For already prepared documents, skip to step 3
Step 1: Check Name Availability
Choose three corporate names in order of preference and we check for availability.
Step 2: Prepare or Upload your Articles
Our online form will walk you through all required information.
Step 3: Specify Service Level and Service Options
Select the appropriate filing package or choose from the a la carte options.
Routine: 5 - 7 Business Days
Rush: No Rush Available
Email confirmation within one hour during normal business hours.
Your filing is now on its way!
If we receive your Mississippi Articles of Incorporation by 12 p.m. PST M-F, your corporation will be submitted and could be active the same day. This means your company will be given the submission date as your file date. If you mail the document to the state, like many filing services do, it will take several weeks longer for proof of filing.
Your Post-Filing Responsibilities
- File a Statement of Information: After the Articles of Incorporation are filed, the Secretary of State requires that you file a Statement of Information. When we send you the certified copies of the Articles of Incorporation, we will include a statement of information form. If you want us to file it for you, simply add it to your order.
- Employer Identification Number: If you would like, we can obtain your EIN for your new company. Add it to your order and we will obtain the EIN within 24-48 hours.
- Mississippi Corporate Kit: Our Kits include a custom binder, seal embosser, bylaws and meeting minutes, 20 Stock certificates, and more. You can order you kit at the time of filing or if you prefer, you can place the order individually at our Corporate Kit order page.
Add these optional services to your order at the time of filing:
- Certificate of Good Standing: You may need additional copies if you are going to qualify or register in other states. Most certificates are good for 90 days.
- Additional Certified Copy of Articles: You may need this in the future for banks, loans, or professional licensing requirements.
The SunDoc Filings Advantage
- We have filed thousands of documents since 1999
- All filings received by 12 p.m. PST are submitted same day
- Most filing companies mail in your filings
Mississippi Corporate Formation Guidelines
A corporate name: (1) Must contain the word "corporation," "incorporated," "company," or "limited," or the abbreviation "corp.," "inc.," "co." or "ltd." or words or abbreviations of like import in another language; and (2) May not contain language stating or implying that the corporation is organized for a purpose other than that permitted by the Mississippi Business Corporations Act and the Articles of Incorporation. (3) Except as otherwise authorized, a corporate name must be distinguishable upon the records of the Secretary of State from: The corporate name of a corporation incorporated or authorized to transact business in this state.
-A reserved or registered name;
-The fictitious name adopted by a foreign corporation authorized to transact business in this state because its real name is unavailable; and The corporate name of a not-for-profit corporation incorporated or authorized to transact business in this state.
A corporate name found to be available may be reserved with the Secretary of State for a nonrenewable 180 day period for a filing fee of $25.
Every Mississippi corporation has the purpose of engaging in any lawful business unless a more limited purpose is set forth in the articles of incorporation. It is acceptable to state either alone or with a specific purpose clause, “The purposes for which the corporation is organized shall be to transact any and all lawful business for which corporations may be incorporated pursuant to the provisions of the Mississippi Business Corporation Act.”
AUTHORIZED SHARES AND MINIMUM PAID IN CAPITAL
There is no minimum or maximum number of authorized shares since state incorporation fees are not based on the share structure. There is no minimum amount of paid in capital required to commence business.
The shareholders of a corporation do not have a preemptive right to acquire the corporation's unissued shares except to the extent the articles of incorporation so provide.
For corporations incorporated before July 1, 2002, shareholders shall have a right to cumulate their votes for directors unless the articles of incorporation provide otherwise. For corporations incorporated on or after July 1, 2002, shareholders do not have a right to cumulate their votes for directors unless the articles of incorporation provide otherwise.
REGISTERED AGENT AND REGISTERED OFFICE
The corporation must maintain a registered agent and office to receive service of process in Mississippi.
A board of directors must consist of one or more individuals, with the number specified in or fixed in accordance with the Articles of Incorporation or bylaws.
LIMITATION OF DIRECTORS' PERSONAL LIABILITY
The Articles of Incorporation may contain a provision eliminating or limiting the liability of a director to the corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director, except liability for:
(i) The amount of a financial benefit received by a director to which he is not entitled;
(ii) An intentional infliction of harm on the corporation or the shareholders;
(iii) unlawful distributions;
(iv) An intentional violation of criminal law.
Minimum number of incorporators is one (1) person (an individual or an entity) and there is no requirement that the incorporator be a resident of Mississippi.
Submit to the Secretary of State two (2) executed copies of the Articles of Incorporation. The Secretary of State files one copy and returns the other copy with a file-stamp thereon, and issues a filing fee receipt. Any entity operating in the state of Mississippi may be liable for taxes and should register with the Department of Revenue. Submit a Registration Application (official form) to the District Service Office for the county where the business is located. There is no state fee for registration.
SCHEDULE OF OFFICIAL STATE
$50 filing fee for Articles of Incorporation.
Mississippi Corporate Frequently Asked Questions
Why choose SunDoc Filings?
SunDoc Filings can help you form a Mississippi corporation with the Mississippi Secretary of State on an expedited basis. To form a corporation in Mississippi or form a Mississippi subchapter S corporation, you must file the Mississippi Articles of Incorporation with the Mississippi Secretary of State. SunDoc Filings has been forming Mississippi corporations since 1999 and knows the state’s requirements to handle your formation professionally and without delay. Let us make the Mississippi incorporation process quick and painless for you by preparing and filing the Mississippi Articles of Incorporation with the Mississippi Secretary of State on your behalf.
