The Certificate of Authority is the filing you need if you want to foreign register your corporation in Rhode Island. “Foreign” in this situation just means your business was first formed in a different state (or country). Looking for the quickest and easiest way to expand your company into Rhode Island? Our expert team of filers can prepare this application exactly to state standards. And our registered agent service will receive all your state and legal mail and protect your address privacy. Click below to get started!

File My RI Corporate Registration & Be My Registered Agent – $149 + state fees

Does My Corporation Need to be Foreign Registered?

The state does not spell out specific activities that require foreign registration. However, the usual reasons a business would need foreign registration in Rhode Island is because:

• a storefront is opening to sell products or services
• Rhode Island residents are being hired as employees
• your corporation is buying or leasing property in Rhode Island

If you have any reasons to believe your corporation would not need to foreign register, it’s best to double check with a business lawyer or accountant first.

If you’re sure your corporation has to foreign register in Rhode Island, check out our DIY guide below. We’ll take you step-by-step through some pre-filing preparations, completing the Certificate of Authority application, and other requirements for keeping your corporation in good standing with the state. Let’s get going in Rhode Island!

Before Filing Your Certificate of Authority

Getting the following 3 steps done before beginning the Application for Certificate of Authority will make all this government paperwork much easier:

1. Order a Certificate of Good Standing

You may also know this as the “Certificate of Existence.” This document proves to Rhode Island that your corporation is active and up to date in your home state. You will need to include a copy of this certificate with your foreign registration application that is no more than 60 days old. If the certificate you have is older than 60 days, you will need to order a new one from your domestic state.

Rhode Island is fairly quick to process foreign registration applications. Depending on how busy they are, it usually takes around 5 business days. So, if you have a certificate that is close to 60 days old, submitting your foreign registration application today may save you from ordering a new one.

2. Check Your Corporation Name Availability in Rhode Island

Did you know your business name is only protected in the state(s) it’s active in? Other business owners could use your exact or similar business name in other states before you have a chance to expand your business there. Checking for your corporation’s name availability before you submit your registration application to the state could keep you from receiving a rejection. Search for your company’s name in the Rhode Island Corporate Catalog before submitting your application to the state.  If your search finds no matches, you should be good to go!

Finding a company using your exact or too similar name does not mean you can’t foreign register into Rhode Island. It just means you’ll need to choose an alternate or “fictitious name” name to do business here. Corporations who need to operate under a fictitious name will need to submit a Fictitious Name application and an additional $50 processing fee. If you want to discuss your company name with the state, call the Rhode Island Secretary of State at 401-222-3040.

3. Hire a Rhode Island Registered Agent

Rhode Island requires all businesses to have a registered agent on record with the state all the time. Individuals can serve as the agent, but they need to be Rhode Island residents with a physical address here. In addition, the registered agent information is public record and they must be present at the listed address during business hours to accept your state and legal mail. These requirements make listing yourself, or any other individual, a problem if they need to leave the office during the day!

Hiring a registered agent service like ours makes perfect sense in this situation. It’s our business to be available to receive all your mail in person as your company’s agent. Here are some other benefits to using a service like ours:

• Privacy – Use our address on public state record instead of your own
• Filing Service – Let our Rhode Island filing experts handle all your state filings for you
• Mail Security – We have real people here during business hours to safely receive your important business mail
• Online Client Portal – View all mail and state filings we receive from your computer or mobile phone
• RI Business Experts – Our local Rhode Island business experts can be reached by phone or email to answer all your questions
• Affordable – Only $49 per year! Get immediate access to our address as soon as you sign up

We have a physical office in Rhode Island staffed with with people ready to serve as your registered agent right now. Looking for that big “easy button” to help you with your Rhode Island registration? Here it is!

