How to Start a Business in Rhode Island

Rhode Island offers a wide range of business opportunities, boasting 108,360 active small businesses, according to a recent report by the US Small Business Administration in 2022. Between 2020 and 2022, an impressive 31,238 new businesses were launched in the state. Starting your venture in the “Ocean State” is made easier by its relatively low cost for company formation. Sole proprietors and partnerships require only a $10 DBA filing fee, while LLCs and corporations can be established for $156 and $238, respectively. To ensure the success of your business, we have prepared a comprehensive guide to help you navigate the process of starting a business in Rhode Island. From filing fees and tax considerations to effective marketing strategies, this step-by-step resource will equip you with the tools to turn your entrepreneurial dreams into reality!

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1. Research and Plan your Business

When looking to start a business in Rhode Island, a crucial first step is to thoroughly research your business idea and develop an initial plan. Conducting due diligence before taking any action is imperative and essential to the success of your venture. To understand what it takes for your Rhode Island business to thrive, you’ll want to engage in preliminary market research and in-depth competitive analysis. Your research should provide insight into who constitutes the target customers for your products or services, identify your competitors, and offer measures for providing unique solutions.

Once you have relevant preliminary research, you can use it as a building block for creating your business plan. Writing a business plan is a pivotal step that will guide you through the initial stages of launching and growing your business. Even if you feel that you know your business idea inside and out, creating a formal business plan should not be undervalued as a study by the Harvard Business Review revealed that entrepreneurs who had a formal business plan were 16% more likely to succeed than those that did not create a plan.

Additional Information:Master the Art of Writing a Successful Business Plan

2. Choose a Business Structure

Now it’s time to select a legal structure for your business. Take into account the level of personal liability risk you are comfortable with, the desired tax status, and your source of capital. There are four common types of business structures to consider:

• Limited Liability Company (LLC)
• Corporation
• Sole Proprietorship
• Partnership

Limited Liability Company (LLC)

Limited Liability Companies (LLCs) are the most popular type of formal business entity. LLCs offer protection to their members’ personal assets in case of legal action or any outstanding business debts. For small business owners wanting tax advantages and flexibility, LLCs, by default, have pass-through taxation and offer the flexibility to choose C-Corporation or S-Corporation taxation.

Additional Information:What is a Limited Liability Company (LLC)?

Corporation

Corporations offer a great option for business owners seeking legal separation from their businesses. Shareholders own a percentage and receive stock representing their ownership interest. While there are advantages like extra liability protection, there are also disadvantages such as higher tax rates. Consider tax implications and other factors before deciding to set up a corporation to protect your business and assets.

Additional Information:A Detailed Explanation of Corporations

Sole Proprietorship

If you’re beginning your entrepreneurial journey as a solo business owner in Rhode Island, registering as a sole proprietorship is the best way to go. Its simplicity makes it a great option; you only need to obtain the necessary business licenses and permits essential to your business. Though keep in mind- with this ease and affordability, there’s a catch: sole proprietorships are deemed indistinguishable as a separate entity from their owner. If the business becomes liable for any debt or lawsuit, your personal assets are at risk to cover the expense. Having unlimited personal liability can be a concern for many, but considering the benefits of getting an affordable and quick start without rigid regulations, it’s a decent trade for the drawback.

Additional Information:Pros and Cons of starting as a Sole Proprietorship

Partnership

If you start a business with two or more owners, a general partnership might be the easiest way to structure it. Like LLCs, general partnerships also get pass-through taxation, meaning you pay your taxes based on the profits or losses of the business. Since the company isn’t a separate entity in the eyes of the law, a general partnership is considered an informal structure, much like a sole proprietorship. However, remember that you and your partner(s) are personally responsible for anything that goes wrong with the business. To summarize, a general partnership may be the right choice to form a company with someone else with as little cost and complexity as possible. But just be aware of the unlimited liability that comes with it.

Additional Information:A Guide to Understanding Partnerships

3. Choose your Business Name

Choosing a name for your Rhode Island business is one of the most important parts of planning, and it can often be one of the most difficult too. Once you have named your business and started to grow it, it’s not easy to make a name change. The name that you choose can affect how you’re seen, so it’s worth taking your time.

