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Rhode IslandRhode Island LLC operating agreement template - free, customizable, attorney-reviewed structure.
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Rhode Island · State-specific
Operating agreement template for Rhode Island LLCs

Rhode Island LLC operating agreement template.

Free customizable operating agreement designed for Rhode Island LLCs. Includes state-specific provisions, customize bracketed fields, and download in seconds. In Rhode Island, an operating agreement is not legally required by statute, but is strongly recommended.

Free
Template
for your state
State-specific
Provisions
required clauses included
Editable
PDF + Word
download
LLC
Single + Multi-member
both supported
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Rhode Island LLC quick facts

Key state filing details.

Filing fee
$150

Cost to file Articles of Organization with the Rhode Island Secretary of State.

Processing time
5-7 business days

Typical Rhode Island state filing turnaround for new LLC formation.

Annual report
$50 · November 1

Ongoing state compliance filing required to maintain good standing.

State authority
sos.ri.gov

Where Rhode Island LLC filings are submitted and stored.

Tax treatment
Rhode Island

state income tax + annual report.

What goes in a Rhode Island operating agreement

Standard sections.

01

Formation

States that the LLC is formed under Rhode Island law. References the Articles of Organization filed with the Rhode Island Secretary of State.

02

Purpose

Business purpose. Most Rhode Island LLCs use broad "any lawful business" language.

03

Members and ownership

Lists each member by name, address, ownership percentage, and capital contribution.

04

Management

Member-managed or manager-managed. Rhode Island default rules apply absent operating agreement.

05

Distributions and allocations

How profits and losses are allocated; when distributions are made; tax distributions.

06

Voting

Decision thresholds for ordinary business vs major decisions (admit members, sale, dissolution).

07

Transfer restrictions

Right of first refusal on member transfers. Drag-along and tag-along rights.

08

Buy-sell on departure

What happens on death, disability, divorce, bankruptcy, or voluntary withdrawal.

09

Dissolution

Events triggering dissolution. Wind-up procedures under Rhode Island law.

10

Governing law

Rhode Island law governs the operating agreement.

Customize your Rhode Island operating agreement.Interactive form builder: fill in fields, see live preview, download .txt or print PDF.
FAQ

Rhode Island operating agreement questions.

Is an operating agreement required in Rhode Island?
In Rhode Island, an LLC operating agreement is not legally required by statute, but is strongly recommended. Banks, lenders, and counterparties typically expect to see one regardless of state requirements.
What does it cost to form an LLC in Rhode Island?
The Rhode Island LLC filing fee is $150. Annual report (where required) is $50.
How long does Rhode Island LLC formation take?
Rhode Island state processing is typically 5-7 business days.
Where do I file the operating agreement?
Nowhere. The operating agreement is an internal document not filed with the Rhode Island Secretary of State. Only Articles of Organization are filed publicly.
Can I use this template if I plan to elect S-Corp tax status?
Yes. The template is compatible with S-Corp election. Update the tax classification provision when you file Form 2553.
What if I have multiple members?
Use the multi-member template instead. It covers ownership splits, voting, buy-sell, and transfer restrictions for Rhode Island LLCs with two or more members.
Does this need to be notarized in Rhode Island?
Generally no. Rhode Island operating agreements are typically signed and stored without notarization. Some banks may request notarization for their records.
What if my LLC operates in multiple states?
Form in Rhode Island, then file foreign qualification in each other state. The operating agreement remains the same; the entity registers as a foreign LLC in each additional state.

Form your Rhode Island LLC.

$0 service fee. $150 Rhode Island state fee. EIN, BOI, and registered agent included.

Template is educational. Specific situations may require attorney review.

$129/yr Compliance Annual Filings · penalty-free

On the $129/yr Compliance Annual Filings plan, we cover state late fees.

When you autofile your annual report through the $129/yr plan and we miss the deadline, we pay the state's late fee. The guarantee applies to that specific plan and the filings it includes. Other File.Business services are billed at the prices on this page.

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File.Business is a private business filing and compliance service. We are not a government agency and are not affiliated with any Secretary of State office. You may file directly with the appropriate state agency. SOC 2 Type II audited. 220,000+ businesses formed since 2017.
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