How to Form a Mississippi LLC
By Bazal Razzaq
Updated: September 08, 2023, 12:30pm
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- Pick a name for your Mississippi LLC
- Draft a business plan for your LLC
- Prepare and file your Certificate of Formation
- Recruit a registered agent
- Get a Federal Employer Identification Number from the IRS
- Create an operating agreement
- File your Statement of Information(annual report)
- Final Word
- How To Form An LLC In 50 States
- Frequently Asked Questions (FAQs)
Looking for ways to form an LLC in the Dixie region? Well, look no further! Our step-by-step guide offers a detailed overview of the LLC formation process.
#1 Pick a name for your Mississippi LLC
The very first step you need to take care of is finalizing a proper and legally compliant name for your LLC. When naming an LLC in Mississippi, you need to follow certain requirements and guidelines. Here are some basic naming requirements for an LLC in Mississippi:
- The name you choose for your Mississippi LLC must be unique and distinguishable from other business entities registered in the State. This is to prevent confusion among consumers and businesses.
- Your LLC’s name must include a proper designator that confirms its limited liability status. You can use variations like “Limited Liability Company,” “Limited Company,” “LLC,” or “L.L.C.”
- Don’t forget that certain words like “bank,” “insurance,” and “university” imply a connection to government authorities or entities that may require additional documentation or approval.
- Words that suggest illegal activities or mislead the public are generally not allowed in LLC names. Similarly, you should avoid using vulgar or obscene words that may land you in a legal mess.
- Before officially registering your LLC’s name, you can use the Mississippi Secretary of State’s business search engine to check its availability. This will help you ensure that the name you want is not already in use. You can also check the US Patent and Trademark Office’s site for federal trademarks.
- If you plan to use the name of a living individual in your LLC’s name, you will require their written consent.
- Lastly, if your LLC intends to provide professional services, such as legal or medical services, additional regulations and restrictions may apply, and then legally, it registers as a PLLC. Similarly, you may need to use a specific type of professional entity designation like “Professional Limited Liability Company” or “P.L.L.C.”
Still confused? Here’s a complete list of Mississippi naming rules and regulations.
Additionally, if you have a unique and legally compliant name in mind but aren’t ready to kickstart your LLC officially just yet, you can consider reserving your name by filing a Reservation of Legal Entity Name form. The expected fee is $20, but there is an additional $20 fee for any manually filed paperwork.
While it isn’t a mandatory requirement in Mississippi to use a fictitious name(more popularly known as “DBA”), you can still consider it. If you want to use a trade name, you need to officially register it with the Mississippi Secretary of State. This registration is done by submitting a Certificate of Assumed Business Name with its online filing system. The filing fee is $25. The registration isn’t mandatory, but it is definitely recommended.
It’s important to follow these naming requirements to ensure a secure registration process for your Mississippi LLC.
#2 Draft a business plan for your LLC
While it isn’t an obligatory requirement in Mississippi to create a business plan for your LLC, you should still have one in place. Why? Because it often acts as the missing piece that can bridge the gap to your venture’s success.
Here’s what you can include in your LLC business plan,
- A brief Introduction describing your business idea and its purpose.
- A Market Analysis explaining your target market and competitors.
- Your Products/Services and an in-depth summary of what you offer and how it solves customer needs.
- A proper Marketing Strategy outlining how you’ll attract and retain customers.
- Operations section describing how your LLC will run day-to-day.
- Introduce key Team Members and their roles.
- Your Financial Projections, including income, expenses, and projected profits.
- A Funding section explaining how you’ll finance your business.
- Your future Goals, which highlight clear short-term and long-term objectives.
- Add any additional relevant information.
The more your company plan is compact, structured, and tailored to your specific business, the better it is for your Mississippi LLC. Always remember that a solid business plan helps you obtain funding from investors and serves as a strategic tool to guide your company toward success.
#3 Prepare and file your Certificate of Formation
To officially register your LLC with the Mississippi Secretary of State, you need to file your Certificate of Formation online. This document provides essential information about your business, including its name, purpose, registered agent, and the names of its initial members or owners.
Essentially, it’s the foundational document that gives the business entity its legal identity and sets the framework for its operations and governance. Think of it as the “DNA” of a business, outlining its fundamental characteristics and structure.
- LLC Name: Mention the name of your LLC, ensuring it complies with Maine naming requirements.
- Designation: Include the appropriate designator like “PLLC” in the case of a professional limited liability company or “LLC” in the case of a regular one.
- Registered Agent: Provide the name and physical address of your LLC’s registered agent in Maine. This is the person or entity authorized to receive legal documents on behalf of your LLC.
- Principal Office: Specify the physical address of your LLC’s principal place of business.
- Effective Date: You can choose to have your LLC’s Articles of Organization become effective upon filing with the Secretary of State or specify a future effective date.
- Management Structure: Indicate whether your LLC will be member-managed or manager-managed.