How do I form a Mississippi Corporation?
First, we check corporate name availability with the Mississippi Secretary of State. Second, we prepare the Mississippi Articles of Incorporation. Third, before we form the Mississippi corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the Mississippi Secretary of State. Fifth, when the Mississippi Secretary of State files the Mississippi Articles of Incorporation, we will return the filed document to you.
What are the advantages of forming a Mississippi Corporation?
To begin with, there is the protection of the "corporate veil" that provides limited liability to the owners (shareholders). The shareholders are not personally liable for debts and obligations of the corporation. They can personally lose only to the extent of their investments in the Mississippi corporation form purchasing stock. Since the Mississippi corporation is an independent legal entity, the Mississippi corporation has continuous existence. It does not cease to exist simply because one of the shareholders dies or retires. Corporations often have an easier time setting up insurance, retirement funds, profit-sharing, pension, and stock option plans than other business entities.
When you form an Mississippi corporation, the owners (shareholders) are not personally liable for the debts and obligations of the Mississippi corporation. Ownership in an Mississippi corporation is more easily transferable than other business entities. Under most circumstances, shares of stock can be sold without restriction to a third party without having to obtain consent from the Mississippi corporation itself.
How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my Mississippi Corporation?
After we form an Mississippi corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your Mississippi corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your Mississippi corporation. If you purchase our Mississippi premium package, EIN obtainment is included for your Mississippi corporation.
How do I form a Mississippi S Corporation?
It is important to understand that your Mississippi S corporation starts as a general stock corporation (C corporation). To obtain or to form an Mississippi S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an Mississippi S corporation simply means the corporation is taxed like a partnership or LLC with a pass through tax structure. Make sure to check with your accountant or the IRS for limitations or read about Mississippi C corporations below. By obtaining S corporation status in Mississippi, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the Mississippi S corporation's shareholders include their share of the Mississippi Corporation's separately stated items of income, deduction, loss, and credit, and their share of non-separately stated income or loss.
What are the advantages of a C Corporation in Mississippi?
Generally most people form Mississippi C corporations that plan on publicly trading the corporation's stock. Since Mississippi S corporations cannot have more than 75 shareholders, choosing to maintain an Mississippi C corporation allows for 76 shareholders or more. An Mississippi C corporation can have multiple classes of stock such as preferred and common shares. An Mississippi C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an Mississippi S corporation can only be owned by individuals that are U.S. citizens or registered aliens, issue only one type of stock, and are limited to no more than 75 shareholders.
How do I obtain or prepare corporate bylaws for my Mississippi Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your Mississippi corporation and include meeting minutes (MS Word format) that you can prepare as needed.
What are the corporate bylaws and why are they so important for my Mississippi corporation?
The corporate bylaws serve as a blueprint for your Mississippi corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most Mississippi bylaws contain the number of directors and their names. Mississippi bylaws also contain the names of the officers for the titles: President, Vice-President, Secretary, and Treasurer/Chief Financial Officer (CFO).
Another important part of Mississippi corporation bylaws is to create "rules" on how the Mississippi corporation can open a bank account, take out loans, write checks, enter into contracts, obtain business credit, and issue stock certificates to its shareholders. Most Mississippi bylaws will reference a list of shareholders in alphabetical order that includes Mississippi shareholder's names, addresses, titles held with the Mississippi corporation, and the amount of shares the shareholder owns in the Mississippi corporation.
What is an Mississippi corporate seal?
After the Mississippi corporation prepares its bylaws or has Sun prepare the bylaws, the Mississippi corporation will need a corporate seal. A corporate seal is a handheld device that imprints paper with the corporation's name, state of formation, and date the Mississippi corporation was formed. Many banks and other lending institutes require Mississippi corporations to possess and use a corporation seal on business documents or loan papers. All Mississippi corporation kits that Sun sells contain a handheld corporate seal embosser.
What is a Mississippi corporate kit?
The Mississippi corporate kit is typically a hardbound binder that contains all of the Mississippi corporation's important documents such as the Mississippi Articles of Incorporation and bylaws. All the Mississippi corporation kits that Sundoc sells include having the Mississippi corporation's name hot stamped (professional imprint of the Mississippi corporation's name) on the spine. Most Mississippi corporation kits come with a slipcase to keep the binder safe. Some corporate kits are made with a slipcase built in. The choice is yours.
Another important part of an Mississippi corporate kit is stock certificates. All of the Mississippi corporate kits that Sundoc sells contain 20 custom stock certificates that include the Mississippi corporation's name, the amount of shares, the par value the corporation is authorized to issue, and the title of President and Secretary below the signature lines. If you have already formed your Mississippi corporation, you can order an Mississippi corporate kit by placing the order individually at our Corporate/LLC Kit order page. We have a selection of high quality kits that come in array of styles and colors.
Now that you have formed your Mississippi corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the Mississippi bylaws, issued shares of stock, and used your seal embosser, it is time to verify which local city and/or county tax licenses your business will need. The best place to start is your city hall or county recorder's office. Take the time to verify your areas business licensing requirements. For those of you who plan to run your Mississippi corporation out of your home, check with your city or county to find out if a work at home permit is required. Once your licensing requirements are met, it is time to start operating your Mississippi corporation.