How Much Does an LLC Cost in Rhode Island?
By Edmond Hui · Fees verified July 29, 2026 against the Rhode Island Secretary of State fee schedule

Edmond Hui · Founder, MyStateLLC
Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.
What you actually pay in Rhode Island
Rhode Island charges $150 to file Articles of Organization (Form 400) and $50 for the annual report (Form 632), but the Secretary of State fee is the smaller half of the picture: every Rhode Island LLC also owes a $400 annual charge to the Division of Taxation, so recurring state cost is about $450 a year rather than $50. The annual report can only be filed in the February 1 - May 1 window, and a $25 late penalty is applied June 1. A Reservation of Entity Name is $50, a certificate of good standing ordered by mail is $20, and certified copies are $10 plus $0.15 per page. A foreign LLC pays the same $150 to register.
Rhode Island LLC fee breakdown
| Cost | Amount | How often | Charged by |
|---|---|---|---|
| Articles of Organization (Form 400 (revised 03/2026)) | $150 | One time | Rhode Island Secretary of State |
| Annual Report | $50 | Every year | Rhode Island Secretary of State |
| Annual charge (minimum corporate tax) (minimum) | $400 | Every year | Rhode Island Division of Taxation |
| Required state cost, first year | $600 | — | — |
| Registered agent service (optional) | $50–$300 | Every year | Commercial provider |
| Name reservation (optional) | $50 | One time | Rhode Island Secretary of State |
| Certificate of good standing (optional) | $20 | Per copy | Rhode Island Secretary of State |
Annual charge (minimum corporate tax): Flat $400 for an LLC treated as a pass-through entity (Form RI-1065, due March 15) or as a Subchapter S corporation (Form RI-1120S, due March 15); an LLC treated as a corporation files Form RI-1120C by April 15 and pays the greater of 7% corporate income tax or the $400 annual charge.
Registered agent is listed separately because it is a commercial service, not a state charge. Commercial registered-agent services, not a state charge. Range and $125 midpoint match the assumption used by /tools/llc-true-cost. Most states let you serve as your own registered agent at no cost if you have a physical in-state address. Run your own numbers in the true-cost calculator.
Rhode Island LLC cost over five years
State charges only in the first column; the second adds a registered-agent service at the $125/yr market midpoint.
| Period | State cost only | With registered agent |
|---|---|---|
| Year 1 (formation + first filing) | $600 | $725 |
| Each year after | $450 | $575 |
| Five-year total | $2,400 | $3,025 |
First filing timing: LLCs "are required to file an annual report starting the calendar year after they register their business with the State of Rhode Island," so an LLC formed in 2026 files its first annual report between February 1 and May 1, 2027.
Is Rhode Island expensive compared with other states?
Rhode Island ranks 47th cheapest of 50 states on first-year cost — $365.47 above the $234.53 national average. On ongoing annual cost it ranks 48th.
A cheaper filing fee elsewhere rarely saves money if you live and operate in Rhode Island. Doing business here with an out-of-state LLC generally means registering it as a foreign LLC in Rhode Island anyway — paying both states. See foreign qualification in Rhode Island before forming elsewhere to save on fees.
Rhode Island filing deadline and late penalties
Annual Report
| Frequency | every year |
| Due | February 1 - May 1 |
| Fee | $50 |
| Late penalty | $25 |
The $25 late penalty is applied June 1; online filers also pay a $2.50 enhanced access fee on the report ($3.00 when the penalty is paid online).
A courtesy reminder is mailed each January to the registered agent of every active business owing an annual report; the Department of State states that if the reminder letter is returned undeliverable, revocation proceedings will be implemented for failure to maintain a registered office. Revoked entities must take additional steps before they can file an annual report.
Full Rhode Island annual report filing guide · Deadline calculator
Cost traps specific to Rhode Island
The $400 state tax dwarfs the $50 annual report
Rhode Island's Division of Taxation charges every LLC a $400 annual charge on Form RI-1065 (or RI-1120S/RI-1120C), so a site quoting only the $50 Secretary of State report understates true recurring cost by eight times — the real figure is roughly $450 per year.
You owe the $400 for your formation year, even for one day
The Division of Taxation applies the charge "for any year in which the business is in existence, whether a full year, or partial year," and the Department of State confirms it is not pro-rated and is owed with no business activity and no profit — so a December formation still triggers a full $400.
Three-month filing window, then a June 1 penalty
The LLC annual report can only be filed February 1 through May 1; a $25 late penalty is applied June 1, and the only reminder is a courtesy letter mailed each January to the registered agent — if that letter comes back undeliverable, the Department of State starts revocation proceedings for failure to maintain a registered office.
Frequently Asked Questions
Where these numbers come from
Every fee above was checked against Rhode Island's own published sources on July 29, 2026 — the Rhode Island Secretary of State fee schedule, the governing statute, and where a state-level tax applies, the state tax authority. Commercial formation-service pages were not used.
The first-year total is the Articles of Organization fee plus the first year of any recurring state charge. Where a state's first report is not due until the following year, that is noted above. The five-year total is the filing fee plus five years of recurring charges, which avoids the timing question entirely. Registered-agent service is excluded from all state figures.
Primary sources:
- https://www.sos.ri.gov/divisions/business-services/business-basics/costs-and-fees
- https://www.sos.ri.gov/divisions/business-services/ri-business/file-your-annual-report
- https://docs.sos.ri.gov/documents/BusinessServices/400-articles-of-organization.pdf
- https://docs.sos.ri.gov/documents/BusinessServices/450-application-for-registration.pdf
- https://docs.sos.ri.gov/documents/BusinessServices/LLCArticlesOfOrganizationFilingGuide.pdf
- https://tax.ri.gov/sites/g/files/xkgbur541/files/2025-02/Notice_2025_01_LLC_filing_requirements.pdf
- https://www.sos.ri.gov/divisions/business-services/order-certificates
- https://www.sos.ri.gov/divisions/business-services/order-certified-copies