If you’re finding it hard to think of a good name for your business, there are three key things to keep in mind:

• Choose a name that creates an identity for your business
• Pick something memorable
• Use a name that’s easy for people to search for online and find elsewhere

For more tips visit our guide: How to Create a Great Business Name.

4. Register your Business

After deciding which business structure is best for your Rhode Island business, the next step is to officially register your business. The steps for registering a business name in Rhode Island depend on which business structure you have chosen. Keep reading to find out how to register your preferred business type.

• Register a Rhode Island LLC
• Register a Rhode Island Corporation
• Register a Rhode Island Sole Proprietorship
• Register a Rhode Island Partnership

Register a Rhode Island LLC

To register your LLC in Rhode Island, you need to file Articles of Organization with the Rhode Island Secretary of State, which has a state filing fee of 150. Check that the name you want is available before you register your business. You can do this by searching the Business Entity Database on the Rhode Island Secretary of State website. When you have done that, you can file the Articles of Organization. You will need to provide several details, including the business’s name, address, and owner contact information. You will also need to designate a Rhode Island registered agent. At this stage, it’s also a good idea to create an operating agreement for your business.

Register a Rhode Island Corporation

To form a Corporation in Rhode Island, you need to file Articles of Incorporation with the Rhode Island Secretary of State. The fee for this filing is 238. Another necessary step is to appoint a registered agent for your Corporation. You should also consider creating a corporate bylaws document to outline how your business will operate.

Register a Rhode Island Sole Proprietorship

If you plan to start your business as a sole proprietor in Rhode Island, there’s no need to file any formal papers at the state level. However, sole proprietors are required to operate under their personal name or a name that at least includes their last name. If you plan to operate your business under a more unique and brandable name that doesn’t include your name, you’ll need to register a Rhode Island DBA, officially referred to as an Assumed Business Name, with the city/town. In addition you’ll also be required to obtain all required federal, state, and local permits and business licenses, which we cover in step 7 of this guide below.

Register a Rhode Island Partnership

As with a sole proprietorship, there’s no need to formally file anything to form a partnership in Rhode Island. You may still need to complete a Rhode Island DBA registration, also known as an Assumed Business Name if you’re planning on a business name that doesn’t include the last names of the partners. A partnership agreement document is also useful to create at this stage, helping you and your business partner to agree on how the business will operate.

5. Get an EIN

An EIN is an acronym that stands for Employer Identification Number. It is issued by the IRS for the purpose of filing taxes and employment. If you run a business that is organized in the form of a Corporation, Partnership, or LLC you must obtain an EIN. Even if your business is not required to do so, you should look into getting an EIN as it is useful for numerous business filings.

6. Register for Rhode Island Sales and Use Tax

Rhode Island imposes a state-wide sales tax rate of 7%. To comply with the state regulations, businesses engaged in selling, renting, or leasing taxable tangible personal property at retail in Rhode Island must register with the state and collect sales tax. Additionally, providers of taxable services are also required to register with the state. Failure to comply can lead to penalties and interest charges.

How to Know if you need to collect Sales Tax in Rhode Island?

The Rhode Island Division of Taxation mandates that any business engaged in selling, renting, or leasing tangible personal property at retail must collect the applicable sales tax. This requirement encompasses various activities, including but not limited to the following:

• Household appliances
• craft items
• household furnishings
• antiques
• Media playing devices like blue-ray players
• jewelry
• stereo & TV equipment
• computers and computer software
• certain services including, but not limiting to the furnishing of telecommunications service and cable television services
• Eating and/or Drinking establishment (which must additionally collect and remit the 1% local meals and beverage tax)

Out-of-state retailers and remote sellers can establish nexus in Rhode Island, even without a physical presence, by meeting specific economic thresholds. Economic nexus is triggered for remote sellers who have gross receipts of $100,000 or more, or have conducted 200 or more transactions in the previous or current calendar year. Once established, these sellers must obtain a retail license and remit Rhode Island Sales and Use Tax.

For more detailed information visit the Rhode Island Division of Taxation: Sales and Use Tax page or contact a qualified Rhode Island tax professional.

