How To Start A Nonprofit In Rhode Island

To incorporate a Rhode Island nonprofit, you must complete and file Articles of Incorporation for a Non-Profit Corporation with the Rhode Island Business Services Division. See the instructions below and click on any number to see what information is required in the corresponding section of the form.

How Much Does It Cost to Incorporate a Rhode Island Nonprofit?

Rhode Island charges $37.50 to file nonprofit articles of incorporation.

How Long Does It Take To Start a Rhode Island Nonprofit?

It will take Rhode Island about 2 business days to process articles submitted online or by mail. If you deliver your articles in person to the Rhode Island Business Services Division, however, you can get your articles processed that day.

Does a Rhode Island Nonprofit Need a Registered Agent?

Yes, Rhode Island requires your nonprofit to appoint a Rhode Island registered agent. A registered agent keeps a Rhode Island office (a “registered office”) at which the state can deliver service of process on behalf of your nonprofit. Basically, a registered agent provides an open channel for the state to communicate with your organization in case it ever gets sued.

You can do the job yourself, but we don’t recommend it. A registered agent must be available during normal business hours at a Rhode Island street address specified on your articles of incorporation, a task that can easily interfere with your ability to manage and grow your new nonprofit. And since your articles of incorporation is a public document, whatever address you list there goes into the public record. List your own office or home address, and you can expect excessive junk mail and unwanted solicitors showing up at your door.

A better solution? Hire Northwest to serve as your registered agent. When you hire Northwest, you can leave the endless waiting to us. And if we ever do receive a service of process from the state, we’ll scan it and send it to you on the day we receive it.

A federal employer identification number (FEIN or EIN) is a lot like an individual’s social security number, and your nonprofit can’t get by without one. You’ll need an EIN to open a bank account for your nonprofit, to apply for 501(c)(3) federal tax-exempt status, and to establish credit with vendors and potential donors. You can apply for an EIN on the IRS website after the state approves your articles of incorporation (fax and mail options are also available). Or you can add on Northwest’s convenient EIN service for an additional $50 fee at checkout, and we’ll get your nonprofit’s EIN for you.

Rhode Island requires your nonprofit to create and adopt corporate bylaws, and you should do so at your nonprofit’s organizational meeting (its first official meeting after incorporating with the state). You won’t file your nonprofit’s bylaws with the Rhode Island Secretary of State, but other state agencies may want to look at them for various reasons, and you’ll need ratified bylaws to open a bank account for your nonprofit. The IRS will also expect you to ratify your nonprofit’s bylaws before submitting an Application for Recognition of Exemption if or when you apply for 501(c)(3) federal tax-exempt status.

Rhode Island nonprofit bylaws are important because they govern your organization’s internal affairs—setting out in advance, for example, the tenure of its directors, the responsibilities of its officers, and a host of other details important to your nonprofit’s operations. For these reasons and more, corporate bylaws are your nonprofit’s most essential internal document.

Writing effective bylaws isn’t easy, which is why Northwest provides an adaptable template for writing nonprofit bylaws, as well as numerous other free nonprofit forms, when you sign up for our registered agent service.

Will My Rhode Island Nonprofit Be Tax-Exempt?

Not automatically. First, you’ll need to seek 501(c)(3) federal tax-exempt status from the IRS. To do so, you’ll submit an Application for Recognition of Exemption—a lengthy, complex application that allows the IRS to examine your nonprofit’s structure and purpose. To qualify, your nonprofit must permanently dedicate itself to the exclusive pursuit of one or more purposes recognized by the IRS. If your organization decides to go this route, make sure your articles of incorporation include the specific tax-exempt language and provisions required by the IRS. Learn more at Northwest’s Guide to 501(c)(3) Tax-Exempt Status.

What About Rhode Island State Tax Exemptions?

Even if your nonprofit succeeds at getting 501(c)(3) tax-exempt status from the IRS, it will still pay the state’s corporate income tax, but your organization may qualify for an exemption from the state’s sales and use tax so long as it applies to the Rhode Island Department of Business Regulation. Learn more at Northwest’s guide to Rhode Island state tax exemptions.

Does a Rhode Island Nonprofit Need a Business License?

Rhode Island doesn’t have a statewide, general business license, but the Department of Business and Regulation licenses numerous types of business activities. It’s best to check the Department’s website to determine which (if any) if your nonprofit’s activities require state licenses.

You will also likely need to submit a Business Application and Registration with the Rhode Island Department of Taxation, particularly if you make sales or will have employees.

Should My Nonprofit Register as a Rhode Island Charity?

If your nonprofit will solicit donations, you’ll likely need to register as a Rhode Island charity with the RI Department of Business Regulation (there are some exceptions). There is a $90 registration fee (plus a $3 fee if you file online), and you must register as a charity before soliciting donations in Rhode Island. The annual renewal fee is also $90, and the renewal deadline is the anniversary of your initial registration.

To open a bank account for your Rhode Island nonprofit, you will need to bring the following items with you to the bank:

• A copy of your Rhode Island nonprofit articles of incorporation
• A copy of your nonprofit’s bylaws
• Your Rhode Island nonprofit’s EIN

It’s wise to call your ahead of time to check its requirements. Some banks may require you to bring a resolution authorizing you to open a bank account in your nonprofit’s name (particularly if your nonprofit has several directors and/or officers).

Rhode Island requires nonprofits to submit an annual report to the RI Secretary of State each year (with a submission window of June 1-30). An annual report is basically a form that updates or confirms your nonprofit’s information as it appears on the state’s records, including your corporate name and registered agent information. You can submit your annual report by mail or online, and there is a $20 filing fee.

If you’d rather not keep up with this report or its deadline, you’re in luck. When you hire Northwest, you can add our Rhode Island Annual Report Service for an additional fee.