Rhode Island · Corporation

How to Start a Corporation in Rhode Island

Rhode Island's real cost is not the filing. It is the yearly tax that shows up whether or not you earn anything.

As of 7 min readVermilion Vitez Team

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RI

Short answer

To start a corporation in Rhode Island, file Articles of Incorporation (Form 100) with the Department of State for a $230 minimum fee. At checkout that is $238 for Rhode Island plus $123.75 for our formation, $361.75 before card processing. Each year the annual report costs $50, filed February 1 to May 1. The Division of Taxation also charges a $400 minimum annual tax.

Last checked .

How do I incorporate in Rhode Island, step by step?

Rhode Island has the heaviest standing cost of the small states. The $400 minimum tax is owed even by a dormant corporation.

  1. Choose and check the name

    Your name must include corporation, company, incorporated or limited, or inc., co., corp. or ltd., and be distinguishable from names on file. See the Rhode Island name search guide.

  2. Name a registered agent

    Every corporation needs one in the state (the rule). Ours is $74.25 a year.

  3. File articles of incorporation

    File the Articles of Incorporation (Form 100) with Rhode Island. The fee at our checkout is $238. Details are below.

  4. Adopt bylaws

    Bylaws are the board's rules: how directors are elected, how meetings run and how officers are chosen. Every corporation we form includes them.

  5. Name directors, officers and issue shares

    A Rhode Island board has 1 or more members, and the officers are a president, a secretary and a treasurer. 4 Hold an organizational meeting, record it in minutes, and issue stock to the owners.

  6. Get an EIN

    The EIN is the corporation's federal tax ID. The IRS issues it free at irs.gov.

  7. Register for state taxes

    Before you pay wages, open a payroll withholding account with the state’s tax department, and a sales tax account if you sell taxable goods or services.

  8. File the annual report

    Put the first deadline on your calendar before you file anything else. See the Rhode Island annual report page and the filings below.

How much does it cost to incorporate in Rhode Island?

ItemCostWhen
State fees (what our checkout charges)$238At filing
Our formation, bylaws included$123.75At filing
Total for the filing$361.75Before card processing
With our registered agent for a year (Formation + Registered Agent)$416.20At filing
With the Day-One Bundle$460At filing
Annual Report (Form 630) (each year)$50 5February 1 to May 1 each calendar year, excluding the year of incorporation
Minimum corporate tax (Division of Taxation), minimum (each year)$400 6annually
Registered agent after the first year$74.25 a yearOptional

Card processing is added at checkout and shown before you pay. State fees: the state's published fee for the Articles of Incorporation (Form 100) is $230; our checkout charges $238 on the state side, and the state's fee schedule does not itemize the other $8. You see it before you pay.

Rhode Island at a glance

QuestionRhode Island
Formation filing and state feeArticles of Incorporation (Form 100), $230 1
Name ruleMust include corporation, company, incorporated or limited, or inc., co., corp., ltd. 2
Registered agentRegistered agent who is a Rhode Island resident or an entity qualified in the state, with a Rhode Island street address, not a P.O. Box 3
Directors and officersAt least 1 director; officers: president, secretary and treasurer 4
Annual reportAnnual Report (Form 630), $50, due February 1 to May 1 each calendar year, excluding the year of incorporation 5
Franchise or minimum taxMinimum corporate tax (Division of Taxation): minimum annual tax owed whether or not business is conducted, due annually 6
Corporate income tax7% flat, minimum $400 7

Do I need a registered agent in Rhode Island?

A Rhode Island registered agent must be a state resident or a qualified entity with a Rhode Island street address, not a P.O. Box. 3 You can be your own agent if you have a street address in the state and are there in business hours, but the address goes on the public record. Ours, through our partner Registered Agents Inc, is $74.25 a year, or $178.20 with the formation. Rhode Island registered agent rules.

What goes in the Rhode Island articles of incorporation?

File with the Department of State. The registered agent must be a Rhode Island resident or a qualified entity with a street address, not a P.O. Box.

Which annual reports and franchise taxes will a Rhode Island corporation owe?

