Starting and running a nonprofit in Rhode Island

Forming your nonprofit corporation

The state creates your organization; the IRS separately recognizes it as tax-exempt. This is the state part.

Where you file

Rhode Island Department of State, Division of Business Services, 148 W. River Street, Providence, RI 02904-2615. Pay by mail with a check made payable to the RI Department of State, or in person by cash, credit card or check.

Official source · checked October 22, 2026

Form

Form 200, Articles of Incorporation for a domestic non-profit corporation (RIGL 7-6-34).

Official source · checked October 22, 2026

Filing fee

$35 for filing articles of incorporation and issuing a certificate of incorporation (R.I. Gen. Laws § 7-6-92).

Official source · checked October 22, 2026

Annual report

Every year between February 1 and May 1, starting the calendar year after you register, online, by mail or in person (Form 631). The filing fee is $20 (the Secretary of State's table also lists a $2 enhanced access online fee), and a $25 late penalty applies from June 1.

Official source · checked October 22, 2026

Then get your EIN and apply to the IRS for 501(c)(3) status: the formation stage walks through both.

Registering to ask for donations

Many states want charities to register before they ask residents for money. Here's what this state says.

Do you have to register?

Yes, unless you're exempt: a charitable organization that operates in Rhode Island or plans to solicit contributions from people in Rhode Island must register with the Department of Business Regulation, on its forms, before soliciting. You can meet the filing requirements with a copy of your IRS Form 990 plus answers to a few of the law's other items (R.I. Gen. Laws § 5-53.1-2).

Official source · checked October 22, 2026

Exempt

Charitable organizations that don't intend to raise and don't actually raise more than $25,000 in contributions in a fiscal year, as long as no professional fundraiser does their fundraising and none of their assets or income goes to officers, directors, trustees, partners or members (contributions from corporations, charitable foundations, government agencies, a registered federated fund, incorporated community appeal or United Way don't count; if you pass $25,000, register within 30 days). Also exempt: educational institutions, including parent-teacher associations, that are government-approved or accredited; appeals for a named individual that pass on every dollar; organizations that solicit only from their own membership; those soliciting only from corporations, charitable foundations or government agencies; foundations or associations exclusively for the benefit of religious organizations, educational institutions, nonprofit or charitable hospitals and public libraries; nonprofit charitable hospitals; veterans' organizations chartered under chapter 6 of title 7; public libraries; Rhode Island historical societies; free, not-for-profit public art museums; granges; churches and religious organizations and the institutions they operate, supervise or control; volunteer fire and rescue associations; Rhode Island land trusts; and nonprofit food banks and pantries other than the Rhode Island community food bank (R.I. Gen. Laws § 5-53.1-3).

Official source · checked October 22, 2026

Who decides you're exempt

You do: the exemptions are self-executing, and the Department doesn't grant or approve them. If it isn't clear that you qualify, the Department expects you to register.

Official source · checked October 22, 2026

Fee

$90, paid when you register (R.I. Gen. Laws § 5-53.1-2).

Official source · checked October 22, 2026

Renewal

Every year: your registration expires one year after the Department approves it, unless the director sets a different period, and you re-register on the Department's forms at least 30 days before it expires (R.I. Gen. Laws § 5-53.1-2).

Official source · checked October 22, 2026

Financial reports

You apply and renew online. Every charity provides its IRS Form 990, unless it's new and hasn't finished its first fiscal year. If your annual income is $1,000,000 or more, you also send an audited financial statement prepared by an independent certified accountant.

Official source · checked October 22, 2026

State tax exemption

IRS approval doesn't automatically exempt you from state taxes. Here's how this state handles them.

Income tax

Rhode Island's business corporation tax doesn't treat nonprofit corporations (those specified in § 7-6-4 of the Nonprofit Corporation Act) as corporations, so they aren't subject to it (R.I. Gen. Laws § 44-11-1(4)(iv)).

Official source · checked October 22, 2026

Sales tax

Not automatic. A qualified exempt organization, such as one operated exclusively for religious or charitable purposes, can apply to the Division of Taxation for a Sales Tax Exemption Certificate (R.I. Gen. Laws 44-18-30.1). You show the certificate before the sale, and the purchase must be a qualified one for the organization. The certificate expires four years after it's issued.

Official source · checked October 22, 2026

Sales tax application

Form EXO-SUE, Sales & Use Exemption for an Exempt Organization (for new applications and renewals), with your IRS determination letter and copies of your articles of incorporation and bylaws. Email it to Tax.Audit@tax.ri.gov or mail it to the RI Division of Taxation, Audit & Investigation Unit, One Capitol Hill, Providence, RI 02908.

Official source · checked October 22, 2026

Your board

The smallest board the state's nonprofit law allows. Many charities choose more.

Minimum directors

Three or more, with the number set by your bylaws, except the first board's, which your articles set (R.I. Gen. Laws § 7-6-23).

Official source · checked October 22, 2026

Every year

• Rhode Island Department of Business Regulation: charitable organization re-registration

  Charities that solicit in Rhode Island register with the Department of Business Regulation (DBR). Registration lasts one year from approval. State law says to file for re-registration no later than 30 days before your current registration expires. The fee is $90. You don't have to register if you don't plan to raise, and don't actually raise, more than $25,000 in a fiscal year, as long as no paid fundraisers are used. Gifts from corporations, foundations, government agencies and United Way don't count toward that $25,000. If you go over $25,000, register within 30 days. Confirm with the DBR Securities and Charities Division.

  Official source · checked October 17, 2026

• Rhode Island Department of State: nonprofit annual report (Form 631)

  Rhode Island nonprofit corporations file an annual report (Form 631) with the Department of State each year between February 1 and May 1, starting the calendar year after they register. The fee is $20, plus small online fees. If you haven't filed by May 31, you owe an extra $25 late penalty. The report must list at least three directors plus your officers. Confirm with the Rhode Island Department of State.

  Official source · checked October 17, 2026

Federal deadlines (the Form 990 family) depend on your fiscal year and size. The compliance calendar puts them and Rhode Island's in date order.

Make my Rhode Island calendar

Who to ask

We don't list a free legal help program for Rhode Island charities yet. The directory has the programs we know of.