- Duration: State whether your LLC will have a specific duration (finite period) or perpetual existence.
- Organizer: Provide the name and address of the person or entity organizing the LLC. This can be a member, manager, or another authorized representative.
- Signature: Sign and date the Articles of Organization and include the organizer’s contact information.
- Filing Fee: Include the required filing fee with your submission.
All thanks to Mississippi’s modern approach to business filings, you have the direct option to file online. All you need to do is create an account and log in to the Secretary of State’s website to move ahead with your LLC filing.
#4 Recruit a registered agent
The next but the most important step out of all is to assign a registered agent for your Mississippi LLC. A registered agent/office is a service/individual/entity authorized to receive and accept all important and official documentation and notices like government correspondence, tax forms, and lawsuit notices.
You usually have the following options for an agent,
- Be your own registered agent.
- Another business entity.
- Hire a registered agent service.
- An individual within the company(manager/employee/member)
- An Attorney, lawyer, or legal facility.
Typically, the only requirements to be an agent in Mississippi are,
- The registered agent must be a resident of the State or a business entity authorized to conduct business in the State.
- They should be 18 years of age or older.
- The agent must have a physical street address in Mississippi.
- They should be available during normal business hours(9 AM to 5 PM) to accept official mail, legal documents, and other important notices for your business.
- They should provide written consent to act as your registered agent.
Remember that a Registered Agent is also known as
- Statutory Agent
- Resident Agent
- Agent for Service of Process
So the next time a form or notice contains the above terms, there’s no reason to get confused.
#5 Get a Federal Employer Identification Number from the IRS
The next step in this LLC formation journey is to apply for a federal employer identification number with the Internal Revenue Service(IRS). Its main purpose is to identify a business entity for tax and legal purposes. An E.I.N. is like a social security number for businesses and is used for tax reporting, hiring employees, opening bank accounts, and more.
Also known as Federal Tax Identification Number (FTIN) or Tax ID, the main purpose of an E.I.N. is to help with the following purposes:
- Hire employees
- Apply for business licenses and permits
- Conduct daily business activities
- Meeting federal and State tax obligations
- Opening professional business bank accounts
Internal Revenue Service
Attn: E.I.N. Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
There is no filing fee for either method.
#6 Create an operating agreement
An Operating Agreement is an informative document highlighting exactly how you plan on running your LLC, enticing your customers, and the internal rules, structure, and management procedures of your LLC. It is typically created and agreed upon by the LLC’s members/owners.
Here’s what you should consider including in your Mississippi LLC agreement,
- The name and address of your LLC
- LLC’s duration(for how long will it exist)
- The name and address of your registered agent
- Details included in your Certificate of Formation
- The main purpose of your LLC
- Profit and loss sharing between the members/owners.
- Rules for adding new members or dealing with members who leave
- The management structure of the company
- Information about the members/owners and their contributions
- Liability and Indemnification clauses
We strongly recommend drafting an operating agreement for your LLC to avoid any unnecessary troubles or confusion in the future. If there’s no proper agreement in place, the courts will base their judgments depending on the state laws, which may or may not align with what’s best for your LLC.
#7 File your Statement of Information(annual report)
In Mississippi, LLCs must submit their annual report online to the Mississippi Secretary of State, and there is no associated filing fee.
The deadline for Mississippi LLC annual reports is April 15th each year. Failing to submit your annual report by this date will result in your business falling out of compliance with the State’s requirements, affecting its standing.
Finally, after forming your Mississippi LLC, don’t sit back and relax just yet but instead, focus on properly complying with the state authorities. With a registered LLC, you can finally focus on complying with the following regulations,
- Get needed permits and licenses, like health or zoning permits and pro licenses.
- Register with the State’s tax agency.
- Open a business bank account.
- Get a business credit card.
- Buy business insurance.
- Safeguard your name and logo with a trademark.
Also, when hiring employees for your Maine LLC, you need to follow these steps:
- Confirm their eligibility to work in the US.
- Report them as “new hires” to the State.
- Provide workers’ compensation insurance for your employees.
- Withhold employee taxes.
- Display workplace compliance posters visibly in your workspace.
And that’s a wrap! That was all you needed to know before finally forming an LLC in the Magnolia State.
Frequently Asked Questions
An LLC, or Limited Liability Company, is a popular business structure that offers personal liability protection and flexibility in management. In Mississippi, it’s a common choice because it combines the liability protection of a corporation with the simplicity and tax benefits of a sole proprietorship or partnership.
A Registered Agent is a person or entity responsible for receiving legal documents on behalf of your LLC. In Mississippi, you are required to have a Registered Agent with a physical address in the State to receive important notices and legal documents.
The steps to start an LLC in Mississippi include:
Choose a unique business name.
Appoint a registered agent.
File a Certificate of Formation with the Mississippi Secretary of State.
Create an operating agreement.
Obtain an Employer Identification Number (EIN) from the IRS.