File the annual report each calendar year except the year you incorporate. Pay the minimum tax to the Division of Taxation separately.

  • Rhode Island's corporation annual report costs $50, is filed between February 1 and May 1, and carries a $25 penalty if not filed by May 31. 5
  • Rhode Island corporations owe a minimum annual tax of $400 to the Division of Taxation, separate from the Secretary of State fees. 6
  • Rhode Island taxes C corporation income at 7% of net income apportioned to the state, with a $400 minimum, per the 2025 instructions, the latest published. 7

How do I start an S corp in Rhode Island?

A corporation is a C corporation unless it elects otherwise. An S corp is a tax election, not another kind of entity. The order is plain: form the corporation, get the EIN, then file IRS Form 2553 within 2 months and 15 days after start of the tax year the election takes effect (or any time in the prior tax year) 9. Rhode Island recognizes the federal S election; an S corporation files Form RI-1120S and owes at least a $400 minimum tax. 8

We file Form 2553 for $165. Run your own numbers in the calculator or read Rhode Island: S corp or C corp.

Add the S-Corp election

Should I form a corporation or an LLC in Rhode Island?

Corporation

Shares, a board and officers. The usual choice when you plan to raise money from investors or issue stock options.

LLC

Fewer formalities and flexible ownership. Often the simpler choice for one owner or a small team.

Compare the two: How to start an LLC in Rhode Island.

Raising venture money? Investors usually ask for a Delaware C corporation, which you then register in Rhode Island as a foreign corporation. See how to start a corporation in Delaware.

What do I do after filing in Rhode Island?

  1. Adopt the bylaws and hold the first board meeting; write minutes.
  2. Issue stock to the owners and keep a stock ledger.
  3. Get the EIN, open a business bank account and keep money separate.
Ready to file?

Form your Rhode Island corporation

We file it for $123.75 plus the state fee ($238), with bylaws included. Add the registered agent for $178.20 in all, or take the Day-One Bundle at $222.

Common questions

How much does it cost to incorporate in Rhode Island?

The minimum filing fee for Articles of Incorporation (Form 100) is $230 for corporations with fewer than 75 million authorized shares.

What is the Rhode Island corporation annual report fee?

$50, filed February 1 to May 1, with a $25 penalty after May 31.

Does Rhode Island have a minimum corporate tax?

Yes. $400 a year to the Division of Taxation, whether or not you do business.

Can I use a P.O. Box as my Rhode Island registered agent address?

No. A street address is required.

Sources 9 links, checked Nov 7, 2026
  1. Rhode Island charges a minimum filing fee of $230 for Articles of Incorporation (Form 100) for corporations with fewer than 75 million authorized shares. docs.sos.ri.gov, checked Nov 7, 2026
  2. A Rhode Island corporate name must include corporation, company, incorporated or limited, or inc., co., corp. or ltd. docs.sos.ri.gov, checked Nov 7, 2026
  3. A Rhode Island registered agent must be a state resident or a qualified entity with a Rhode Island street address, not a P.O. Box. docs.sos.ri.gov, checked Nov 7, 2026
  4. A Rhode Island board has 1 or more members, and the officers are a president, a secretary and a treasurer. webserver.rilegislature.gov, checked Nov 7, 2026
  5. Rhode Island's corporation annual report costs $50, is filed between February 1 and May 1, and carries a $25 penalty if not filed by May 31. docs.sos.ri.gov, checked Nov 7, 2026
  6. Rhode Island corporations owe a minimum annual tax of $400 to the Division of Taxation, separate from the Secretary of State fees. sos.ri.gov, checked Nov 7, 2026
  7. Rhode Island taxes C corporation income at 7% of net income apportioned to the state, with a $400 minimum, per the 2025 instructions, the latest published. tax.ri.gov, checked Nov 6, 2026
  8. Rhode Island recognizes the federal S election; an S corporation files Form RI-1120S and owes at least a $400 minimum tax. tax.ri.gov, checked Nov 6, 2026
  9. IRS: Form 2553 instructions irs.gov, checked Nov 6, 2026

Last verified Nov 7, 2026.

This page explains the rules; it is not legal or tax advice.

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