How to Syndicate an Apartment Deal in Rhode Island

On this page

What is the Rhode Island Rule 506 notice filing?
How do you form the deal LLC in Rhode Island?
What Rhode Island landlord and tenant rules should a sponsor know?
What does Rhode Island charge when an apartment building sells?
How does Rhode Island property tax work for an apartment building?
Does Rhode Island tax the deal LLC or its investors?
How DoorRaise fits in
FAQ

To syndicate an apartment deal in Rhode Island, you form the deal LLC (or register an outside LLC with the Rhode Island Secretary of State), raise under Rule 506(b) or 506(c), and file a Form D notice with a $300 fee through NASAA's EFD. Rhode Island cities set different tax rates for different property classes, and larger apartment buildings are often taxed at a commercial rate, so check the class before you underwrite.

This is the Rhode Island version of our general syndication guide. It covers what changes when the building, the investors or both are in Rhode Island. It is general information, not legal advice.

What is the Rhode Island Rule 506 notice filing?

Rhode Island treats Rule 506 interests as federal covered securities and asks for a notice: a copy of the SEC Form D and the fee, filed through the NASAA Electronic Filing Depository (EFD) for the Securities Section of the Rhode Island Department of Business Regulation. DoorRaise's state data, from NASAA's fee schedule, lists the fee as $300; file within 15 days of the first sale to a Rhode Island investor. EFD shows the exact amount before you pay, and that amount wins. See blue sky notice filings and blue sky fees by state.

How do you form the deal LLC in Rhode Island?

A Rhode Island LLC is formed by filing Articles of Organization with the Rhode Island Secretary of State; the published fee is $150. Each year the LLC files an annual report, with a $50 fee. An LLC formed elsewhere that will own Rhode Island property registers as a foreign LLC. Confirm fees with the Secretary of State before you file. See forming an LLC for a syndication and keeping the LLC in good standing.

The Rhode Island Residential Landlord and Tenant Act is chapter 34-18 of the General Laws. A security deposit cannot exceed one month's rent, and the landlord returns it, with an itemized list of deductions, within 20 days after the tenancy ends and the tenant gives a forwarding address (R.I. Gen. Laws 34-18-19). Evictions for unpaid rent follow the notice and court steps in 34-18-35; use current Rhode Island forms, since the legislature has changed tenant rules in recent sessions.

What does Rhode Island charge when an apartment building sells?

Rhode Island's realty conveyance tax is charged on the price and usually paid by the seller, with an added rate on the part of a residential sale above a set amount. Get a current quote from the title company. Put your share in sources and uses.

How does Rhode Island property tax work for an apartment building?

Rhode Island cities and towns revalue property on a set cycle, with a full revaluation every nine years and statistical updates every three. Many set separate rates for residential and commercial property, and some tax buildings above a certain number of units at the commercial rate. Ask the assessor how your building is classed, then underwrite taxes from your price and that rate. See property tax reassessment in apartment underwriting.

Does Rhode Island tax the deal LLC or its investors?

Rhode Island taxes income earned in the state, and a pass through entity may have to withhold for nonresident owners or file a composite return. Ask your CPA early; the investor side is in state tax returns for nonresident syndication investors.

How DoorRaise fits in

DoorRaise helps sponsors raise equity for apartment buildings from their friends and followers under Rule 506(b) or 506(c), and verifies that every investor is accredited before they sign. Investors fund by wire into the deal's escrow account at Enterprise Bank & Trust. By default DoorRaise files the notice in the property's state; the first investor from another state pays that state's filing fee by card when they sign, later investors from that state pay nothing, and the sponsor never fronts it. Sponsors pay a $1,500 setup fee (non-refundable) and a flat $5,000 a year administration fee; see pricing or how it works.

FAQ

How much is the Rhode Island Rule 506 notice fee?

$300, per NASAA's fee schedule. EFD shows the final amount before you pay.

What does a Rhode Island LLC pay each year?

A $50 annual report fee.

How long does a Rhode Island landlord have to return a deposit?

20 days after the tenancy ends and the tenant gives a forwarding address.

Are Rhode Island apartments taxed at the residential rate?

Not always. Some cities tax larger buildings at the commercial rate; ask the assessor.

Sources

This article is general information as of November 2026, not legal, tax or investment advice. State laws and fees change: confirm with the state agency and your own attorney before you file. DoorRaise is not a law firm, broker-dealer, investment adviser or funding portal.