At a Glance

Rhode Island nonprofits must complete several annual filings to maintain good standing: IRS Form 990 (due May 15 for calendar-year organizations), Rhode Island Annual Report Form 631 (due February 1–May 1), and charitable solicitation registration renewal if fundraising. Missing deadlines can result in penalties, loss of good standing, or revocation of tax-exempt status.

Introduction

Running a nonprofit organization in Rhode Island comes with many rewards, but staying compliant with various government agencies can feel overwhelming. Between IRS forms, state reports, and other mandatory filings, keeping track of deadlines and requirements demands attention throughout the year.

Fortunately, maintaining your nonprofit’s good standing doesn’t have to be complicated when you have the right support. This step-by-step guide breaks down all the essential annual filings your Rhode Island nonprofit must complete to remain compliant and operational. You’ll learn exactly what to file, when to submit each document, and how to avoid common pitfalls that could put your organization at risk.

1. File Your IRS Form 990

Every tax-exempt nonprofit in Rhode Island must file an annual information return with the Internal Revenue Service (IRS), regardless of size. This federal filing is the cornerstone of nonprofit compliance and serves as a public record of your organization’s financial activities.

Determine which version of Form 990 to file

The IRS requires different versions of Form 990 based on your organization’s financial profile. Selecting the correct form is essential for proper compliance:

• Form 990-N (e-Postcard): For organizations with gross receipts normally $50,000 or less. This simplified electronic filing requires basic organizational information.
• Form 990-EZ: For organizations with gross receipts less than $200,000 and total assets less than $500,000. This shorter form still requires detailed financial reporting.
• Form 990: Required if your gross receipts are $200,000 or more, or if total assets equal or exceed $500,000.
• Form 990-PF: All private foundations must file this form, regardless of financial status.

Additionally, if your nonprofit has unrelated business income of $1,000 or more, you must also file Form 990-T alongside your regular annual return.

Understand the filing deadline

Form 990 is due on the 15th day of the fifth month after your organization’s fiscal year ends. For nonprofits operating on a calendar year (ending December 31), this means your form is due by May 15.

Should you need extra time, you can request an automatic six-month extension by filing Form 8868 before your original deadline. This extends your filing deadline to November 15 for calendar-year organizations.

Avoid penalties for late or missing filings

The IRS imposes significant penalties for late filing or missing information. Maintaining timely compliance is crucial for your organization’s financial health.

For most organizations, the penalty is $20 per day for each day the return is late, up to the lesser of $10,500 or 5% of the organization’s gross receipts for the year. For larger organizations, higher inflation-adjusted penalty caps apply.

Perhaps most critically, failing to file any Form 990 series return for three consecutive years will automatically result in revocation of your tax-exempt status. Reinstatement requires filing all missing returns, paying accumulated penalties, and submitting a new application—a costly and time-consuming process.

You might qualify for penalty relief if you can demonstrate “reasonable cause” for late filing. Review the IRS guidance on penalty relief and, if applicable, submit your request with a full explanation of the circumstances.

Establishing a filing calendar with reminders at 90, 60, 30, and 7 days before deadlines helps ensure you never miss a filing deadline and maintain your nonprofit’s good standing with the IRS.

2. Submit Rhode Island Annual Report (Form 631)

After handling your federal tax forms, Rhode Island nonprofits face another crucial compliance requirement: the Annual Report (Form 631). This state filing helps maintain your organization’s active status and good standing with the Rhode Island Secretary of State (401-222-3040, sos.ri.gov).

Who must file Form 631

All nonprofit corporations registered in Rhode Island must file an annual report starting the calendar year after their initial registration. Even if your organization has been inactive or made no changes during the reporting period, you’re still required to submit this report. You don’t need to file during your nonprofit’s year of formation—your obligation begins the following calendar year.

Filing methods: online vs. paper

You have three options for submitting your annual report:

• Online filing: The most convenient method through the Rhode Island Secretary of State website. You’ll need your login credentials to access the system. The online system adds a $2.00 processing fee to the base filing cost.
• Mail filing: Download Form 631 from the Rhode Island Secretary of State website. Complete it thoroughly and mail with payment to: Division of Business Services, 148 W. River Street, Providence, Rhode Island 02904-2615.
• In-person filing: Visit the Business Services Division office at the address above to submit your form in person.

Screenshots of online forms are not accepted as valid paper filings. You must use the most recent official Form 631 published by the Rhode Island Department of State.

