Start Your Non-Profit Corporation

According to R.I. Gen. Laws Chapter 7-6, non-profit corporations should register with the RI Department of State. Registering with our office is separate from becoming a tax exempt organization with the Internal Revenue Service. Follow the steps below to start and register your non-profit in Rhode Island.
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STEP 1

Gather required information

Name of Non-Profit
Check name availability by using the Corporate Database. For more information on name availability, please visit the RI Department of State Name Availability Guidelines.

Registered Agent
A registered agent is an individual or entity that receives official and legal documents on behalf of a business.

The agent must be a Rhode Island resident or an entity qualified to do business in this state.

Registered Agent Address
A registered agent must have a Rhode Island street address and must be available at the given address during normal business hours to accept service of process. P.O. Boxes or shipping/postal company addresses (including virtual business addresses) do not meet this standard and are not allowed.

Non-Profit Structure
Different non-profit structures have different tax liabilities. Refer to our non-profit structures chart to learn more.

STEP 2

Register your non-profit corporation

Submitting the form to register a non-profit is NOT the last step! Be sure to return to this page after filing to review and follow the remaining steps.

Please note that once you register a non-profit, the organization will be automatically exempt from RI income tax. The organization will not; however, be automatically exempt from federal income tax. If the non-profit plans to apply for federal tax-exempt 501(c)(3) status, the IRS requires that the Articles of Incorporation form (below) includes a valid exempt purpose and dissolution clause. We recommend you review the IRS suggested language for guidance.

Entity Type Online Filing Paper Filing Fee

Rhode Island Non-Profit Corporation

R.I. Gen. Laws Chapter 7-6 		File Online

Online Filing Guide 		PDF $35

Foreign Non-Profit Corporation

R.I. Gen. Laws Chapter 7-6 		File Online

Instructions 		PDF $50

Foreign non-profit corporations must first obtain a certificate of good standing the state or country in which it is incorporated, dated within 60 days of the date of filing. Use our interactive map to find out where to order the required certificate. If you intend to register your entity online, be sure to have a scanned PDF of the certificate of good standing/legal existence ready for upload.

STEP 3

Confirm your filing

Stop
Before proceeding to Step 4, be sure to confirm your registration filing was accepted. Your filing may take between one to three business days to process.


Confirm your registration


STEP 4

Get Federal Employer Identification Number

Your EIN is a unique nine-digit number assigned by the Internal Revenue Service (IRS) to identify your non-profit.


Get Federal EIN
STEP 5

Apply for Federal Tax Exempt Status

Remember, once you register a non-profit with the RI Department of State, the organization will NOT be automatically exempt from RI state income tax. If the organization wishes to be exempt from federal and state income tax, it must apply for recognition as a federally exempt organization (such as a 501(c)(3) Charitable Organization) with the IRS, or it will be taxed as a for-profit business corporation. This means the non-profit corporation will be subject to Rhode Island’s minimum corporate tax of $400.00 each year it is registered to conduct business. You can find step-by-step instructions for applying for federal income tax exempt status on IRS.gov. Please note that federal tax exemption only applies to income tax. Your non-profit will still be responsible for paying other types of taxes.

STEP 6

Congratulations! Download your Welcome Packet!

Non-Profit Welcome Packet

STEP 7

Create Bylaws

All Rhode Island Non-Profit Corporations are required by R.I. Gen. Laws § 7-6-16 to create and maintain bylaws. Bylaws are a non-profit corporation’s internal operating guidelines, and they are vital to the proper management and day-to-day affairs of the organization.

Bylaws typically include information that will ensure a non-profit corporation’s long-term success in achieving its goals. For example, bylaws may include:

  • How meetings will be called and hosted.
  • How key decisions will be made.
  • Who will exercise financial control over the non-profit’s assets.
  • What the roles and term limits of officers will be, as well as their unique responsibilities.
  • How board members are elected and ousted.
  • Guidelines to amend the bylaws as the organization changes.

A non-profit’s bylaws should be well-written and specific to the needs of the organization, because once signed by the board of directors, they become a legally binding contract that determines how the organization will operate. This important legal document will also provide significant benefits in helping the organization:

  • Qualify for federal tax exemption and state sales tax exemption.
  • Raise money by soliciting donations from the public, financial institutions, private corporations, and government bodies.
  • Avoid unnecessary conflict and confusion about each officer’s and director’s rights and responsibilities.
  • Provide stability and continuity of operations by defining how the organization will operate if there is a change in leadership.

To learn more about bylaws and how to draft them, consult The Alliance for Non-Profit Impact’s Resource Library.

Learn how to maintain your non-profit in good standing

Are you ready to start your Non-Profit?

Be sure to review our Non-Profit Basics before starting this important legal process.

Virtual office appointments are available to help you to get started. Click here to book yours!

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