LLC reinstatement · Rhode Island

How to Reinstate a Rhode Island LLC

The short answer. If your Rhode Island LLC has been revoked, you restore it by filing a withdrawal of certificate of revocation with the Rhode Island Secretary of State (Department of State, Business Services Division). Rhode Island allows reinstatement for up to 20 years after the LLC is revoked.

Rhode Island LLC Reinstatement at a Glance

What Rhode Island calls the statusRevoked
What you fileWithdrawal of Certificate of Revocation
Filed withRhode Island Secretary of State (Department of State, Business Services Division)
How to fileNot confirmed
Reinstatement feeNot confirmed
Time limit to reinstate20 years
Tax clearanceRequired (see Cost)
RetroactiveYes

Read from the government sources listed at the foot of this page, last checked September 30, 2026. See the sources.

Why Rhode Island Would Revoke an LLC

The Secretary of State may revoke an LLC that fails to file its annual report on time, pay a required fee, or pay fees or taxes the Division of Taxation reports as unpaid, or that goes 30 days without a resident agent. It may also revoke one that fails to file a required change of agent, amendment or similar document, procured its articles by fraud, abused its authority, or misrepresented a material fact in a filing.

The LLC has 60 days to fix the problem before it can be revoked. The 60 days are counted after the Secretary of State mails the LLC's resident agent a notice specifying the basis for revocation. The notice must be mailed at least 60 days before revocation, and the LLC avoids revocation by curing the ground before the revocation takes place.

How Long You Have to Reinstate

Rhode Island allows reinstatement for up to 20 years after the LLC is revoked.

How to File

You file a withdrawal of certificate of revocation with the Rhode Island Secretary of State (Department of State, Business Services Division).

What It Costs

We have not confirmed the fee for the withdrawal of certificate of revocation; check with the Rhode Island Secretary of State (Department of State, Business Services Division).

The LLC must file the documents it failed to file, such as its overdue annual reports, and pay the statutory penalty for each year or part of a year since the certificate of revocation was issued. It must also bring its Division of Taxation account current to obtain the certificate of good standing the statute requires.

Rhode Island requires a tax clearance from the Rhode Island Division of Taxation to reinstate. The LLC files a certificate of good standing (letter of good standing) from the Division of Taxation.

Registered Agent Options

If your LLC's registered agent has changed, resigned or lapsed, ask the filing office named above whether Rhode Islandwants that updated as part of reinstatement. You do not have to buy a service for it: in most states the LLC's owner, or another individual who qualifies, may serve as its registered agent themselves, generally subject to that state's rules on keeping a street address in the state and being available there during normal business hours. A paid service is one option and not the only one. The Rhode Island registered agent requirements set out what Rhode Island itself asks.

Registered agent services for Rhode Island LLCs

Affiliate disclosure: Northwest Registered Agent, Bizee, ZenBusiness and LegalZoom pay us a commission if you sign up through our link, at no extra cost to you. We list only the registered agent services we have an affiliate relationship with, so this is not a survey of the whole market.

This list is not scored. The four are listed cheapest annual renewal first, and every claim below is about the services listed here rather than the whole market.

  • Best for: Privacy-focused owners and anyone who just needs an agent, not a formation bundle

  • Bizee$149/yr renewal

    Best for: A free first year on every plan, renewing at $149/yr, if you're comfortable with the BBB caveat

  • ZenBusiness$199/yr renewal

    Best for: First-time founders forming a new LLC who want phone, email and chat support

  • LegalZoom$249/yr renewal

    Best for: Complex structures that want attorney consultations, which come with LegalZoom's Pro and Premium formation plans rather than this renewal price

Note: Bizee holds a C rating from the BBB and is not accredited. BBB's profile carries a live alert describing a pattern of complaints about unexpected charges, difficulty canceling and filing delays, and Bizee has posted a response to it. We flag this so you can make an informed choice.

Annual renewal is each provider's own standard published rate. Check the current terms at each provider before you buy. The scored ranking, and the formula behind it, is in our full formation services review →

What Reinstatement Does

Under Rhode Island's law, a reinstated LLC continues as if it had never been revoked.

If another business has taken the LLC's name in the meantime, the LLC needs a name that is still available to reinstate.

Worth Knowing in Rhode Island

Once the certificate of revocation is issued, the LLC's authority to transact business in Rhode Island ceases. The statute says the Secretary of State may withdraw the certificate, so reinstatement is a decision of the Secretary of State once the conditions are met.

More for Rhode Island LLCs

Frequently Asked Questions

This guide is general information, not legal or tax advice, and reading it does not create an attorney-client relationship. It reports what each state's law and filing office say about bringing back an LLC the state has dissolved, with the sources this page cites. It cannot tell you where your own LLC stands: that turns on why and when it was dissolved, what it still owes, and whether anyone has since taken its name, and fees and deadlines change between our reviews. Confirm your LLC's status and the current requirements with the filing office or tax agency named on this page, and ask a lawyer about anything the LLC did while it was dissolved. In many states a missed deadline ends the right to reinstate, so do not wait.

Related guides

LLC late fees by stateWhat a late annual report costs before it comes to dissolution →Annual report complianceDeadlines and fees for all 50 states, so it does not happen again →Annual report deadline finderEnter your formation date for your next due date →Certificate of good standingProve the LLC is active again once it is reinstated →Dissolving an LLCIf you would rather close the LLC properly than bring it back →
← All LLC guides

Sources

Each entry below is a document recorded in our verified Rhode Island sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so.

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Edmond Hui

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.