Get Rhode Island Registered Agent Service – $49 per year

Rhode Island Foreign Corporation Registration

Your Rhode Island Certificate of Authority by a Foreign Business Corporation application has 9 sections followed by a License Fee Worksheet and Filer Contact Information section. This application can be submitted online, by mail or in person. The following walk-through will take you through all the steps to file online:

Section I: Name of your corporation- Must match the name on your Certificate of Existence exactly

Section II: Declare the domestic, or home, state and country

Section III: Fictitious Name- you may skip this section if your original corporation name is available in Rhode Island and it contains a “corporate ending” like corp, Inc., company, etc. Otherwise, you must choose option (a) or (b):

• option (a): If your original corporation name does not include a corporate ending (Inc., Corp., company, etc), you must enter your original company name and add a corporate ending that matches your entity type. This name, with the corporate ending, is the name you will use to operate in Rhode Island. No additional fictitious name filing or fee is required.
• option (b): If your original corporation name is NOT available in Rhode Island, you must enter in the fictitious name you want to use in Rhode Island AND submit the Corporation Fictitious Business Name Statement with additional $50 fee along with the foreign registration application.

Section IV: Enter the date your corporation became active in your domestic state and how long you wish to be active in Rhode Island (perpetual or for a limited time)

Section V: Principal office address in your domestic state

Section VI: Name and address of the Rhode Island registered agent

Section VII: Business purpose(s) of your corporation in Rhode Island

Section VIII: Director and/or Principal Officer names and addresses

• Director information is required ONLY IF you were required to list directors with your domestic state’s office. Check your Articles of Incorporation to see if your directors are listed there.
• Principal Officer information is mandatory ONLY IF you are NOT REQUIRED to list directors

Section IX: Corporate share information – aggregate number of shares your corporation has the authority to issue separated by class, par value (if any), and series (if any) within a class.

• If the par value of any of your shares is greater than 4 characters after the decimal point (ex: 0.00001), leave this whole section blank and use the state provided Authorized Shares Attachment to submit with your registration application instead.

License Fee Worksheet

• $310 is the minimum fee for a foreign corporation registration. Call the Corporations Division at 401-222-3040 for the appropriate fee if you are reporting 75,000,000 or more authorized shares.

Filer Contact Information

• The person authorized to complete and submit this application to the state is required to submit their contact information in case the state has questions. This information is not public record.

Upload Files

• This is where you can upload digital copies of your Certificate of Existence, Fictitious Name application (optional), and/or the Authorized Shares Attachment.

Sign & Date

• No original signatures are required. Type in your name as the “Authorized Officer of the Corporation” if you are the one authorized to prepare and submit this application to the state.

After clicking submit, you’ll be taken to the payment screen to pay the minimum $310 processing fee (plus any additional fees you need). The state may take around 5 business days to process your application. Add a couple extra days for mailed in applications. If you submit your application in person, it is usually processed the next business day. Don’t have time to deal with all the paperwork? Consider hiring us to take care of all this for you!

Get Your Rhode Island Corporate Registration the Easy Way

Our foreign filing service can take care of this paperwork so you can concentrate on your expanding company! Our expert filing team knows all the Rhode Island registration requirements and will get your corporation registered as soon as possible. Below is a breakdown of the state fees and our services:

• $310 minimum Corporate Foreign Registration state filing fee + payment processing fee
• $50 Fictitious Name state filing fee (optional)
• $100 Our filing fee
• $49 Rhode Island Registered Agent service for 1 year
• $25 BOI filing fee (optional)
• FREE Corporate By-laws (optional)
• FREE Secure online portal with 24/7 access
• FREE Rhode Island Corporate Annual Report reminder service

The only fee not listed is for your home state Certificate of Existence since it’s different from state to state. Our online order form will add the correct state fee for the certificate when you choose your home state. If you already have a recent copy, that’s wonderful! We can remove that charge from your order, and you can email it to us to send in with your application. Get started with the link below!

Quick & Easy Rhode Island Corporate Registration – $149 + state fees

Is There an Annual Report for Rhode Island Foreign Corporations?

Yes, Rhode Island requires all domestic and foreign corporations to submit an annual report between February 1st and May 1st each year starting the year after you register. For example, if your corporation was registered on March 15th, 2024, then your first annual report would be due by May 1st, 2025. The report fee is $50 (+ $2.50 payment card processing fee). This report can be filed by mail, in person or online.

You will need the CID/PIN number assigned to your corporation when it was registered. These numbers are usually sent to your registered agent. You will need to email the state at “[email protected]” or call them at 401-222-3040 if you need a new PIN/CID or can’t find the original numbers. The Rhode Island entity ID number is also required and can be found by searching for your corporation in the Rhode Island Corporate Catalog.

