Rhode Island CYE RI-1120S Return to be filed by Subchapter S Corporations

CYE RI-1120S Return to be filed by Subchapter S Corporations
2023 RI-1120S Instructions_Corp Forms
2023 RI-1120S - Rhode Island Business Corporation Tax Return
SPECIFIC INSTRUCTIONS
INFORMATION SECTION:
Enter the requested entity information on the top of the form, including name, address, federal identification number, email address,
NAICS code, and if the entity is not a calendar year filer, enter the
beginning and end dates of the entity’s fiscal year.
Enter the following information in the corresponding boxes:
A. The gross receipts from U.S. Form 1120S, page 1, line 1a or
other applicable Federal form.
B. The depreciable assets from line 10a Column (c), Schedule L,
U.S. Form 1120S, page 4 or other applicable Federal form.
C. Enter the total assets from line 15, Column (d), Schedule L, U.S.
Form 1120S, page 4 or other applicable Federal form.
NOTE: If filing a final return, a separate request for a letter of good
standing for dissolution or withdrawal should also be filed. Attach
the final return to the request form and follow the instructions for
section V or VI. The final return and request form must be completed
through the date of withdrawal. When filing for dissolution or withdrawal, an extension is not valid. Within thirty (30) days of the date
of the letter, it must be recorded with the Secretary of State.

SUBCHAPTER S CORPORATION FILERS:
Form RI-1120S is to be used only by entities taxed as subchapter S corporations for federal tax purposes.

LIMITED LIABILITY COMPANY FILERS:
(i) If the LLC is to be treated as a corporation for federal tax purposes, it shall pay a tax the same as a “C” corporation and file Form RI1120C.
(ii) If the LLC is to be treated as a subchapter S corporation for federal tax purposes, it shall pay a fee equal to the minimum tax as
defined under R.I. Gen. Laws § 44-11-2(e) and file Form RI-1120S.
(iii) All other LLCs shall pay a fee equal to the minimum tax as defined
under R.I. Gen. Laws § 44-11-2(e) and file Form RI-1065.
QUALIFIED SUB-CHAPTER “S” SUBSIDIARY:
If Qualified Sub-Chapter “S” subsidiary(s) are included for federal
purposes, they may also be filed on one return for Rhode Island purposes. They may do so by checking the "Q-sub Included" check
box on page 1 and attaching RI-1120S Q-Sub Schedule to the tax
return. The minimum tax must be included for each entity included
in the return. See Reg 280-RICR-20-25-14 for further details.

SCHEDULE A - COMPUTATION OF TAX
TAXABLE INCOME
Line 1 - Federal Taxable Income
Enter the taxable income as it appears on Federal Form 1120S,
Schedule K, line 18.
Line 2 - Total Deductions
Enter Total Deductions from page 2, Schedule B, line 1e.
Line 3 - Total Additions
Enter Total Additions from page 2, Schedule C, line 1f.

APPORTIONED TAXABLE INCOME
Line 4 - Adjusted Taxable Income
Subtract the total deductions amount on line 2 from the Federal
Taxable Income amount on line 1. Add to that the total additions
amount on line 3.
Line 5 - Rhode Island Apportionment Ratio
Complete Schedule I on page 4. Enter the amount from Schedule
I, line 5.
Line 6 - Apportioned Rhode Island Taxable Income
Multiply your adjusted taxable income amount from line 4 times the
Rhode Island Apportionment Ratio from line 5.
Line 7a - Minimum Tax
Rhode Island minimum tax is $400.00.
If line 22a or 22b of Federal 1120S is applicable, refer to Rhode
Island Schedule S for your tax calculation. Enter the tax from
Schedule S, line 8.
If Qualified Sub-chapter S Subsidiary, multiply the number of QSubs that are a part of this filing by the minimum tax and enter here.
Line 7b - Jobs Growth Tax
Enter 5% of the aggregate performance-based compensation paid
to eligible employees as per the Jobs Growth Act (R.I. Gen. Laws §
44-64.11-5).
Line 7c - Pass-Through Withholding
Enter Rhode Island Pass-Through Withholding from RI Schedule
PTW, line 13. See the RI Schedule PTW section on page4 of these
instructions for more information.
Line 7d - Reserved for Future Use
Line 8a and 8b - RI Business Corporation Tax and Withholding
Add lines 7a through 7d.
Line 9a - Estimated Tax Payments
Enter the total estimated tax payments made with respect to the taxable year, if any, including any overpayment allowed from the preceding taxable year.
Line 9b - Other Payments
Enter the amount of all other tax payments (i.e. extension payment) made with respect to the taxable year.
Note: Rhode Island Pass-through Withholding Payments MAY 
NOT be claimed by subchapter S corporations or LLCs on
Form RI-1120S since they themselves are pass-through entities. Subchapter S corporations and LLCs must complete
their own RI Schedule PTW as part of Form RI-1120S and pass
any pass-through withholding payments through to their
members/shareholders.
Line 10 - Total Payments
Add the amounts from lines 9a through 9d.
Line 11 - Net Tax Due
Subtract the amount on line 10 from the amount on line 8b.

