Foreign qualification is a process by which a business that was originally formed in another state seeks permission to operate in Rhode Island. This involves registering with the Secretary of State in Rhode Island and complying with the state's regulations and requirements for conducting business within its jurisdiction.
There are 2 different ways to foreign qualify in Rhode Island depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in Rhode Island or use Mosey to do it.
Use Mosey to register with the Secretary of State in Rhode Island.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
Rhode Island Foreign Registration for C Corporation
Before you start "transacting business" in Rhode Island, you must file an application for a Certificate of Authority from the Rhode Island Secretary of State. Rhode Island has a non-exhaustive list of activities that do not constitute "transacting business" in the state.
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Obtain Certificate of Good Standing
Get a Certificate of Good Standing from your home state, issued within the last 60 days.
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Establish a Registered Agent
Every foreign corporation authorized to transact business in Rhode Island is required to continuously maintain a registered office and registered agent in the state e.g., a domestic or foreign company incorporated in Rhode Island.
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File for a Certificate of Authority
Fill out and mail the Application for Certificate of Authority by a Foreign Business Corporation to Division of Business Services.
Rhode Island Foreign Registration for LLC
Before you start "transacting business" in Rhode Island, you must file an application for a Certificate of Authority from the Rhode Island Secretary of State. Rhode Island has a non-exhaustive list of activities that do not constitute "transacting business" in the state.
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Obtain a Certificate of Good Standing
Get a Certificate of Good Standing from your home state, issued within the last 60 days.
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Establish a Registered Agent
Every foreign limited liability company authorized to transact business in Rhode Island is required to continuously maintain a registered office and registered agent in the state, e.g., a domestic or foreign company incorporated in Rhode Island.
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File for a Certificate of Authority
Fill out and mail the Application for Certificate of Authority for a Foreign Business Corporation to the Division of Business Services.
What else do I need to know?
Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.
Maintaining a Registered Agent
Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in Rhode Island.
Annual Reports and Taxes
In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in Rhode Island.
