A Practical Guide to Organizing a Business in Rhode Island
A comprehensive, step-by-step guide to the organization of Rhode Island businesses
- Product Number: 2215352WCH
- Publication Date: 8/30/2021
- Edition: 2nd Edition 2021
- Copyright: © 2021 MCLE, Inc.
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Product Description
Product Description
A Practical Guide to Organizing a Business in Rhode Island is a comprehensive and practical guide to business formation in Rhode Island—from initial selection of type of entity through each of the steps required to form and maintain the business. The book addresses a wide range of business entities, including business corporations, limited liability companies, sole proprietorships, partnerships, and professional corporations. A separate chapter is devoted to the ethics issues unique to this area of practice. An outstanding roster of Rhode Island practitioners provides step-by-step explanations and concrete guidance on each of these essential topics. A Practical Guide to Organizing a Business in Rhode Island is your essential guide to Rhode Island business organizations!
Recent updates:
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Update: August 2021
Dear Subscriber:
Thank you for augmenting your library with the 2021 edition of A Practical Guide to Organizing a Business in Rhode Island. This latest edition brings updated resources within your immediate reach—for fast, accurate, and practical answers to your questions.
Highlights from the many issues addressed in this edition include
- the repeal of Rhode Island's annual franchise tax;
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an extensive discussion of social-business hybrid entities—low-profit liability companies (L3Cs) and benefit corporations (B-corps)—which blend elements of profit-driven and mission-driven organizations:
- aspects of L3Cs addressed include minimum asset distribution requirements; elements of "program-related investments" (PRIs) necessary for tax-exempt status; and provisions that must be included in the articles of organization;
- aspects of B-corps addressed include the definition of a "general public benefit"; shareholder approval rights; distinct duties of boards of directors; and annual reporting requirements;
- procedures for revoking articles of incorporation;
- numerous revisions to sample operating agreements provided for limited liability companies (LLCs) and forms required for limited partnerships;
- elimination in 2020 of the requirement that a certificate of good standing be obtained for mergers and dissolutions of most types of Rhode Island business entities (the requirement remains in place for limited partnerships);
- fees owed to the Rhode Island secretary of state and the Rhode Island Division of Taxation;
- developments in the ethics of business law practice, including numerous R.I. Supreme Court Ethics Advisory Panel opinions addressing conflict-of-interest issues; and
- updated noncompetition laws in Rhode Island and Massachusetts.
We trust you will find this latest version of A Practical Guide to Organizing a Business in Rhode Island an invaluable resource for your busy practice.
Very truly yours,
John M. Lawlor, MCLE Publications Attorney
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Update: August 2021
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Table of Contents
Table of Contents
expand allChapter 1 expandOverview of Types of Business Entities
Buy ChapterChapter 2 expandGeneral Considerations in Selecting Type of Business Entity
Buy ChapterChapter 3 expandTax Issues in Selecting Type of Business Entity
Buy ChapterChapter 4 expandIncorporating a Business
Buy ChapterExhibit 4A
- Form of Incorporator’s Consent Buy FormExhibit 4B
- Form of Articles of Incorporation Buy FormExhibit 4C
- Form of Exhibit to the Articles of Incorporation Buy FormExhibit 4D
- Form of Bylaws Buy FormExhibit 4E
- Form of Consent of the Shareholders Buy FormExhibit 4F
- Form of Unanimous Consent of the Board Buy FormChapter 5 expandForming a Limited Liability Company
Buy ChapterExhibit 5A
- Articles of Organization Form Buy FormExhibit 5B
- Sample Operating Agreement: Multiple Member, Manager-Managed Buy FormExhibit 5C
- Sample Operating Agreement: Multiple Member, Member-Managed Buy FormExhibit 5D
- Sample Operating Agreement: Single Member Buy FormExhibit 5E
- Default Provisions Applicable to LLCs Organized Under the Act Buy FormExhibit 5F
- Mandatory Provisions Contained in the Act Buy FormChapter 6 expandOrganizing Other Business Entities
Buy ChapterExhibit 6A
- Application for Registered Limited Liability Partnership Buy FormExhibit 6B
- Renewal for Registered Limited Liability Partnership Buy FormExhibit 6C
- Notice of Foreign Registered Limited Liability Partnership Buy FormExhibit 6D
- Certificate of Limited Partnership Buy FormExhibit 6E
- Certificate of Amendment to Certificate of Limited Partnership Buy FormExhibit 6F
- Certificate of Cancellation of Certificate of Limited Partnership Buy FormExhibit 6G
- Application for Certificate of Registration by a Foreign Limited Partnership Buy FormExhibit 6H
- Certificate of Conversion Buy FormExhibit 6I
- Certificate of Conversion to Non–Rhode Island Entity Buy FormExhibit 6J
- Articles of Incorporation for a Professional Service Corporation Buy FormChapter 7 expandIssuing Equity in the Business
Buy ChapterChapter 8 expandAgreements Among Stakeholders
Buy ChapterChapter 9 expandProtecting Intellectual Property
Buy ChapterChapter 10 expandMaintaining and Operating the Business Entity
Buy ChapterChapter 11 expandEthics Considerations in Representing the Business Entity
Buy ChapterExhibit 11A
- Sample Letter Waiving Conflict for Concurrent Representation of Multiple Clients Buy FormExhibit 11B
- Sample Letter Declining Representation Due to a Conflict of Interest Buy FormExhibit 11C
- Sample Letter Withdrawing Representation Due to a Conflict of Interest Buy FormExhibit 11D
- Rhode Island General Laws § 19-9-7 Buy FormExhibit 11E
- Sample Authorization for Opinion of Borrower’s Counsel Buy Form - Editors & Authors