Key information to include

Form 631 requires specific details about your organization:

• Names and addresses of all directors and officers. Rhode Island requires a minimum of three directors plus officers (president, vice president, secretary, and treasurer).
• A brief description of business activities conducted in Rhode Island
• Accurate NAICS code (6-digit North American Industry Classification System)
• Current registered agent information

Important note: The president and secretary cannot be the same individual in your organization. When filing your first annual report online, remember to delete the title of “incorporator” and provide current officers’ information.

Filing fees and deadlines

The standard filing fee for Form 631 is $20.00. The annual filing period runs from February 1 to May 1 each year. We recommend filing during this window to avoid issues.

Late fees and consequences

Filing after the deadline has financial implications. A $25.00 late penalty is assessed if your report isn’t submitted by May 31. Continued failure to file annual reports or maintain a registered agent will trigger revocation proceedings.

Once revoked, your nonprofit loses its good standing status, which can impact operations in multiple ways—including losing limited liability protection, facing difficulties obtaining financing, and requiring a costly reinstatement process. Moreover, revoked nonprofits cannot file their annual reports online—they must follow specific reinstatement procedures.

To avoid these issues, set calendar reminders for the February 1–May 1 filing window and ensure your organization has assigned responsibility for this crucial annual compliance task. We help nonprofits track these deadlines and prepare filings to prevent costly oversights.

3. Renew Charitable Solicitation Registration

Many nonprofits overlook that charitable solicitation registration is entirely separate from annual reports and IRS filings. If your Rhode Island nonprofit solicits donations, this third annual compliance requirement is essential for maintaining legal fundraising status.

Who needs to register

Unless an exemption applies, nonprofits that solicit contributions in Rhode Island must register with the Department of Business Regulation (401-462-9500, dbr.ri.gov). Smaller organizations enjoy some flexibility, but you must register within 30 days once your contributions exceed $25,000 during your fiscal year. This threshold calculation excludes donations from corporations, charitable foundations, government agencies, or United Way contributions.

Registration is mandatory for nonprofits that:

• Actively solicit donations from Rhode Island residents
• Conduct fundraising activities within state borders
• Employ professional fundraisers operating in Rhode Island

Required documents and attachments

To complete your annual charitable solicitation renewal, you’ll need several essential documents:

• IRS Form 990 (required for all registered charities)
• Audited financial statement prepared by an independent certified accountant (if required based on revenue thresholds)
• List of officers and directors
• Contracts for any professional fundraisers or fundraising counsel working on your behalf
• List of other states where your organization is registered to solicit

If your financials aren’t available at renewal time, you can submit an extension request with IRS Form 8868 instead.

How to file online

1. Visit the Department of Business Regulation’s eLicensing portal
2. Log into your organization’s account
3. Complete the Charitable Organizations Application
4. Upload all required documents
5. Pay the $90 filing fee plus a $3.98 online processing fee

Annual renewal process and deadlines

Charitable solicitation registrations expire one year after approval. To maintain compliance:

• Renew annually by your registration anniversary date; if needed, you may request an extension by filing IRS Form 8868 or submitting a written request consistent with DBR instructions
• Disclose any legal actions against the organization or its officers, as requested on the renewal form

Managing charitable solicitation renewals alongside other state requirements can be complex, especially for nonprofits operating across multiple jurisdictions. We coordinate these renewals to ensure your organization maintains its fundraising authorization in every required state.

Exemptions from registration

According to Rhode Island law, several types of organizations are automatically exempt from charitable solicitation registration, including:

• Educational institutions and their PTAs
• Religious organizations, churches, and their controlled entities
• Nonprofit hospitals and public libraries
• Veterans’ organizations chartered under chapter 6 of title 7
• Historical societies, free public art museums, and land trusts
• Volunteer fire and rescue associations

Even if your organization qualifies for exemption, you may need to submit documentation substantiating your exempt status if requested by the director.

Failure to maintain proper charitable solicitation registration can result in penalties and affect your ability to legally fundraise in Rhode Island, making this an essential component of your nonprofit’s annual compliance calendar.

4. Maintain Sales Tax Exemption Status

For qualified Rhode Island nonprofits, maintaining sales tax exemption status represents significant savings on purchases—yet many organizations don’t realize this valuable benefit requires periodic renewal.

Is renewal required in Rhode Island?

