Free Filing Fee - Rhode Island


File Size: 653.0 kB
Pages: 3
Date: July 18, 2006
File Format: PDF
State: Rhode Island
Category: Limited Liability Co.
Author: Sandy Williams
Word Count: 1,147 Words, 7,168 Characters
Page Size: Letter (8 1/2" x 11")
URL

http://www.sec.state.ri.us/corps/corpforms1205/Corporate%20Forms/foreignllc.html/450.pdf

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STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS
Office of the Secretary of State Corporations Division 148 W. River Street Providence, Rhode Island 02904-2615 (401) 222-3040

INSTRUCTIONS FOR FILING APPLICATION FOR REGISTRATION BY A FOREIGN LIMITED LIABILITY COMPANY
Section 7-16-49 of the General Laws of Rhode Island, as amended The attached form is designed to meet minimal statutory filing requirements pursuant to the relevant statutory provision. This form and the information provided are not substitutes for the advice and services of an attorney and/or tax specialist.
1. Before transacting business in this state, a foreign limited liability company shall register with the secretary of state. In order to register, the limited liability company must file an Application for Registration (Form No. 450) with the Office of the Secretary of State, Corporations Division, at the above address. When the Application for Registration is properly completed, signed by a person with authority to do so under the laws of the state or other jurisdiction of its organization, submitted with the correct filing fee and the Certificate of Good Standing noted in item 2 below, a Certificate of Registration shall be issued. (If the foreign limited liability company shall be rendering professional services as defined in Sections 7-16.3.1 and 7-5.1-2, or if the foreign limited liability company falls under the jurisdiction of a regulatory agency, please call this office for further instructions prior to submitting the Application for Registration.) 2. The Application for Registration must be accompanied by a Certificate of Good Standing duly authenticated by the secretary of state or other authorized officer of the jurisdiction under which the foreign limited liability company was organized. The certificate of good standing must be dated within sixty (60) days of the filing of the Application for Registration. The Application for Registration by a Foreign Limited Liability Company must be accompanied by a filing fee of payment should be made payable to the Rhode Island Secretary of State. $150.00, and

3.

4. The name of any foreign limited liability company must be "distinguishable upon the records of the secretary of state." This means the Office of the Secretary of State will deny a request for a name if such name is identical to or not distinguishable from any entity, name reservation, or registration on file with the Business Section of the Corporations Division. The name shall contain the word "limited liability company" or the upper or lower case letters "l.l.c." with or without punctuation. A preliminary name availability check can be made by checking the Name Availability Database on our website, or by phoning us at the above telephone number. This preliminary check is not statutorily required, is not binding upon the Secretary of State, and does not ensure that the name will be available upon filing the Application for Registration. It is suggested that you do not make any financial expenditures or execute documents utilizing the name based upon a preliminary name availability check. The final determination as to availability of the name will be made when the documents are submitted for filing. 5. Each foreign limited liability company shall have and continuously maintain in this state a resident agent upon whom any process, notice or demand required or permitted by law to be served upon the limited liability company may be served. The agent may be either an individual resident in this state, or a corporation, limited partnership or limited liability company, in each case either domestic or one authorized to transact business in this state. The address of the resident agent must be street address, not a post office box. The foreign limited liability company is responsible for filing an annual report each calendar year between September 1 and November 1, beginning with the year following the year in which its Application for Registration was filed with the secretary of state. An annual report form will be mailed to the resident agent prior to September 1 each year. Be sure to follow up with your resident agent concerning the filing of this report. Failure to comply with Nos. 5 and 6 above may result in the revocation of the Certificate of Registration pursuant to the provisions of Section 7-16-41 of the General Laws, as amended. If you have any questions, please call us at (401) 222-3040, Monday through Friday, between 8:30 a.m. and 4:30 p.m.

6.

7.

Instructions/Form 450 Revised: 12/05

Filing Fee: $150.00

ID Number: ____________

STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS
Office of the Secretary of State Corporations Division 148 W. River Street Providence, Rhode Island 02904-2615

LIMITED LIABILITY COMPANY ____________ APPLICATION FOR REGISTRATION
Pursuant to the provisions of Section 7-16-49 of the General Laws of Rhode Island, l956, as amended, the undersigned foreign limited liability company hereby applies for a Certificate of Registration to transact business in the state of Rhode Island, and for that purpose submits the following statement: 1. The name of the limited liability company is:

2. The name, if different, under which it proposes to register and transact business in Rhode Island is:

3. The limited liability company is organized under the laws of 4. The date of its organization is 5. The period of duration of the limited liability company is (if perpetual, so state) 6. The address of the limited liability company's resident agent in Rhode Island is: , RI
(Street Address, not P.O. Box) (City/Town) (Zip Code)

and the name of the resident agent at such address is
(Name of Agent)

7. The secretary of state is appointed the agent of the foreign limited liability company for service of process if at any time there is no resident agent or if the resident agent cannot be found or served following the exercise of reasonable diligence. 8. The address of any office required to be maintained in the state or other jurisdiction under the laws of which the limited liability company is organized is:

9. The mailing address for the limited liability company is:

Form No. 450 Revised: 12/05

10.

Management of the Limited Liability Company: A. The limited liability company is to be managed no. 11.) by its members. (If you have checked this box, go to item

or
B. The limited liability company is to be managed by one (1) or more managers. (If the limited liability company has managers at the time of the filing of these Articles of Organization, state the name and address of each manager.)

Manager

Address

11. This application is accompanied by a certificate of good standing duly authenticated by the secretary of state or other authorized officer of the jurisdiction under which the foreign limited liability company was organized. Under penalty of perjury, I declare and affirm that I have examined this Application for Registration, including any accompanying attachments, and that all statements contained herein are true and correct.

Date:
Print Exact Name of Limited Liability Company Making Application

By
Signature of authorized person