What converting to an LLC in Rhode Island actually involves.
Liability shield
A properly maintained LLC separates business debts and lawsuits from your personal assets (home, savings, personal accounts). A sole proprietorship has zero separation: any claim against the business is a claim against you.
Rhode Island LLC formation
New Articles of Organization filed with the Rhode Island Secretary of State. $150 state filing fee, ~5 business day standard processing. We prepare and file at $0 service fee.
New EIN required
Even if you have an EIN as a sole proprietor (used for payroll or contractor 1099s), the LLC needs a fresh EIN issued to the LLC name. We file Form SS-4 with the IRS as part of formation.
Bank account switch
Open a new business bank account in the LLC name with the new EIN. Sole-prop accounts using your SSN should be closed once the LLC account is operational. Mixing personal and LLC funds is the fastest way to lose the liability shield.
Rhode Island DBA handling
If you operated under a fictitious business name (DBA) as a sole prop, you have two options: cancel the DBA and operate under the LLC legal name, or re-file the DBA under the LLC. The latter keeps your existing brand on customer-facing materials.
Contract reassignment
Customer contracts, vendor agreements, leases, and recurring service subscriptions all need to be reassigned from your individual name to the LLC. Most counterparties handle this with a simple assignment letter or addendum.
A clean handoff, in 7 steps.
Form the Rhode Island LLC
New Articles of Organization filed with the Rhode Island Secretary of State. $150 state fee, roughly 5 business day standard processing.
Get a new EIN
Even if you have an EIN as a sole prop, the LLC needs its own. We file Form SS-4 with the IRS after Rhode Island accepts the formation, typical turnaround 1-2 business days.
Open the new business bank account
Use the LLC name and new EIN. Bring the stamped Articles, EIN CP 575, and the Operating Agreement. Most banks open the account same day.
Move assets and customers to the LLC
Tangible assets (equipment, inventory) are contributed to the LLC as a capital contribution. Customers are notified of the new entity and contracts reassigned. Vendor recurring billing is updated to the new account.
Cancel or transfer your Rhode Island DBA
If you operated under a DBA as a sole prop, decide whether to cancel it or refile under the LLC. Refiling preserves your existing brand on customer-facing materials.
Update licenses, insurance, and registrations
Business licenses, professional licenses (if applicable), general liability insurance, professional liability insurance, payment processor accounts, and tax registrations all need to be updated to the LLC name and EIN.
File final Schedule C
Your final sole-prop year files a Schedule C with the IRS for activity before the LLC conversion. From the LLC start date forward, the LLC files its own tax return (Schedule C for single-member disregarded, Form 1065 for multi-member partnership, Form 1120-S if S-Corp elected).
Formation is free. Everything else is optional.
We do not charge a service fee to form your LLC or Corporation. State filing fees still apply and pass through at cost. Add the Compliance Bundle to handle the year-one filings everyone needs.
- LLC or Corporation formation (any state)
- EIN application with the IRS
- Articles of Organization or Incorporation drafted and filed
- Free BOS dashboard for ongoing visibility
- Filing receipts to your document vault
- Everything in Free Formation (no add-on fee)
- Registered Agent service in your state (1 entity)
- Annual Report AutoFile, filed every year on time
- Certificate of Good Standing (1 included per year)
- 1 Amendment included per year (address, member, name)
- Operating Agreement (LLC) or Bylaws (Corp)
- Deadline monitoring across all your filings
Common questions.
How do I convert my sole proprietorship to an LLC in Rhode Island?
Mechanically you do not "convert" — you form a NEW Rhode Island LLC and migrate operations to it. The steps: form the LLC with Rhode Island SOS ($150 state fee), get a new EIN, open new banking, move assets and contracts to the LLC, update licenses and insurance, cancel or refile any sole-prop DBA, and file a final sole-prop Schedule C for activity before the conversion date.
How much does it cost to convert sole prop to LLC in Rhode Island?
Rhode Island charges $150 for the Articles of Organization. Our domestic formation service fee is $0. The new EIN from the IRS is $0. State fees pass through at cost.
Do I need a new EIN for the LLC?
Yes. Even if you have an EIN as a sole proprietor (used for payroll or 1099 contractors), the LLC needs a fresh EIN issued to the LLC name. The IRS will not reuse the sole-prop EIN.
What happens to my sole-prop bank account when I convert?
Open a new business bank account in the LLC name with the new EIN. Keep the sole-prop account open just long enough to settle any in-flight transactions, then close it. Once the LLC account is operational, ALL business activity should run through it.
Can I keep my business name when I convert?
Yes. If your name is available as an Rhode Island LLC name, you can file the LLC under that name. If you operated under a DBA, you can either cancel the sole-prop DBA and use the LLC legal name, or refile the DBA under the LLC. Both options are common.
Do I need to transfer assets to the Rhode Island LLC?
Yes. Tangible business assets (equipment, inventory, vehicles, IP) are contributed to the LLC as a capital contribution, documented in the Operating Agreement. This is mostly a paperwork exercise; it does not trigger a sale or taxable event.
What happens to my customer contracts?
Customer contracts in your individual name are not automatically transferred to the LLC. Each one needs to be reassigned via an assignment letter or amendment. For ongoing service contracts this is usually a one-page assignment that the customer signs. New customers from the conversion date forward sign with the LLC directly.
When does the LLC start counting for tax purposes?
The LLC tax year begins on the Rhode Island SOS acceptance date (or the effective date listed on the Articles, whichever is later). Activity before that date is sole-prop activity on Schedule C; activity after is LLC activity on the appropriate LLC tax return.
Will my insurance and licenses transfer automatically?
No. Business licenses, professional licenses, general liability insurance, professional liability insurance, payment processor accounts (Stripe, Square, etc.), and tax registrations all need to be updated to the LLC name and EIN. The Compliance Bundle tracks license renewals on the LLC side going forward.
Where to next?
Every filing connects into your File.Business operating system. Pick where to go from here — we keep the rest tracked.