2023 RI-1120S - Rhode Island Business Corporation Tax Return
SPECIFIC INSTRUCTIONS - page 2
Line 12 - Interest and Penalty Calculation
Enter the total of (a), (b) and (c) on this line.
(a) Interest on the balance due
For failure to pay the tax on time, interest at the rate of 12% (0.1200)
per year; or 1.0% (0.0100) per month, shall be assessed.
Interest shall accrue on the amount from line 12 at the rate of 12%
per annum from the due date for filing the return (the fifteenth day of
the third month following the close of the taxable year) to the actual
date of payment.

SCHEDULE B - DEDUCTIONS
Line 1a - Exempt Interest
Enter the amount of interest exempt from Rhode Island tax included on line 4, Schedule K of Federal 1120S.
Line 1b - Bonus Depreciation Adjustment
Enter the amount of adjustment which represents the difference
between normal first year depreciation and residual depreciation as
long as depreciation lasts.

(b) Penalty on the balance due
For failure to file the return on time, a penalty at the rate of 5%
(0.0500) per month not to exceed 25% (0.2500) shall be assessed.
For failure to pay the tax on time, a penalty at the rate of 0.5%
(0.0050) per month not to exceed 25% (0.2500) shall be assessed.
(c) Interest for underpayment of estimated taxes
In the case of any underpayment of the estimated taxes by a corporation there shall be added to the tax as the case may be for the taxable year, an amount determined at the rate of 12% per annum upon
the amount of the underpayment for the period of the underpayment.

Line 1c- Modification for Tax Incentives for Employers
Enter the amount of modification allowed under R.I. Gen. Laws § 4455. Attach Form RI-107 and required documentation to the return.
Line 1d - Cash Basis Only- Deduction for Pass-through Entity
Tax
Enter the amount of deductions for Pass-through Entity Tax claimed
in prior year.
Line 1e- Total Deductions
Add lines 1a through 1d. Enter here and on page 1, Schedule A,
line 2.

SCHEDULE C - ADDITIONS
The amount of the estimated payments made for the tax year must
equal at least eighty (80%) percent of the current year tax amount,
or one hundred (100%) percent of the prior year tax amount,
whichever is less. In addition, unless using the annualization of
income method, total payments and withholding for each quarter
must be at least equal to one quarter of the amount of tax in order
to avoid underestimating interest. An overpayment or underpayment from the immediately preceding quarter should be applied to
the next quarter when determining the overpayment or underpayment for that quarter.
Line 13 - Total Due with the Return
Add lines 11 and 12. The amount is due and payable when the
return is filed. See the Electronic Mandate section at the end of
these instructions for information on how to file your return and remit
payment.

Line 1a - Interest
Enter the gross amount of interest income received or accrued with
respect to all obligations of any state, territory or possession of the
United States or any political subdivision of the foregoing, or the
District of Columbia other than Rhode Island or its political subdivisions not included on line 4, Schedule K of Federal 1120S.
Line 1b - Bonus Depreciation Adjustment
Enter the entity’s bonus depreciation amount less its normal depreciation amount.
Line 1c - Intangible Addback
Enter the total amount of interest expenses and costs and intangible
expenses and costs that must be added back under R.I. Gen. Laws
§ 44-11-11(f).