7. Apply for Rhode Island Business Licenses and Permits

To ensure legal compliance with federal, state, and local laws, it is important for your business to obtain one or more business licenses and/or permits. The specific licenses and permits required will vary depending on various factors, such as the nature of your business, the products and services you offer, the data you collect, and your location. It is crucial to understand and adhere to these requirements to operate your business smoothly and within the bounds of the law.

Federal Licenses and Permits

Your business may need a license or permit to operate legally if your business is involved in an activity that is regulated at the federal level, such as:

• Agriculture
• Alcoholic beverages
• Aviation
• Firearms, ammunition, and explosives
• Fish and wildlife
• Commercial fisheries
• Maritime transportation
• Mining and drilling
• Nuclear energy
• Radio and television broadcasting
• Transportation and logistics

For more detailed information on federal business licenses and permits visit the Small Business Administration: Federal Licenses and Permits page.

State and Local Licenses and Permits

Rhode Island does not have a general business license at the state level, but local licenses are often required.For more detailed information visit the State of Rhode Island Department of Business Regulation Business License page.

8. Open a Business Bank Account

You should try to create a separation between your personal finances and your business finances. If your personal financial activity is routinely mixed up in your business activity, it could place your personal assets in jeopardy. Since banking activity is monitored and recorded, any such events will not be hard to find. This activity is known as “co-mingling funds” and can result in serious consequences for your business.

Co-mingling funds could result in the loss of your company’s limited liability status. This can result in creditors being able to go after both your business and personal assets. Furthermore, it even makes accounting for yourself, and your business that much more challenging since a significant portion of resources will be dedicated to determining which transaction is in a personal capacity and which one is for the business.

Opening a bank account specifically for your business can protect you from such consequences down the road. To gain more insight on the issue, read through our detailed how-to guide on opening a business bank account. It covers, among other things, matters such as which bank to choose and what documents will be required.

9. Set Up Credit Card Processing

It is now expected for most businesses to recognize and accept payments through credit and debit cards. Around 60% of all transactions over $10 are through a credit or debit card. As a result, your business must accept card payments to if you want to maximize your businesses revenue.

For more information, visit our guide on the topic:How to Accept Credit Card Payments

10. Establish an Accounting System

One of the biggest mistakes new businesses make is improper or non-existent accounting. Having an accounting system setup from day one of your business is the sensible thing to do. It can offer you incredible returns on top of recording financial information. Managers and owners need good data to make prudent financial decisions. A good accounting system does just that. It streamlines that business’s finances and offers incredible insight into business performance.

A modern and efficient accounting system allows you to draft budgets with great ease, control cash flow, and produce the required financial reports to have maximum control over your business’ financial operations. For more detailed instructions on the subject, you can consult our Small Business Accounting 101 guide. It walks you through the steps required to do small business accounting, plus much more.

11. Get Business Insurance

Business insurance, much like regular insurance, is something that many people treat as a burden until the day that they end up needing it. It is only logical that you safeguard the thing you’ve worked so hard to build. Proper insurance mitigates risk on the off chance that an accident, natural disaster, or lawsuit strikes your business.

Go over the variety of insurance you might need for your business in our Small Business Insurance Guide,and make certain that you’re protected.

12. Hire Employees and Set Up Payroll

As the business grows, you may need extra help to run it smoothly. As such, you’ll have to hire employees and set up a payroll. It is your responsibility as an employer to report freshly hired employees and verify your employment status.

There are two items that employers must complete to be federally compliant when hiring new employees. You must verify that any employee is eligible for employment in the US and obtain a signed IRS Form W-4 to ensure you are withholding the correct amount for federal taxes. For more detailed information, visit the IRS page for Businesses with Employees.

Since Rhode Island has a state level income tax, you’ll need to withhold taxes from your employees and remit them to the state. In addition to this you’ll also need to register for unemployment insurance. Luckily in Rhode Island both of these registrations are done with the Rhode Island Department of Revenue – Division of Taxation. For more specific information about your requirements as an employer in Rhode Island visit the RI.gov: Employer Handbook page for more info.