Rhode Island Articles of Incorporation

Rhode Island articles of incorporation are filed to create a corporation.

Preparing and filing your articles of incorporation is the first step in starting your business corporation. Approval of this document secures your corporate name and creates the legal entity of the corporation. Only after this approval can the corporation apply for tax IDs, obtain business licenses, sign contracts, and otherwise conduct business.

Benefits

Incorporating provides many important benefits:

• Limits the liability of directors, officers, and shareholders
• Fulfills statutory requirements to register your business name
• Provides governance and adds credibility

Fast Facts

For Domestic Corporations:

Agency:	Rhode Island Secretary of State
Form:	Form 100: Articles of Incorporation (Under 75,000,000 Shares)
Filing Method:	Mail, in-person, or online
Agency Fee:	$230 for less than 75,000,000 shares of authorized stock
Turnaround:	~7 business days by mail or online. Same day for in-person filings.
Law:	Rhode Island Business Corporation Act
Notes:	Professional corporations have separate formation requirements (Form 112). Consider optional provisions.

For Domestic Professional Corporations:

Agency:	Rhode Island Secretary of State
Form:	Form 112: Articles of Incorporation (Under 75,000,000 Shares)
Filing Method:	Mail or in-person.
Agency Fee:	$230

For Domestic Benefit Corporations:

Agency:	Rhode Island Secretary of State
Form:	Form 114: Articles of Incorporation (Under 75,000,000 Shares)
Filing Method:	Mail, in-person or online.
Agency Fee:	$230

For Domestic Close Corporations:

Agency:	Rhode Island Secretary of State
Form:	Form 100: Articles of Incorporation (Under 75,000,000 Shares)
Filing Method:	Mail, in-person, or online.
Agency Fee:	$230 for less than 75,000,000 shares of authorized stock
Turnaround:	~7 business days by mail or online. Same day for in-person filings.

Other Helpful Rhode Island Facts

As you are preparing to incorporate, keep in mind the following requirements specific to Rhode Island.

Rhode Island Directors

• Number: One or more required.
• Qualifications: None.
• Quorum: A majority of the directors, unless the articles of incorporation or bylaws fix another number.

Rhode Island Officers

• President, secretary, and treasurer required. One person may hold any two offices.

Rhode Island Bylaws

• Required: No.

Rhode Island Annual Shareholder Meeting

• Required: No.
• Action by written consent: Allowed if by all shareholders entitled to vote on the action. Articles of incorporation may provide if enough shareholders consent to equal the number required to take action by vote.

Rhode Island Shareholders

• Qualifications: N/A
• Stock Certificate: Not required.
• Voting Trusts Allowed: Yes.