Line 14 - Overpayment
If line 10 is more than line 8b, this is the amount of your overpayment. If there is an amount due on line 12c, subtract that amount
from your overpayment.

Line 1d - Pass-through Entity Tax Elected to be Paid
Enter the total amount of the pass-through Entity elected to be paid
under R.I. Gen. Laws § 44-11-2.3.

If the amount on line 12c is more than your overpayment, enter the
amount on line 13. This amount is due and payable when the return
is filed.

Line 1e - Taxable portion of Paycheck Protection Loan
Enter the taxable portion of the Paycheck Protection program loan
amount under R.I. Gen. Laws § 44-11-11.

Line 15 - Amount to be Applied to 2024 Estimated Tax
Enter the amount of the overpayment from line 14 that is to be credited against next year’s estimated tax. The amount on this line may
be adjusted by the Tax Administrator.

Line 1f - Total Additions
Add lines 1a through 1e. Enter here and on page 1, Schedule A,
line 3.

Line 16 - Amount to be refunded.
Subtract line 15 from line 14.

SCHEDULE D - RHODE ISLAND CREDITS
If the entity has credits passing through to its members, complete

2023 RI-1120S - Rhode Island Business Corporation Tax Return
SPECIFIC INSTRUCTIONS - page 3
RI Schedule CR-PT - Other RI Credits for RI-1065 & RI-1120S filers.

SCHEDULE E – OTHER DEDUCTIONS TO
FEDERAL TAXABLE INCOME

ed in the Receipts section of the Rhode Island apportionment column.
This gross receipts amount must be listed separately as shown on the
apportionment schedule.
2b) Dividend income. This amount should not be included in 2(h).

Line 1 - Elective Deduction for New Research and Development
Facilities - Refer to R.I. Gen. Laws § 44-32-1 for more details.
Line 2 - Capital Investment Deduction - Rhode Island General
Laws provide for a deduction for purposes of computing net
income in accordance with R.I. Gen. Laws § 44-11, for investments
in certified venture capital partnerships. Taxpayers claiming this
deduction for investments in certified venture capital partnerships
must provide copies of certification from the Department of
Economic Development of the Venture Capital Partnership. A
recapture of a previously take deduction may be necessary under
the law. This should be done by listing the recaptured amount as a
negative number.

SCHEDULE I - ALLOCATION FACTOR
Prior to considering your apportionment factors, R.I. Gen.
Laws § 44-11-13 and Regulation 280-RICR-20-25-9 should be
considered to determine whether a company has the ability to
apportion its Rhode Island adjusted taxable income. All
apportionment factors must be filled out even if your apportionment is 100% Rhode Island.
If utilizing an alternative allocation apportionment as allowed
under R.I. Gen. Laws § 44-11-14.1, § 44-11-14.2, § 44-11-14.3, §
44-11-14.4, § 44-11-14.5 or § 44-11-14.6, check the box above
the apportionment schedule.
Line 1 - Average Net Book Value Factor
Real and tangible personal property owned is valued at book value.
Real and tangible personal property rented is valued at 8 times the
annual net rental rate. The annual net rental rate shall be reduced
(but not to less than zero) by the annual rental rate received from
subrentals.
“Tangible personal property” means such property as machinery,
tools, implements, goods, wares, and merchandise. It does not
include cash, shares of stock, bonds, notes, credits, or evidences of
an interest in property and evidences of debt.
Line 2 - Receipts Factor
2a) 100% allocation to Rhode Island of the gross receipts from sales
of tangible personal property sold in the regular course of business
where Rhode Island (or any other state or place) is the place of origin
and Rhode Island is the destination. Sales of tangible personal property are in Rhode Island if the property is delivered or shipped to a
purchaser within this state regardless of the free on board (F.O.B.)
point or other conditions of the sale.
Gross income from services is attributed to Rhode Island if the services are performed in Rhode Island.
Pursuant to R.I. Gen. Laws § 44-11-14(a)(2)(i)(B), gross sales of tangible personal property where shipments are made from an office,
store, warehouse, factory or other place of storage in this state and
the taxpayer is not taxed in the state of purchase must now be includ-

