A Rhode Island certificate of authority (COA) is an important document for companies operating within the state. Companies must obtain a COA if they want to operate lawfully in Rhode Island. A COA is necessary to open a business bank account, conduct a financial transactions, and receive tax refunds from the state.
Table of Contents
What is a certificate of authority from Rhode Island?
A Rhode Island certificate of authority (COA) is required if you want to operate lawfully in Rhode Island. You need one if you are selling securities, providing investment advice, managing money, or offering insurance products.
Companies must apply with Rhode Island’s Department of Business Regulation (DBR) to obtain a COA. This is a free and simple process.
When do I need a certificate of authority?
A certificate of authority is required for opening a company in another country. This document certifies that the person signing it is authorized to act on behalf of the company. If you are opening a company in another state, province, or country, you must obtain a certificate of authority from the government where you plan on operating. You must submit the certificate of authority along with your application for registration.
Opening an office or physical location in another country is usually done through a certificate of authority. This document certifies the person signing it is acting on behalf of the company and authorizes him/her to sign contracts and perform acts on behalf of the company in the foreign jurisdiction. An example of such an act could be hiring employees.
Hiring employees requires a certificate of authority. The employer needs to know that the person he hires is authorized to work in his country. Otherwise, the employee may face legal consequences.
How can I obtain a Rhode Island authorization certificate?
Rhode Island requires you to file a document called a “Certificate of Authority.” Companies use this document to show that they are authorized to conduct business within the state. You must obtain a copy of this form from the Secretary of State’s office. You’ll need to complete it and mail it to the secretary of state. Once this process is completed, the secretary of state will issue a certificate of authority.
For Foreign Corporations:
“Rhode Island Will Charge You $310 To File Articles Of Incorporation Or Amendments”
The state of Rhode Island does not require foreign corporations to file an agent registration form. However, it now requires those companies to pay $310 to do so. This change goes into effect July 1.
A company must pay the fee within 30 days of filing its articles of incorporation. If there are no changes to the articles, the company can pay the fee once per calendar quarter.
Companies with fewer than 75 million shares will receive a free agent registration form.
For Foreign Limited Liability Companies:
A foreign limited liability partnership must submit an affidavit stating its name and address to the Rhode Island Secretary of States’ Office each year. The information must be submitted within 30 days of the end of the calendar year. If you are forming a foreign LLC, please contact us for assistance.
For Foreign Nonprofit Corporations:
A foreign corporation must file an “application form 150” with Rhode Island’s secretary if its total outstanding share capitol exceeds million. This form will allow you to obtain a certificate of authority to do business in Rhode Island. There is no fee for submitting this form.
Foreign professional corporations do not need a certificate of authority if they have less than 750,000 shares and no outstanding shares. However, a certified copy of the Articles of Incorporation or other charter document is required if the company has over 750 million shares.
In addition, Rhode Island will accept a Certified Copy of the Articles of Incorporation or Other Charter Documents, even if there are still outstanding shares.
Foreign Limited Partnerships:
A foreign limited liability partnership must register with the Rhode Island Secretary Of State’s Office. This form provides notice to creditors that the partnership has registered its principal office in Rhode Island. This form should be filed within sixty days after filing articles of formation.
Foreign Limited Liability Partnerships:
A foreign limited liability partnership must register with the secretary of state and file an annual statement of informatiion within 30 days of each calendar quarter.
The filing fee is $10.00 per year.
Rhode Island law does not require registered foreign limited partnerships to provide certified copies of certificates of incorporation or other documents filed with Rhode Island Secretary of State.
Frequently Asked Questions
Will my corporation require a registered agent in Rhode Island?
If you want to incorporate in Rhode Island, you’ll need to register as a domestic corporation in the state. This includes having a “registered agent.” A registered agent is a person designated to accept legal processes on behalf of a corporation. In most cases, a registered agent is a natural person who resides in Rhode Island. There are exceptions, however, such as limited liability companies and foreign corporations.
The law requires a corporation to appoint a registered agent within 30 days of incorporation. Failure to do so could lead to fines or even dissolution of the corporation.
Once you’ve set up your corporation, you’ll need to file Form 5500 with the Secretary of State’s office. This form lists the name of your corporation, the address where you’d like notices sent, and the names and addresses of your officers.
You’ll also need to fill out Form 8300, which asks about your business activities, including your principal place of business and whether you conduct business in Rhode Island.
Finally, you’ll need to pay a fee for the registration of your corporation. The fee varies depending on how long ago you incorporated, but it ranges from $50-$100 per year.
Who has to sign the foreign corporation filing?
An authorized officer of the corporation signs the profit corporation form. This includes the president, vice president, secretary, assistant secretary, treasurer, chief financial officer, one director, one member of the board of directors, and one manager. The President or Vice President must sign the nonprofit corporation. If there are multiple officers, they must sign individually. Each line of the form must be signed even if the same person is signing twice.
What are some weird things about registering in RI?
There are many reasons why you might want to register your corporation in one state rather than another. Some states require registration before doing certain kinds of business; others make certain filing types of paperwork easier. But there are some quirks about how different states handle corporate registrations. For example, although most states allow you to do business without ever having filed a single paper, Rhode Island requires that you file a certificate of incorporation within 30 days of forming the corporation. And New York requires that you publish notice of your formation in a newspaper for three consecutive weeks.
The good news is that each state handles incorporations differently, and you don’t necessarily have to follow every rule. Here are the rules that apply to register your corporation in Rhode Island.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.
