Rhode Island Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company

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Description

A limited liability company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.


A membership interest may be used to refer to the ownership interest of a member in the LLC. The word unit is often used to reflect the membership interests of a member in the LLC. Some LLC's issue membership interest certificates. To become a new member of the LLC the consent of majority of the members is necessary. A transfer of units of an existing member does not automatically include membership into the LLC.

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FAQ

In Rhode Island, the average effective property tax rate is 1.53%, which can result in costly tax bills, especially considering high home values in the state (when compared to other states).

NOTICE ABOUT CHANGE IN REAL ESTATE CONVEYANCE TAX Under current law, the tax is equal to two dollars and thirty cents ($2.30) for each five hundred dollars ($500.00) or fractional part thereof that is paid for the purchase of real estate or the interest in an acquired real estate company.

When selling real estate in Rhode Island, all transactions have a real estate conveyance tax, pursuant to RIGL 44-25-1. This payment is collected at closing and a portion of these funds are remitted to the State of Rhode Island and a portion is remitted to the local city or township.

As of 2023, Rhode Island has an estate tax on estates worth more than $1,733,264. Estate tax rates range from 0.8% to 16%. Rhode Island uses the federal credit for state death taxes table to determine estate tax rates. It taxes the entire amount of estates that exceed the $1,733,264 threshold.

The title insurance premiums do not include the search and examination fee. The purchaser usually pays the search and examination fee in Rhode Island. The deed transfer tax is known as the realty transfer tax in Rhode Island. The current rate is $2.30 per $500.00.

Transferring Ownership in an LLC When the ownership transfer is a sale of the LLC, a buy-sell agreement may be necessary. An operating agreement should specify the process for ownership transfer, but if it doesn't, you must follow state guidelines. Under some circumstances, the state may require you to form a new LLC.

Under the law as amended, effective January 1, 2022, an additional two dollars and thirty cents ($2.30) will apply for each five hundred dollars ($500.00), or fractional part thereof, in consideration that is paid above $800,000.00 for the purchase of the property or the interest in an acquired real estate company.

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Rhode Island Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company