2c) Interest income. This amount should not be included in 2(h).
2d) Gross rental income from the leasing or renting of real and tangible personal property.
2e) Royalty income associated with Rhode Island activities.
2f) Net income from the sale of real property, tangible personal property, or other capital assets not held by the taxpayer for sale to customers in the
regular course of business.
2g) Net income from the sale or disposition of securities or financial
obligations. Do not include related dividends or interest. Dividends
and interest are reported on line 2(b) and 2(c).
2h) Gross income from all other receipts includes income from all
other sources (not listed above) and includes (but is not limited to)
receipts from patents, royalties, copyrights, commissions, dividends
and interest. Gross income from royalties is attributable to Rhode
Island to the extent that the patent or copyright is used in this state
by the person paying royalties to the taxpayer. A patent is used in
Rhode Island to the extent that it is employed in fabrication, manufacturing, production or other processing in Rhode Island or to the
extent that a patented product is produced in Rhode Island. A copyright is used in Rhode Island to the extent that printing or other publication originates in Rhode Island. Accordingly, all such gross
income should be included in Schedule I, line 2(h), Column A. For
corporations organized under Rhode Island laws, all gross income
from interest and dividends must be shown on Schedule I, lines
2(b&c), Column A.
2i) Income exempt from federal taxation.
Line 3 - Salaries and Wage Factor
Schedule I, line 3, Column A represents that part of the total wages,
salaries and other compensation to officers and employees paid or
incurred by the taxpayer during the taxable year which is assignable
to offices, agencies, or places of business within the State of Rhode
Island, or which is attributable to services performed in connection
with the taxpayer’s activities or transactions within this state during
the taxable year.
Line 4 - Rhode Island Ratios
Total the Rhode Island ratios from lines 1f, 2k and 3b.
Line 5 - Allocation Factor
If dollar amounts for property, receipts and salaries exist in Column
B, the total of the three ratios on line 4 should be divided by 3. If
one factor is not found in Column B, then the total of the two ratios
on line 4 must be divided by 2. If only one factor exists in Column B,
then the ratio on line 4 should be carried to line 5. Also, enter this
ratio on page 1, Schedule A, line 5.

2023 RI-1120S - Rhode Island Business Corporation Tax Return
SPECIFIC INSTRUCTIONS - page 4
RI SCHEDULE PTW
For tax years beginning on or after January 1, 2023, Rhode Island
pass-through withholding of a pass-through entity with nonresident partners, members, beneficiaries and shareholders will be
reported and calculated using RI Schedule PTW as part of Form
RI-1120S rather than using Form RI-1096PT.
RI Schedule PTW is not required to be filed if there are no nonresident members of the pass-through entity.
The pass-through entity is required to include RI Schedule PTW
showing the amount of Rhode Island withholding for all nonresident
members for whom Rhode Island taxes were withheld. This does
not include any nonresident members who have elected to file a
composite return using Form RI-1040C-NE or elected to file on Form
RI-PTE - Pass-through Entity Election.
When submitting RI Schedule PTW with Form RI-1120S, the passthrough entity must attach all corresponding RI Schedule K-1s.
If any of the following exceptions apply to the pass-through entity,
check the applicable box at the top of the form and enter the amount
of income associated with the exception on the appropriate line
under Part B.
•
Cannot distribute funds due to Federal or State restrictions
•
Exempt from income tax
•
Nonresident member(s) with less than $1,000.00 in Rhode
Island source income
•
All Rhode Island source income for the nonresident mem
ber(s) is being reported on Form RI-1040C - Composite
Income Tax Return.
•
A pass-through entity election was made and all Rhode
Island source income for the nonresident member(s) is
being reported on Form RI-PTE.
If the pass-through entity cannot distribute funds due to Federal or
state restrictions, a statement explaining what is prohibiting the distribution of the funds along with all of the corresponding RI Schedule
K-1s containing all required information.
If all the nonresident members of the pass-through entity have
Rhode Island source income less than $1,000.00, RI Schedule PTW
must be filed reporting the Rhode Island source income of all nonresident members on line 1, calculating the pass-through withholden
due and listing the Rhode Island source income of all members on
line 7. All of the corresponding RI schedule K-1s should show the
nonresident members’ withholding as zero.