The annual report gives you a chance to confirm or update the following information with the state:

• Business principal office and mailing address
• Business purpose
• State of organization
• Director & Principal officer names and addresses
• Authorized shares & par value info
• Contact person name and address
• NAICS Code – If this is your first annual report, you will need to choose the NAICS code that most closely describes your corporation’s services and/or products

The state grants a 30 day grace period before adding a $25 late fee if this report is not submitted by May 2nd. If the report becomes 60 days late, your corporation’s right to transact business in Rhode Island could be revoked. After a year late, your corporation’s name would no longer be protected and could be taken by another company.

While in revoked status, taxes and late fees for your corporation will continue to accumulate. To avoid filing late and all those horrible fees, make sure to set a reminder in your calendar, or hire a registered agent service like us who will prepare this filing for you and remind you when it’s due!

FAQ Section

Have more questions about registering your corporation in Rhode Island? Check out our FAQs, or even better, call us during business hours at (401) 484-6420. We’re happy to help you find answers to all your questions!

Is my corporate information private in Rhode Island?

No, your corporate information is not private in Rhode Island. Through the Corporate Catalogue Search site, anyone will be able to view and download a .pdf copy of any filing you submit to the state. So, director and officer names and addresses, principal office and mailing addresses, corporate shares and par value information, amendments, annual reports, failure to file notices, etc. are all public record. For this reason, hiring a registered agent service that allows you to use their address on state record instead of your own is a popular choice.

What if my company name is already being used in Rhode Island?

For corporations, if your original company name is not available, you’ll need to operate in Rhode Island under a “fictitious name.” Your original company name will be on record with the state and be listed as operating under an alternate name. Corporations who need a fictitious name need to submit a Fictitious Name application with the $50 application fee. This application can be submitted online at the same time as your foreign registration. If you’re not sure if your company name is different enough from an already active RI business, call the Rhode Island Secretary of State at 401-222-3040 to double check it.

Do I need a business license in Rhode Island?

Your corporation may need a business license depending on the nature of the services or products your business offers.

If your company offers professional services like engineering, contracting, or electrical work, you may need professional licensing in Rhode Island. The state Professional License Renewal site contains a list of all the professions that require special occupational licensing.

If your corporation is involved in selling liquor, tobacco, or other controlled substances, or if your offering banking or insurance services, the Department of Business Regulation has information on the licensing you need.

Licensing or permits at the county or city level can be found on the Rhode Island Cities & Towns Directory.

For a general idea on what licensing or permits your corporation may need, use the Rhode Island Business Assistant wizard. You’ll answer questions about the services and products your corporation offers and receive a list of potential taxes, permits, or licensing required.

What if I need to make changes to my foreign registered corporation?

To update your foreign corporation information on state record, refer to the chart below to see the most common updates made with the state and the filing required:

If you need help submitting any of these filings, or have questions about them, don’t hesitate to give us a call during business hours: (401) 484-6420

What if I need to close my company in Rhode Island?

If you want to wrap up your corporation in Rhode Island, an official withdrawal (spelled “withdrawl” on the official form) request is needed to close it. The steps to filing for the Certificate of Withdrawl for a Foreign Business Corporation are below:

• Verify your eligibility to withdraw with the Division of Taxation

Your corporation must be current on all taxes and annual report fees with the state to be eligible for withdrawal. You can email the Division of Taxation at [email protected] to verify your status, or you can check your status and pay any fees due online through the RI Taxpayer Portal.

• Submit the Certificate of Withdrawl for a Foreign Business Corporation filing for $50

Once you have verification that your corporation is current on fees and taxes, you can file the Certificate of Withdrawl online through the Business Services Online Filing System. It can also be mailed in or delivered in person. Include a check or money order for $50 made out to the RI Department of State:

Business Services Division
148 W. River Street, Ste. 1
Providence, RI 02904

Again, if you have any questions, we can help you find the answers you need to get this filing submitted successfully with the state.

How do I contact the Rhode Island Department of State?

Need to contact the state directly? All the state contact information is below: