organization's approval. This application can be filed by mail with the Securities Division of the Rhode Island Department of Business Regulations.

You can find the application online. Download the form, complete the document, and then transfer the document to a CD before mailing. You should be sure to file your annual report by the required due date to avoid penalties. If you are more than 30 days overdue filing your annual report, you will need to pay a penalty of $25.

Rhode Island LLC Annual Fee and Payment Details

All Rhode Island LLCs—both domestic and foreign—must pay a $50 annual fee when submitting their annual report. This payment is required regardless of business activity; even inactive LLCs remain responsible for the annual filing until they are formally dissolved. Payment may be made online via credit or debit card or by check if filing by mail.

If you miss the filing deadline, the state imposes a $25 late fee. Continued failure to file can result in your LLC being listed as "not in good standing," and eventually, the Secretary of State may move to administratively dissolve your company. To avoid complications, plan to file and pay early within the September–November filing window.

Filing by Mail

If you want to file your RI annual report by mail, you should first download the Rhode Island LLC Annual Report (Form 632) from the Secretary of State's website. Before you start filling in the required information, you should thoroughly review the instructions. Page three is the actual annual report, and page four is optional.

First, enter the year for which you are filing your report. Next, you need to enter your entity identification number. You will find this number in the Articles of Organization approved by the state. You can also find your ID number by visiting the Rhode Island Corporate Database and searching the name of your LLC. You also need to include your LLC's exact name in your Annual Report. This should include your company designator, such as L.L.C. or LLC.

You need to add your North American Industry Classification System (NAICS) code into your report. The government uses this code to identify the type of business activities in which your LLC is involved. If you're filling out your annual report by hand, you can find your NAICS code on page 2.

The next step of completing your annual report is describing your LLC's character. Basically, this is a brief description of what your company actually does. You do not have to be specific when writing this description, and you are not bound to this description forever. Anytime you want or need, you can change your LLC's purpose.

Your annual report also needs to list the state where you formed your LLC. If you're filing an annual report for an LLC, you would list Rhode Island in this section. Foreign LLCs should list the state where they incorporated their company.

Other information to add to your annual report includes:

  • Your LLC's principal office. This should be a street address and not a P.O. Box. You can list an office address, the address of your registered agent, or even your home address.
  • Your company's mailing address and the name of your organization's contact person.
  • The names of your LLC's managers, if your company is manager-managed. Member-managed LLCs can leave this section blank.
  • The name of your Rhode Island Registered Agent.
  • An authorized person's signature.

Online Filing Option

Filing your Rhode Island LLC annual report online is the fastest and most convenient method. To do this, visit the Rhode Island Secretary of State’s Business Services Online Filing System, where you can log in using your entity ID number. The system will automatically populate much of your LLC’s existing information, allowing you to quickly review and update addresses, member/manager details, and your registered agent.

Online filing also ensures immediate confirmation of receipt and processing, while mailed filings may take longer to be recorded. Payment for the $50 Rhode Island LLC annual fee can be submitted electronically when using the online system.

Consequences of Missing the Annual Report

Failure to file your annual report on time has direct consequences. Beyond the $25 late fee, your LLC risks losing its good standing with the state. Once your business is listed as delinquent, it may become difficult to open bank accounts, secure financing, or enter into contracts. If noncompliance continues, the Rhode Island Secretary of State may dissolve your LLC administratively, meaning you will no longer have the legal protections of a limited liability company.

Reinstatement after dissolution requires submitting past-due reports, paying accumulated fees, and filing additional reinstatement paperwork, which can become costly and time-consuming. Staying current with your filing avoids these risks.

Frequently Asked Questions

  1. How much is the Rhode Island LLC annual fee?
    The Rhode Island LLC annual fee is $50, payable when you file your annual report.
  2. When is the Rhode Island LLC annual report due?
    For LLCs, the filing window is September 1 to November 1 each year.
  3. What happens if I miss the filing deadline?
    A $25 late fee applies if you file after the deadline. Continued failure to file may result in your LLC losing good standing and eventually being dissolved.
  4. Can I file my annual report online?
    Yes. The Rhode Island Secretary of State provides an online filing system that is faster and provides instant confirmation.
  5. Do foreign LLCs also have to file an annual report in Rhode Island?
    Yes. Foreign LLCs authorized to do business in Rhode Island must also file an annual report and pay the $50 fee.

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