Part A - Nonresident Rhode Island Source Income
Calculation
Line 1 – Enter the pass-through entity’s apportioned Rhode Island
taxable income from RI-1065, line 6; RI-1120s, line 6.
Line 2 – Enter the profit percentage or current year allocation percentage of all members/partners that are nonresidents.
Line 3 – Multiply the apportioned Rhode Island taxable income on
line 1 by the profit percentage or current year allocation percentage
of all nonresident members/partners from line 2 to calculate Rhode
Island source income for all nonresidents.

Part B - Pass-through Withholding Calculation
Line 4 – Using the amount of Rhode Island source income for all
nonresidents from line 3, enter the amount attributed to nonresident members that are C Corporations on line 4a and that are Sub
S Corporations, Individuals, LLCs, Partnerships and Trusts.
Lines 4a and 4b must equal line 3.
For lines 5 through 9: Use the appropriate column(s) based on
entity type and enter the Rhode Island source of income of the
nonresident member(s) not subject to pass-through withholding on
RI Schedule PTW.
Column A: C Corporations
Column B: Sub S Corporations, Individuals, LLCs, Partnerships
and Trusts.
Line 5 – Enter the amount of Rhode Island source income for all
nonresident members of the pass-through entity which cannot be
distributed due to Federal or State restrictions.
Line 6 – Enter the amount of Rhode Island source income for all
nonresident members of the pass-through entity exempt from tax.
Line 7 – Enter the amount of Rhode Island source of income of
those nonresident members with income less than $1,000 net modifications.
Line 8 – Enter the amount of the Rhode Island source of income of
nonresident members being reported on Form RI-1040C Composite Income Tax Return.
Line 9 – Enter Rhode Island source of income of those nonresidents
being reported on Form RI-PTE - Pass-through Entity Election.
Line 10 – Rhode Island source income of nonresident members
subject to PT withholding
Column A, subtract the amounts from lines 5a - 9a from line 4a
Column B, subtract the amounts from lines 5b - 9b from line 4b
Line 11 – Rhode Island pass-through withholding rate.
For C corporations only, the rate is 7.0%.
For Sub S corporations, individuals, LLCs, partnerships and trusts,
the rate is 5.99%.
Line 12 – For each column, multiply the amount of Rhode Island
source income of those nonresidents from line 10 by the passthrough withholding rate line 11 to calculate the pass-through withholding amount.
Line 13 – Add lines 12a and 12b. Enter here and on Form RI1065, line 7c; or Form RI-1120S, line 7c.

Part C - Pass-through Withholding Paid on Entity’s
behalf by another Pass-through Entity
Part C must be completed if claiming an amount on either Form
RI-1120S or Form RI-1065, page 2, line 9b. Attach a separate
sheet if additional room is needed. In addition, a copy of Form(s)
RI K-1 issued to the entity must be attached in order for credit to
be given. Failure to attach a copy will result in the disallowance of
the pass-through withholding amount until documentation is provided.

2023 RI-1120S - Rhode Island Business Corporation Tax Return
SPECIFIC INSTRUCTIONS - page 5
Enter the amount of any nonresident pass-through withholding
payments made on the entity’s behalf by another pass-through
entity. This amount should equal the Total Pass-through withholding amount from RI Schedule PTW, Part C, line 1f.

ELECTRONIC MANDATE
The R.I. Division of Taxation has an electronic mandate that
requires Larger Business Registrants use electronic means to file
returns and remit taxes beginning on January 1, 2023.
A "larger business registrant" is defined as any person who:
1) Operates as a business whose combined annual liability for all
taxes administered by the Division of Taxation for the entity is or
exceeds $5,000; or
2) Operated as a business whose annual gross income is over
$100,000 for the entity.
If you meet either of the above criteria you are required to file
returns and remit taxes electronically.
Visit the RI Division of Taxation’s website for additional information.
https://tax.ri.gov/resources/businesses/electronic-filing-mandate

YOU MAY BE SUBJECT TO A PENALTY FOR
FAILURE TO FILE RETURNS AND/OR REMIT
PAYMENTS VIA ELECTRONIC MEANS.