(a)  The secretary of state shall charge and collect for filing:

(1)  Articles of incorporation and issuing a certificate of incorporation, seventy dollars ($70.00).

(2)  Articles of amendment and issuing a certificate of amendment, fifty dollars ($50.00).

(3)  Restated articles of incorporation, seventy dollars ($70.00).

(4)  Articles of merger or consolidation and issuing a certificate of merger or consolidation, one hundred dollars ($100).

(5)  An application to reserve a corporate name, fifty dollars ($50.00).

(6)  A notice of transfer of a reserved corporate name, fifty dollars ($50.00).

(7)(i)  Filing a statement of change of registered agent and registered office or filing a statement of change of registered agent, twenty dollars ($20.00).

(ii)  Filing a statement of change of registered office only, without fee.

(8)  A statement of the establishment of a series of shares, ten dollars ($10.00).

(9)  A statement of cancellation of shares, ten dollars ($10.00).

(10)  A statement of reduction of stated capital, ten dollars ($10.00).

(11)  A statement of intent to dissolve, without fee.

(12)  A statement of revocation of voluntary dissolution proceedings, ten dollars ($10.00).

(13)  Articles of dissolution, fifty dollars ($50.00).

(14)  An application of a foreign corporation for a certificate of authority to transact business in this state and issuing a certificate of authority, one hundred fifty dollars ($150).

(15)  An application of a foreign corporation for an amended certificate of authority to transact business in this state and issuing an amended certificate of authority, seventy-five dollars ($75.00).

(16)  A copy of an amendment to the articles of incorporation of a foreign corporation holding a certificate of authority to transact business in this state, fifty dollars ($50.00).

(17)  A copy of articles of merger of a foreign corporation holding a certificate of authority to transact business in this state, fifty dollars ($50.00).

(18)  An application for withdrawal of a foreign corporation and issuing a certificate of withdrawal, fifty dollars ($50.00).

(19)  An annual report, fifty dollars ($50.00).

(20)  Registered name application, fifty dollars ($50.00).

(21)  Certificate of good standing/letter of status, twenty dollars ($20.00).

(22)  Certificate of fact, thirty dollars ($30.00).

(23)  Any other statement or report, except an annual report, of a domestic or foreign corporation, ten dollars ($10.00).

(24)  A certificate of conversion to a non-Rhode Island entity, fifty dollars ($50.00).

lawyer at desk

Ask a business law question, get an answer ASAP!
Thousands of highly rated, verified business lawyers.
Click here to chat with a lawyer about your rights.

Terms Used In Rhode Island General Laws 7-1.2-1602

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Articles of incorporation: means the original or restated articles of incorporation and all of their amendments including agreements of merger. See Rhode Island General Laws 7-1.2-106
  • Authorized shares: means the shares of all classes which the corporation is authorized to issue. See Rhode Island General Laws 7-1.2-106
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • domestic corporation: means a corporation for profit subject to the provisions of this chapter, except a foreign corporation. See Rhode Island General Laws 7-1.2-106
  • Filing: means delivered to the secretary of state in either paper format or electronic transmission through a medium provided and authorized by the secretary of state. See Rhode Island General Laws 7-1.2-106
  • Foreign corporation: means a corporation for profit organized under laws other than the laws of this state for a purpose or purposes for which a corporation may be organized under this chapter. See Rhode Island General Laws 7-1.2-106
  • seal: shall be construed to include an impression of the seal made with or without the use of wax or wafer on the paper. See Rhode Island General Laws 43-3-15
  • Service of process: The service of writs or summonses to the appropriate party.
  • Shares: means the units into which the proprietary interests in a corporation are divided. See Rhode Island General Laws 7-1.2-106
  • State: means the state of Rhode Island. See Rhode Island General Laws 7-1.2-106

(b)  The secretary of state shall charge and collect:

(1)  To withdraw the certificate of revocation of a corporation, whether domestic or foreign, a penalty in the amount of fifty dollars ($50.00) for each year or part of a year that has elapsed since the issuance of the certificate of revocation.

(2)  For furnishing a certified copy of any document, instrument, or paper relating to a corporation, fifteen cents ($.15) per page and ten dollars ($10.00) for the certificate and affixing the seal to it.

(3)  At the time of any service of process on him or her as resident agent of a corporation, fifteen dollars ($15.00), which amount may be recovered as taxable costs by the party to the suit or action making the service if the party prevails in the suit or action.

(c)(1)  The secretary of state shall charge and collect from each domestic corporation license fees, based on the number of shares which it has authority to issue or the increase in the number of shares which it has authority to issue, at the time of:

(i)  Filing articles of incorporation;

(ii)  Filing articles of amendment increasing the number of authorized shares; and

(iii)  Filing articles of merger increasing the number of authorized shares which the surviving or new corporation, if a domestic corporation, has the authority to issue above the aggregate number of shares which the constituent domestic corporations and constituent foreign corporations authorized to transact business in this state had authority to issue.

(2)  The license fees charged to a domestic corporation are as follows:

(i)  One hundred sixty dollars ($160) for less than seventy-five million (75,000,000) authorized shares; and

(ii)  One-fifth (?) cent per share of each authorized share for seventy-five million (75,000,000) shares or greater.

(3)  The above license fee calculations also apply when a corporation files an amendment or merger showing an increase in authorized shares.

(d)(1)  The secretary of state shall charge and collect from each foreign corporation license fees at the time of:

(i)  Filing an application for a certificate of authority to transact business in this state;

(ii)  Filing articles of amendment which increased the number of authorized shares; and

(iii)  Filing articles of merger which increased the number of authorized shares which the surviving or new corporation, if a foreign corporation, has authority to issue above the aggregate number of shares which the constituent domestic corporations and constituent foreign corporations authorized to transact business in this state had authority to issue.

(2)  The license fees charged to a foreign corporation are as follows:

(i)  One hundred sixty dollars ($160) for less than seventy-five million (75,000,000) authorized shares represented in the State of Rhode Island; and

(ii)  One-fifth (?) cent per share of each authorized share for 75,000,000 shares or greater.

(3)  The above license fee calculations also apply when a corporation files an amendment or merger showing an increase in authorized shares.

(4)  The number of authorized shares represented in this state is that proportion of its total authorized shares which the sum of the value of its property located in this state and the gross amount of business transacted by it at or from places of business in this state bears to the sum of the value of all of its property, wherever located, and the gross amount of its business, wherever transacted. The proportion is determined from information contained in the application for a certificate of authority to transact business in this state or in the application for an amended certificate of authority to transact business in this state.

History of Section.
P.L. 2004, ch. 216, § 2; P.L. 2004, ch. 274, § 2; P.L. 2005, ch. 120, § 1; P.L. 2005, ch. 130, § 1; P.L. 2011, ch. 52, § 2; P.L. 2011, ch. 61, § 2.