Mississippi Limited-Liability Companies (LLCs), are flexible business structures that offer certain tax advantages and sound liability protection to business owners.
A Certificate of Formation must be filed with the Mississippi State Secretary of State.
The $50 filing fee is required. This is only possible after you have chosen a name for the LLC and appointed a registered administrator.
The filing of a Mississippi LLC requires only twenty-four hour if you file online. If you file by mail, it could take approximately a week. We will help you navigate the steps of setting up your LLC.
1. Name Your Mississippi LLC
It’s possible that you already have an idea for a business name. But, it is important to make sure that the name you choose fits Mississippi’s LLC guidelines. Your LLC name cannot:
- In Mississippi, another business entity may use your name.
- You may use abbreviations and words that mimic a different entity type like “corporation,” or “limited partnership,” for example.
- Include the words “bank”, trust, or any variation thereof.
Furthermore, your LLC name should include the words “limited-liability company” or abbreviation L.L.C.
Is it possible for me to reserve a Mississippi company name?
Yes.
2. Designate an agent registered
A Mississippi registered agents are required for an LLC. This is the company or person authorized to accept important legal correspondence on behalf of your business. You will need to include the name and postal address of your registered agent on your Certificate Of Formation.
What does a registered agents do?
MSCode CSS SS79-29-215 requires all Mississippi LLCs to have a registered agent. Your registered agent should:
- Not a P.O. Box, but a physical address. The state of Mississippi.
- Ensure that you are available for them during normal business hours.
- You will receive important mail (including lawsuits), from the Mississippi secretary of state and it will be delivered quickly to you.
Is it possible to become your own registered agent in Mississippi
Yes. As long as you’re not afraid of having your name, address and phone number on public records, you can be your own Mississippi registered agents. You must maintain regular business hours at the address and be able accept service in person.
Many business owners decide to employ a registered agent service due to these requirements. So they don’t have worry about registering their home address in the public domain or missing important legal mail on vacation.
3. Submit LLC Certificate
To officially establish your Mississippi LLC, you will need to submit the Certificate Of Formation. Before you can submit your Certificate, first create an account with the Mississippi Secretary-of-State website. You have two options to file your Certificate online. Or you can print it out and mail it in with a payment.
NOTE: All information contained in this form is public record
You will need to fill out the Certificate Of Formation with the following information regarding your LLC:
Company’s name: You must include “limited liability corporation,” “L.L.C.”, or “LLC.”
Business Email: How the Secretary-of-State’s office will reach you.
Effective Date (optional) If you do not wish for your LLC’s official status immediately, you can place a date as far back as 90 days.
NICS code: Six-digit code that identifies the type and size of your business. To find the right code for you, go to the NAICS website
Registered agent This person or entity is authorized to accept important mail for your business.
Registered address: The street address must match the street address. box.
Organizer The person who signs your Certificate Of Formation will do so here.
How do I keep my personal data private?
The Certificate of Formation, which is open to the public, can be found online. This form allows you to enter your own name, address, and phone number.
It is best to use a registered agency service to keep your identity private. This will allow the company to put their name and business address on the form.
How do I file my Mississippi Certificate of Formation
Mississippi law requires you to create a Registered Filer account on the website of the Secretary of State before you can submit your Certificates of Formation. Your name, contact information, last four digits of social security number, and your email address will be required to create an account. Once you have created an account online, you can fill out your filing online. Or you can print it and mail it together with a payment.
online: Business Services Portal
Mail:
Secretary of the State
Office of Business Services
PO Box 136)
Jackson, MS, 39205-0136.
4. A LLC Operating Agreement
Your operating agreement is your guide to how your LLC will deal with major circumstances. This agreement will include important information such as how each member was invested, how voting will be conducted, and how you’ll dissolve your LLC if things turn sour.
Mississippi law requires that an LLC has an operating agreement.
Mississippi law does NOT require an operating agreement. MSCode SS 79-19-123 (2019). An operating agreement must be signed by all members. It is not necessary for you to have one.
It is important to have an operating agreement in place before opening a business account. This will allow you to protect yourself against liability and settle internal disputes. Don’t skip this step. Mississippi’s default LLC laws apply to you if there is no operating agreement.
5. Get an EIN
Your EIN (Employer ID Number) is the number used by the IRS to identify your company on tax forms. It works in the same way as a social security number but is for businesses. EINs can be applied online or via mail to the IRS. The easiest way to apply is online. Online applications are the fastest, but you will need to submit your application by mail if there is no social security number.
Do I require an EIN to run my Mississippi LLC
Yes. EINs can only be issued to LLCs that have employees and are taxed as corporations. You will almost always need an EIN in order to open a company bank accounts. A EIN means that you don’t need your social insurance number to do business with strangers.
It is vital that your LLC has its bank account. Why? For an LLC to have limited liability status, its money must be kept away from personal accounts. You risk being held liable for damages to the LLC if your personal and business money are mixed.
Remember to bring these items when you open your business bank accounts.
- Mississippi LLC Certificates of Formation (a duplicate is fine)
- Operating agreement of the LLC
- The LLC’s EIN
- An LLC Resolution to Open Bank Account (if there are more than one member).
File state reports and taxes
All Mississippi LLCs are required by law to submit an online annual report to the Secretary-of-State. The annual report is required to ensure the Secretary of State has the most current contact information for your LLC and to inform the state if you have changed ownership. For domestic LLCs, filing the annual report in Mississippi is free.
