To file an LLC in Mississippi, you submit a Certificate of Formation online through the Secretary of State and pay a $50 filing fee. The office typically approves filings within 24 hours on business days, which is among the faster turnarounds in the country.1Mississippi Secretary of State. FAQs Formation itself is quick, but you’ll still need a federal tax ID and state tax registration before you can open a bank account and start operating.
Pick a Name That Clears the State Database
Your LLC’s name has to be distinguishable from every other business entity already on file with the Secretary of State, and it must include a designator: “Limited Liability Company,” “L.L.C.,” or “LLC.” Search the Secretary of State’s business database before you settle on anything. If the name you want is too close to an existing entity, you can still use it if that entity consents in writing and agrees to change its own name.2Justia. Mississippi Code 79-29-109 – Name
Not ready to file? You can reserve a name for $25. The reservation lasts 180 days and can be renewed once for another 180.3Mississippi Secretary of State. Business Documents Filing Fees
File the Certificate of Formation
The Certificate of Formation is the document that legally creates your LLC. The statute keeps the required contents minimal: the LLC’s name, registered agent information, and (if you’re setting one) the latest date the company will dissolve.4Justia. Mississippi Code 79-29-201 – Certificate of Formation The online form asks for a few more things beyond that.
Registered Agent
You must designate a registered agent with a physical street address in Mississippi. This person or company accepts legal documents and official notices for the LLC. A P.O. box alone doesn’t satisfy the requirement.5Mississippi Secretary of State. Commercial Agents You can serve as your own agent if you have a Mississippi address, or you can hire a commercial service, which typically runs $100 to $200 per year.
Member-Managed or Manager-Managed
The form asks whether the LLC will be run by its members or by appointed managers. In a member-managed LLC, the owners run daily operations. In a manager-managed LLC, the members appoint one or more managers, who may or may not hold an ownership stake. Member names and addresses don’t appear on the Certificate of Formation, so this is the only management detail the state collects at filing.
NAICS Code
You’ll enter a six-digit North American Industry Classification System code that categorizes your business activity. The form has a search tool for finding the closest match.1Mississippi Secretary of State. FAQs The code is used for identification and statistics, not taxation.
Delayed Effective Date
If you want the LLC to exist on paper but not “turn on” immediately, you can set a future effective date, up to 90 days after the Secretary of State files the document.4Justia. Mississippi Code 79-29-201 – Certificate of Formation Filing late in the year and pushing the effective date into January can defer your first annual report by a full year.
What It Costs
Mississippi’s LLC fees are among the lowest in the country. The common filings look like this:3Mississippi Secretary of State. Business Documents Filing Fees
- Certificate of Formation (domestic LLC): $50
- Foreign LLC registration: $2506Mississippi Secretary of State. Services and Fees Schedule
- Certificate of Amendment: $50
- Name reservation: $25
- Registered agent change: $10
- Annual report, domestic LLC: $0
- Annual report, foreign LLC: $2507Justia. Mississippi Code 79-29-1203 – Fees
- Certificate of Dissolution: $50
- Reinstatement after dissolution: $50
Payments go through the state’s online system by credit card or electronic check.
How the Online Filing Works
Start by creating a Filer Account on the Secretary of State’s website at sos.ms.gov under Business Services.8Mississippi Secretary of State. Business Services and Regulation The account lets you save progress and track your filing. Fill in the Certificate of Formation fields, provide an electronic signature, and submit. That digital signature carries the same legal weight as a handwritten one.
Processing typically takes 24 hours on business days.1Mississippi Secretary of State. FAQs Once approved, you’ll receive a filed-stamped copy of your Certificate of Formation by email. Download and save it. You’ll need it to open a business bank account, apply for local permits, and prove the LLC’s legal existence.
Get Your EIN and Register for State Taxes
A certified Certificate of Formation puts your LLC into existence under state law. A few more steps make it operational.
Employer Identification Number
Almost every LLC needs an Employer Identification Number from the IRS to file taxes, open bank accounts, and hire employees. The application is free, and applying online returns the number immediately. Make sure the LLC is already formed with the state before you apply, or the IRS may delay the application.9Internal Revenue Service. Get an Employer Identification Number You’ll need the responsible party’s Social Security number, and the IRS limits online applications to one EIN per responsible party per day.
Federal Tax Classification
The IRS doesn’t treat LLCs as their own tax category. A single-member LLC is taxed as a sole proprietorship by default; a multi-member LLC is taxed as a partnership.10Internal Revenue Service. Limited Liability Company (LLC) Either type can elect corporate taxation by filing Form 8832. Some LLCs also elect S-corp status to save on self-employment taxes, but whether that helps depends on your income and is worth discussing with a tax professional.
Mississippi Department of Revenue
If your LLC sells goods, register for a sales tax permit with the Mississippi Department of Revenue. If you have employees, register for withholding tax. Both are handled through the Department’s online Taxpayer Access Point (TAP) system.11Mississippi Department of Revenue. Register for Taxes Skipping this step is where new business owners get into trouble. The Department of Revenue can flag your LLC with the Secretary of State, which becomes grounds for administrative dissolution later.
Beneficial Ownership Reporting
The federal Corporate Transparency Act originally required most new LLCs to file a Beneficial Ownership Information report with FinCEN. An interim final rule published in March 2025 exempted all U.S.-created entities and their beneficial owners, and FinCEN will not enforce BOI reporting penalties against domestic companies.12FinCEN.gov. Beneficial Ownership Information Reporting If your LLC is formed in Mississippi, you do not need to file a BOI report.
Put an Operating Agreement in Writing
Mississippi doesn’t require you to file an operating agreement, but the statute makes clear that this document governs how the LLC actually runs: member relationships, voting, profit distribution, and the powers of managers and officers.13Justia. Mississippi Code 79-29-123 – General Standards of Conduct Without one, your LLC defaults to whatever the statute says on each of those topics, which may not match what you and your co-owners actually agreed to.
An operating agreement also strengthens your liability protection. Without documentation separating personal decisions from business decisions, a court can treat the LLC more like a sole proprietorship, especially in a single-member setup.14U.S. Small Business Administration. Basic Information About Operating Agreements Even if you’re the only member, write down how profits are distributed, what happens if you bring in a new member, and how the LLC will be dissolved. Banks frequently ask for the agreement when you open a business account.
File Your Annual Report to Keep the LLC Alive
Every Mississippi LLC must file an annual report online between January 1 and April 15 each year, whether or not the company did any business the prior year.15Mississippi Secretary of State. Annual Reports The report updates the state on your current address and registered agent. Domestic LLCs pay nothing to file.7Justia. Mississippi Code 79-29-1203 – Fees
Miss the deadline and the Secretary of State can begin administratively dissolving the LLC, which strips its legal existence and liability protection. Because the filing is free and takes a few minutes, letting it slide is an avoidable mistake.