Unlike earlier years when exemption certificates were permanent, Rhode Island now mandates regular renewal. The state legislature passed significant changes in 2017 establishing that sales tax exemption certificates are valid for only four years from their issuance date. Certificates issued on or before July 1, 2017, expired on June 30, 2021. For exemption certificates issued after July 1, 2017, expiration occurs exactly four years after the issuance date. Currently, all qualified exempt organizations must renew their certificates before expiration to maintain tax-exempt purchasing privileges.

Keeping your exemption active

To maintain your exemption status, follow these renewal steps:

1. Complete the application for a sales and use exemption for an exempt organization per the Rhode Island Division of Taxation’s (401-574-8829, tax.ri.gov) instructions.
2. Gather supporting documentation, including your IRS determination letter confirming 501(c) status, plus articles of incorporation and bylaws.
3. Submit your materials to the Rhode Island Division of Taxation in the manner prescribed by the Division.

When to update your exemption certificate

Track your certificate’s expiration date carefully and submit your renewal application in advance to avoid any lapse in exemption status. If your certificate expires before renewal, vendors will charge sales tax on your purchases, and refunds for taxes paid during lapses are generally not available.

If your certificate has already expired, submit your renewal promptly to minimize the period during which your organization must pay sales tax. Respond quickly to any follow-up inquiries from the Division of Taxation to expedite processing of your renewal application.

Maintaining an active sales tax exemption certificate is your organization’s responsibility and requires vigilance regarding expiration dates and renewal requirements.

5. Keep Your Registered Agent Information Updated

Maintaining an updated registered agent is a crucial legal requirement for Rhode Island nonprofits. This often-overlooked aspect of compliance deserves careful attention alongside your other annual filings.

Why a registered agent is required

Rhode Island law mandates that every nonprofit corporation designate both a registered agent and a registered office. This individual or entity serves as your organization’s official point of contact for receiving legal notices and government correspondence. Your registered agent must:

• Be a Rhode Island resident or an entity qualified to do business in the state
• Have a physical Rhode Island street address (not a P.O. box)
• Remain available at this address during regular business hours

This requirement ensures government agencies can reliably deliver important documents, especially time-sensitive legal papers that could affect your nonprofit’s operations.

How to change your registered agent

Updating your registered agent information requires filing Form 641 with the Rhode Island Department of State. You can submit the change online or by mail using the process provided by the Department of State.

P.O. boxes or shipping company addresses are unacceptable as registered office locations. We handle registered agent update filings as part of our corporate filing services to ensure accuracy and compliance.

Consequences of outdated agent info

Failing to maintain current registered agent information can lead to serious complications:

• Missing vital legal notices or compliance deadlines
• Potential administrative dissolution of your nonprofit
• Default judgments in lawsuits due to missed service of process
• Loss of good standing, affecting funding opportunities and partnerships

Keeping your registered agent information current is not just a legal formality—it safeguards your organization’s operational continuity and reputation.

Conclusion

Maintaining compliance for your Rhode Island nonprofit requires diligent attention to multiple annual filing obligations. Throughout the year, you must track deadlines, gather necessary documentation, and submit timely reports to both federal and state agencies. Missing these crucial filings could seriously jeopardize your organization’s legal status and financial health.

The IRS Form 990 serves as your nonprofit’s financial report card at the federal level, while Form 631 maintains your good standing with the Rhode Island Secretary of State. If your organization solicits donations, you must renew your charitable solicitation registration annually to legally fundraise within the state.

Your sales tax exemption certificate also requires periodic renewal every four years—a deadline many nonprofits overlook until it’s too late. Last but certainly not least, keeping your registered agent information current ensures you never miss important legal notices or government communications.

Considering the complexity of managing multiple compliance requirements across different agencies, many nonprofits find value in working with Labyrinth, Inc. We handle everything from annual reports to charitable solicitation renewals, providing reliable deadline tracking and accurate preparation of all required filings. This approach allows organizations to focus on their mission rather than administrative burdens.

Though these requirements might seem overwhelming at first, they become manageable with proper planning and organization. By faithfully fulfilling these obligations, your Rhode Island nonprofit can focus on its mission rather than wrestling with compliance issues or revocation proceedings.

Take time now to review your current compliance practices, identify any gaps, and implement systems to track all necessary filings. Your organization’s continued operation and tax-exempt status depend on meeting these essential annual requirements consistently year after year.

Frequently Asked Questions