Mississippi Limited Liability Companies (LLCs), which are flexible business structures, provide sound liability protection for business owners and offer tax benefits. You will need to file a Certificate for Formation with the Mississippi Secretary-of-State and pay the $50 filing fee. After you have chosen a name and appointed a registered representative for your LLC, this can be done. Online filing of a Mississippi LLC is quick and easy. However, it can take up to a week if filed by mail. We will guide you through the formation of your LLC step-by-step.
1. Name Your LLC
You may already have a business name in your mind. However, you need to ensure that it is available and meets Mississippi’s LLC naming guidelines. These are described in MSCode SS 79-2-9-109. Your LLC name cannot be:
- You can be used by another Mississippi business entity.
- Use abbreviations or words that sound like another entity type such as “corporation”, “limited partnership”, etc.
- Include the words “bank”, “trust” or any other variation of those two words.
Your LLC name must also include the words “limited liability corporation” or the abbreviation L.L.C.
Is it possible to reserve a Mississippi business name?
2. Designate a registered agent
A Mississippi registered agent is required for your LLC. This person or company is authorized to receive important legal mail for your business. Your Certificate of Formation should include the name and address of your registered agent.
What is a registered agent?
All Mississippi LLCs must have a registered agent according to MSCode SS 79-215. The registered agent must be:
- A physical address is required (not a post office box). In the state of Mississippi, have a physical address (not a P.O.
- During regular business hours, be present at their location.
- You can accept important mail from the Mississippi Secretary Of State and have it delivered to you quickly.
Are you able to be your own registered agent for Mississippi?
Yes. You can become your own Mississippi registered agent as long as your name and address are not published. This address must be open during regular business hours and you should be able to receive service in person.
Many business owners choose to use a registered agent service because of these requirements. They don’t need to worry about their home being listed on the public records or missing important legal mail when they are on vacation.
3. Submit Certificate of Formation for LLC
You will need the Certificate of Formation to make your Mississippi LLC legal. First, create an account on Mississippi Secretary of State’s website to submit your Certificate. You can file online, or print the form and mail it with a check.
Note: All information in this form will be made public.
On the Certificate of Formation, you will need to include the following information:
Company name Must include “limited-liability company”, “L.L.C.” and “LLC.”
Business email: How to contact the Secretary of State’s Office.
The effective date (optional: You can set a date that is up to 90 days from now if you don’t wish your LLC to become officially registered.
The NAICS Code: This six-digit code specifies the type of business you are starting. To find the best code for your business, visit the NAICS website.
Registered agent: A person or entity that is authorized to receive important legal mail on behalf of your business.
Registered office It must be a street address and not a post office. box.
Organizer Sign here if you have completed your Certificate of Formation.
What can I do to keep my personal data from being made public?
Anyone can search the Certificate of Formation online. You have every right to be concerned about providing your name and address information on the Certificate of Formation.
A registered agent service will use your name and address to protect your privacy.
How do I file the Mississippi Certificate of Formation
Before you can submit your Certificate Of Formation in Mississippi, you must create a Registered Filer Account on the Secretary of state website. You will need your name, contact information and the last four digits your social security number to create an account. After creating an online account, you have two options: either print the form or send it in with a check.
Online: Business Services Portal
Secretary of State
Office of Business Services
PO Box 136
Jackson, MS, 39205-0136.
4. Create an LLC Operating Agreement
Your operating agreement will guide you through major situations. You will need to document important information, such as the amount each member invested and how voting will work. It also contains details about how you plan to dissolve the LLC if necessary.
Is Mississippi required to have an LLC in order to have an operating contract?
An operating agreement is not required by Mississippi law. MS Code SS 79–29–123 (2019 ) states, if an operating agreement is in place, all members must agree to it. However, you are not required have one.
An operating agreement is necessary for opening a bank account for your business, protecting you in court and settling internal disputes. This is an essential step that you should not skip. You’ll also be subject to Mississippi’s default LLC laws without an operating agreement.
5. Register for an EIN
The EIN (Employer Identification number) of your business is what the IRS uses to identify you on tax forms. This number is similar to a social insurance number but it’s for businesses and not people. The IRS offers an EIN online and by mail. Online applications are the fastest. If you do not have a social insurance number, you will need to apply online.
What EIN do I need to have for my Mississippi LLC?
Yes. EINs are only required for LLCs with employees or that are taxed like corporations. To open a bank account for your company, however, you will almost always require an EIN. An EIN will allow you to keep your social security number private from strangers who do business with you.
6. Open a Bank Account
It is crucial to give your LLC its own bank accounts. Why? To maintain limited liability, an LLC’s money must be kept apart from its owners’ personal accounts. You could be held personally responsible for any damages to the LLC if you mix personal and business funds.
The following items should be brought with you when you open a bank account for your business.
- Mississippi LLC Certificate Of Formation (a copy of which is acceptable)
- Operating agreement for the LLC
- The EIN of the LLC
- An LLC Resolution to Open A Bank Account (if more than one member of your LLC).
Filing State Reports and Taxes
All Mississippi LLCs must file an online annual report with the Secretary of State. The annual report’s purpose is to ensure that the state has current contact information and know if the LLC has changed owners. Domestic LLCs in Mississippi can file the annual report for free.