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If you’re starting a limited liability company (LLC) in Mississippi, then you have plenty of options and opportunities to consider. Keep in mind that this requires some work. You’ll first need to comply with the state’s legal requirements for forming a business. You’ll also need to file paperwork and make decisions about your LLC’s details.
Starting an LLC in Mississippi can be straightforward with the right guide. Ours can help streamline the process.
Additionally, creating a new company should be relatively affordable. While you will need to pay some state fees to get your business on the books, they’ll probably seem small compared to your other startup costs.
All that being said, it will certainly help to get some expert guidance to navigate Mississippi’s processes as efficiently as possible. That’s where this guide can come in handy, explaining each step in clear and simple terms, showing you how to form an LLC in Mississippi.
Below, we’ll show you how to make your business official, taking you through every part of the state’s process. We’ll also answer some common questions, addressing possible complications in advance. As we cover these important topics, we’ll explain how the right business formation service can handle all the hassles of business formation, allowing you to focus on getting your company going.
For new Mississippi entrepreneurs in any industry, the guidance on this page will prove extremely helpful. If you’re ready to cut through red tape and launch your business the right way, keep reading.
In Mississippi, the office of the Secretary of State oversees the formation of all new business entities. To officially launch your limited liability company in Mississippi and begin legally doing business, you’ll need to file a Certificate of Formation with that agency.
But before you can submit the required paperwork, you’ll need to make some choices about the information you include. At a bare minimum, you’ll need to select an official name and identify a registered agent. It’s also wise to create an operating agreement to govern your new business.
Additionally, you’ll probably need to obtain an Employer Identification Number (EIN) from the federal government. Depending on the nature of your business, you may have to register with other state agencies.
At the outset, this mix of different requirements can seem somewhat overwhelming. But with the proper approach, the process can be quite smooth. To help you out, we’ve broken down the requirements into this step-by-step guide, which we’ll explain in detail below.
No company can prosper without a proper name, and perhaps you’ve decided on one already. But to select an official name for your limited liability company, you’ll need to meet certain criteria:
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Once you settle on a name, it might make sense to reserve it. While this precaution is not technically necessary, you don’t want anyone else to grab your chosen name while you complete the other aspects of forming your LLC.
To reserve your name, you can use our business name reservation service or complete an Application for Name Reservation through the state’s online business filing portal. To access this portal, you’ll need to create an account. There’s a fee for submitting this form.
It’s also worth mentioning that your LLC’s official name does not need to be the name you use when doing business with the public. Instead, you can use a “fictitious” or “DBA” (“Doing Business As”) name to brand your business as you see fit.
If you choose to use a DBA name in Mississippi, it would be smart to register it with the Secretary of State. While not required by law, registering your DBA name can help prevent other businesses from using it (accidentally or intentionally). Registering also costs a small fee and can be completed through the same online business filing portal or by using our DBA service.
When you’re coming up with a business name, consider whether you can secure a matching domain name so that your future website can be easily found online. We have a tool to help you do a preliminary domain name search, and our domain name registration service can help you secure the online name that will best serve your company.
Finally, to make sure you’re entirely in the clear with your desired business name, visit the United States Patent and Trademark Office website to make sure your business name or logo isn’t already federally trademarked. Trademarks can also happen at the state level, so you’ll also want to make sure that no state trademarks exist on your planned LLC name.
To find out more and/or apply for a state trademark, go to the Mississippi Secretary of State website page for trademarks.
Like other states, Mississippi requires the founders of LLCs to designate a “registered agent” when filing a Certificate of Formation. Registered agents serve one primary purpose: to receive legal documents if your business is served with a lawsuit or subpoena.
Your Mississippi registered agent can be an individual or another business entity and must have a physical address in the state of Mississippi (a P.O. box will not suffice). Because legal documents are often served in person, the Secretary of State must know where to find your Mississippi registered agent during regular business hours.
Many business owners assume they should serve as their own registered agent and use their home or business address for this purpose. But this choice could have unfortunate repercussions: If you’re sued, you don’t want to be served in front of clients or your family. Moreover, if you move your home or business, you’ll need to update your registered address with the state.
In many cases, a better solution is hiring an outside registered agent service like ours, a company that provides this service to businesses. With the right registered agent service, some benefits include:
After choosing an official name and a registered agent, you’ll be ready to file your Certificate of Formation with the Mississippi Secretary of State using their online business filing portal. Once again, you’ll need to create an account before you can access the Secretary of State portal. There’s a fee for filing a Certificate of Formation online. For those with old-school inclinations, you can also mail in your completed form for the same price.
Filing official government documents like this can be unnerving for many people, which is why we’re here. With our business formation plans, our formation professionals handle the filing for you to make sure it’s done correctly the first time. But, although we can handle this for you, we’ll show you how the process works below.
In addition to your company’s name and the name and address of your registered agent, the Certificate of Formation form asks for some other pieces of information in order to form your LLC in Mississippi. Have each of the following items ready to complete the form:
If you have us handle filing your Articles of Organization, once the state approves your LLC, your paperwork will be available from your ZenBusiness dashboard, where you can keep it and other important paperwork digitally organized.
Once you get your physical paperwork back from the state approving your LLC in Mississippi, you’ll want to keep it in a safe location along with your other important documents, such as your operating agreement, member certificates, contracts, compliance checklists, transfer ledger, etc. We can provide a customized business kit to help you keep these important documents organized and looking professional.
While a few states require LLCs to have an operating agreement as part of their paperwork, Mississippi has no such requirement. That being said, creating a Mississippi LLC operating agreement is still a smart call for your new company — even if you’re the sole owner (member).
A Mississippi operating agreement will establish specific terms and rules for your business’s activities and ownership. These agreements designate the LLC members’ rights and responsibilities, from the allocation of profits to voting powers.
