Rhode Island Foreign Qualification
Businesses that exist outside of Rhode Island that wish to begin doing business within the state must take steps to ensure that they are fully compliant and following all state laws. This requires that they go through the process of foreign qualification. Foreign qualification is a straightforward process to understand, and something that every business owner will need to do eventually when branching out in their business.
What is Foreign Qualification?
Foreign qualification is nothing more than a business process that involves registering your business so it may operate in states other than the one it was formed in. “Foreign” in this case refers not to another country, but another state, and since a business formed in one state may only be legal under its laws it’s vital that you follow the registration process to be fully compliant in Rhode Island.
Why Does A Company Need Foreign Qualification?
Why You Need To Do It – A business must foreign qualify if they plan on having any kind of physical presence in a state. Online sales don’t count, but if you even have a single employee representing your company in Rhode Island, you’ll have to foreign qualify.
When Should You Do It? – The sooner you begin, the better. Postponing the process can only lead to potential delays and even some penalties and fines. Generally, you will need Rhode Island foreign qualification if your company falls under any of the following criteria:
- Has a physical presence in Rhode Island
- Buying a property there
- Have remote employees
- Accepts orders in Rhode Island
- Owns a bank account in Rhode Island
What Happens If Your Entity Does Not Foreign Qualify?
Failure to qualify will mean that your business is unable to bring forth any kind of lawsuit in the state. Additionally, you’ll be held potentially liable for fees and fines related to not being qualified and may also face tax penalties and fees including back taxes.
Steps To Obtain Foreign Qualification
There are several steps that you’ll have to take in order to obtain your Rhode Island foreign qualification. This includes the following.
1. Obtain Certificates – Rhode Island requires LLCs who want to foreign qualify to file an Application for Registration. Meanwhile, corporations must file an Application for Certificate of Authority. These forms are available for download on the Secretary of State website for free. Additionally, you should also secure a Certificate of Good Standing from the state where you formed your company.
2. Collect And Submit Information – The form will request a variety of information related to your business.
LLC
- LLC name registered in the home state
- An alternate name if the original is already in use
- Name of the home state
- The original date of the LLC formation
- Period of duration
- Name and street address of the registered agent in Rhode Island
- Purpose of the business you will conduct in Rhode Island
- Address in the home state, if required
- Mailing address
- The management structure
- If manager-managed, list manager names and addresses
- The effective date of the application
- An authorized signature
Corporation
- Corporation name
- Name of the home state
- An alternate name if the original is already in use
- The date of incorporation
- Period of duration
- Address in the home state, if required
- Name and address of the registered agent
- Purpose of the business you will conduct in Rhode Island
- Names and addresses of directors and officers
- An itemized list of authorized stocks that the corporation has the right to issue
- The number of shares, class, series, and par value
- A financial estimate for the following year
- The effective date of the application
- An authorized signature
3. Appoint Registered Agent – Your registered agent handles all of the basic processes involved in foreign qualification as well as in maintaining compliance within the state. Most businesses elect to allow a third party provider like DoMyLLC to handle this for them to save themselves time, energy, and stress.
4. File The Application – Once you finish the forms, file the application along with the filing fee of $150 for an LLC and $310 for a Corporation.
5. Ongoing Maintenance – Any company will have to file an annual report to the Division of Business Services each year. Corporations must file between January 1 and March 1 and include a fee of $50. LLCs will have a filing deadline of September 1 to November 1 and must include a fee of $50 as well.
What Is the Difference Between Foreign Qualification And Incorporating?
With incorporation, an entirely new business entity is created. Foreign qualification, on the other hand, doesn’t create a new company. It merely allows an existing LLC or corporation to operate in a state other than the one it was formed in.
How DoMyLLC Can Assist With Streamlining The Process
We know that businesses today have a lot of work on their shoulders. That’s why we handle the entire process of Rhode Island foreign qualification. You just have to sign forms occasionally and provide us with some basic information. We offer:
- Name availability checks
- Full filing and registration
- Dedicated account manager
- Ongoing support whenever you need it
If you’re planning on branching your business out into Rhode Island, we’re here to help. Contact us today to learn more.
Rhode Island Foreign Qualification FAQs
What Paperwork Is Required?
The Application for Registration is the primary form that you’ll need to complete for foreign qualification.
What Fees Are Needed?
There is a flat filing fee in Rhode Island of $150 for an LLC and $310 for a Corporation.
Who Can File For Foreign Qualification?
Any business that exists outside of Rhode Island that wishes to operate within its borders.
Do You Need An Attorney For Foreign Qualification?
No attorney is needed. However, it’s a good idea to always discuss your business plans with your legal team before proceeding just to ensure full compliance and protection.
What Information Is Needed For The Certificate Of Authority?
You’ll need to provide basic business information about your company including things like:
- Business name
- State of formation
- Current mailing and physical addresses
- Names of members or managers
- Registered agent information
- Primary focus of business
- Date you’ll start doing business in Rhode Island
What If My Name Is Not Available?
You’ll have to file your business under a fictitious name and do business that way. This won’t impact your name in other states in the least, however.
Rhode Island Business Resources
Rhode Island Office of Secretary of State
Phone:
(401) 222-3040
Address:
Rhode Island Secretary of State
148 W. River Street
Providence, RI 02904-2615
If you’re interested in more info on foreign qualification, call 888-366-9552.