Even for Mississippi LLCs with only one member, an operating agreement can be important. Many financial institutions or potential investors will want to see an LLC operating agreement before dealing with your business.
Moreover, an operating agreement can help protect you from legal liability or debt if your business struggles. If you have one in place, courts are more likely to assess your business as separate from your personal assets.
If you’re unsure as to how to begin creating an operating agreement for your LLC, we sell a customizable template to help get you started.
Once you file your Certificate of Formation with the state of Mississippi, you’ll probably need to let the federal government know about your new business. Most LLCs are required to obtain a Federal Employer Identification Number (EIN) from the Internal Revenue Service (IRS), although there are certain exceptions.
If any of the following apply to you, go ahead and obtain an employer identification number:
Even if you don’t meet these criteria, an EIN might be helpful in starting your business. Without one, you may struggle to secure business bank accounts from financial institutions. You might also need to use your personal Social Security number more often, possibly exposing you to identity theft.
You can get your LLC’s employer identification number through the Internal Revenue Service website, by mail, or by fax, but if you’re unfond of dealing with that particular government agency, we can get it for you. Our EIN service is quick and eliminates the hassle.
Once you form your LLC and receive your EIN, you should also investigate whether you need to register with the state of Mississippi in other ways. If you employ workers, for example, you’ll probably need to register for Unemployment Insurance Tax through the Mississippi Department of Employment Security and also register for Employee Withholding Tax through the Mississippi Department of Revenue. If you plan to sell goods, you’ll need to register with that department to collect sales tax.
Once you’ve secured an EIN, you’ll be able to open a business bank account. Having separate accounts for your business and your personal banking is critical for sorting out your finances at tax time and helps you avoid commingling funds.
Commingling funds can not only make your taxes more difficult, but it could also be used against you if someone takes you to court to challenge whether you and your LLC are truly separate entities (that is, they want to sue you for not just your business assets, but also your personal assets).
We offer a discounted bank account for your new business. This allows for unlimited transactions, online banking, a debit card, and more. When you want to authorize others in your business to use the account, we offer a banking resolution template to simplify the process.
For further help managing your new business’s finances, try ZenBusiness Money. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.
Disclaimer: The content on this page is for informational purposes only, and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
Relative to other states, Mississippi charges new business owners remarkably little to form a business entity like an LLC. The state fees for setting up an LLC costs $75. You’ll file your Certificate of Formation and Name Registration with the Mississippi Secretary of State.
Note that fees change over time, so check the Mississippi Secretary of State website for the most recent fee schedule.
For several reasons, LLCs are an attractive business entity structure, both in Mississippi and around the country.
Generally, LLCs are more flexible entities than corporations, with a wider array of options for management and ownership. Yet they also help protect the individuals who own them and provide benefits regarding taxation.
While there are different kinds of LLCs and some regional differences in regulation, LLCs tend to offer these advantages:
For any business, taxation must be evaluated at both the state and federal levels. In Mississippi, LLC owners should be aware of how the IRS and Mississippi State Department of Revenue will assess their business’s tax burden.
As we mentioned earlier, LLCs are designed to prevent double taxation: Owners typically pay personal income tax on earnings, but LLCs do not pay business tax as corporations do.
At the federal level, the IRS assesses tax obligations for each of an LLC’s owners according to their share in the profits of the business.
If an LLC has only one member, that member simply reports any LLC profits on Schedule C with their 1040 tax return.
But if an LLC has multiple members, the LLC itself must file Form 1065 to inform the government of its earnings, even if they’re not taxed at the LLC level.
The individual members then report their share of the LLC profits and losses via Schedule K-1 of Form 1065.
The exception to this rule is when an LLC elects to file as a corporation. This approach might be attractive for LLCs with impressive profits, but most new LLCs won’t benefit from this move.
At the state level, Mississippi takes a similar approach to tax LLC profits: Unless they elect to file as corporations, LLCs “pass-through” tax liability to their owners, who pay personal income tax on their earnings.
However, that doesn’t mean you’ll pay no business taxes. If you employ workers, for example, you’ll be responsible for paying unemployment tax and withholding tax.
For more information on the taxes (such as sales tax) that might apply to your new LLC, review them on the Mississippi State Department of Revenue website.
If you file online with the Mississippi Secretary of State, your Certificate of Formation will be processed immediately. In the event that issues arise with the information you provided, representatives can contact you later to rectify them.
However, if you choose to file by mail, the Secretary of State’s office suggests that processing typically takes three to five business days.
An operating agreement is not required to form an LLC in the state of Mississippi.
Creating an operating agreement is still a very valuable precaution for your business, however.
As noted earlier, most LLCs are taxed in the default manner, meaning tax liabilities are passed to individual owners. This allows owners to avoid “double taxation,” paying only personal income tax and no corporate tax.
In certain situations, it could be worthwhile to explore your other options, such as having your LLC taxed as a C corporation or S corporation.
It would be wise to consult an accounting professional before taking this approach, if only to confirm that it is truly advantageous for your LLC.
Although Mississippi has previously considered altering its laws to permit Series LLC business structures, it does not currently allow them to be formed.
To operate your Mississippi LLC, you must comply with federal, state, and local government regulations. Business licenses and permits vary depending on your industry and where you do business.
Unfortunately, because licensing can occur on the federal, state, and local levels, there’s no central place to check to see if you have all the licenses and permits you need. You’ll have to do some research.
If you don’t have the time or inclination to do all this research, or if you just want the peace of mind to know that your business has all the licenses and permits it’s legally required to have, our business license report service can do the work for you.
Before starting the dissolution process, the members of an LLC should vote to dissolve it. For the subsequent steps, please refer to our Mississippi business dissolution guide.