How to Start a Corporation in Mississippi
Forming your business as a corporation is a great way to take it to the next level.
The process of opening a Mississippi corporation involves filing the Articles of Incorporation (i.e., the formation document that registers your business.) with the Mississippi Secretary of State, creating corporate bylaws, and electing your initial directors.
We’ll show you how to start a corporation in Mississippi yourself.
Or, simply use a professional service:
Northwest ($29 + state fee)
Forming a Corporation in Mississippi is Easy
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For a look at corporation formation in every state, check out our other How to Start a Corporation guides.
Not sure if a corporation is right for you? Check out our LLC vs. Corporation guide to help you make your decision.
Step 1: Name Your Mississippi Corporation
Choosing a business name is the first step in starting a corporation.
1. Mississippi naming guidelines:
- Corporate names are required to include one of the following terms (or abbreviations of these terms): limited, incorporated, corporation, or company.
- No names will be permitted that are not sufficiently distinguishable from the names of existing businesses already registered in Mississippi, or reserved names.
- No language that suggests your business engages in criminal activity is permitted to be used in the name of a corporation.
- Your name is not allowed to contain words or phrases that imply your corporation has been organized for any purpose other than those in its Articles of Incorporation
- Your corporation’s name will not be approved if it is too similar to the fictitious name used by a foreign corporation.
Read the Mississippi state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in Mississippi?
Your Mississippi corporation name must be unique and distinguishable from other business names in Mississippi. Use the Mississippi Secretary of State’s Business Search Portal to determine if your desired business name is available.
3. Is the URL available?
Before registering your Mississippi corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.
Find a Domain Now
Step 2: Choose a Mississippi Registered Agent
You must appoint a Mississippi registered agent, also known as a resident agent, when registering your corporation with the Secretary of State.
Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your Mississippi registered agent as long as the person:
- is 18 years or older
- has a physical address in the state where business activity is conducted
- is available (in person) during normal business hours
Recommended: Northwest offers one year of free registered agent services with their corporation formation package ($29 + State Fees).
Step 3: Hold an Organizational Meeting
Before you officially file the Articles of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:
- Fill-out and execute the Articles of Incorporation
- Create and approve bylaws
- Select your initial director(s)
- Determine your share structure
- Execute an Incorporator’s Statement
Create and Approve Corporate Bylaws
Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.
Appoint Initial Directors
You must appoint at least one director who will oversee your Mississippi corporation until the first shareholders’ meeting. This may be done in the Articles of Incorporation or the incorporator(s) may elect directors.
A corporate director is in charge of the adoption, amendment, and repeal of operational bylaws as well as the election, supervision, and removal of officers.
After forming the corporation, the incorporator(s) — or initial director(s), if named on the formation documents — should call an organizational meeting. During this initial meeting, either the incorporator(s) will elect the board of directors or the initial director(s) will appoint the officers.
Choose a Share Structure and Strategy
A share of stock is the unit of ownership of a corporation. Each share of stock represents a percentage of ownership of the company. For example, if a corporation issues one share of stock the shareholder (stock owner) would then own 100% of the corporation.
Shares can be structured into classes. Each class, termed a share class, holds different rights and privileges. You can have multiple classes and each class can hold any number of shares.
In Mississippi, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class or series. You must indicate whether the share classes are common or preferred.
Common Stock vs. Preferred Stock
Common stock gives its shareholder voting rights whereas preferred stock does not. When it comes to company assets, preferred stockholders are paid before common stockholders.
Authorized Shares: the number of shares the corporation is allowed to issue.
Issued Shares: the total number of shares actually issued to shareholders.
Share Class: a group of shares that has a unique set of rights and privileges.
Create and Execute an Incorporator’s Statement
The incorporator(s) should sign an Incorporator’s Statement with complete names and addresses of each initial director and store it in the corporate records book.
This document names the initial director(s) that will serve until the board of directors is elected during the first shareholder’s meeting. It should be stored with the rest of your corporate records.
Step 4: File the Mississippi Articles of Incorporation
You will need to file the Mississippi Articles of Incorporation to set up a corporation in Mississippi. You must create an account and file online with the Mississippi Secretary of State. The filing fee is $50.
This document will cover the basics of your corporation, including:
- Corporate name, email address, and NAICS code (You can do a NAICS Code Lookup and find the NAICS Code for LLC that matches your industry.)
- Corporate registered agent name and address
- The number and type of authorized shares the corporation is allowed to issue
- Incorporator(s) name(s) and address(es)
File the Mississippi Articles of Incorporation
File Online With the Mississippi Secretary of StateFile Online
Filing Cost: $50
Step 5: Get an EIN for Your Mississippi Corporation
- To open a bank account for the company
- For federal and state tax purposes
- To hire employees
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Running Your Corporation
It is very important to adhere to the formalities of running a corporation. Read our How to Run a Corporation guide to learn more.
Taxes, Annual Reports, & Licensing
Mississippi State Corporation Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax:
Mississippi Sales Tax
Mississippi Employer Taxes
If you hire employees, you will need to register for Mississippi employer taxes through the Mississippi Taxpayer Access Point website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Mississippi Corporation Licenses and Permits
To operate your corporation in Mississippi, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Learn more in our Mississippi Business License guide.
File the Mississippi Corporate Annual Report
Corporate Dissolution & Mississippi Good Standing
How to Get a Mississippi Certificate of Good Standing
A Certificate of Good Standing verifies that your Mississippi corporation was legally formed and has been properly maintained.
You may only request a Certificate of Good Standing for a Mississippi corporation by creating an account online. The fee is $25.
Request a Mississippi Certificate of Good Standing
Request a Certificate Online From the Mississippi Secretary of StateRequest Online
How to Dissolve a Corporation in Mississippi
If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.
There are five main steps to close your Mississippi corporation:
- Stop doing business
- Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
- File the Articles of Dissolution with the Mississippi Secretary of State
- Close your federal and state business tax accounts with the IRS and the Mississippi Department of Revenue
- Close your business bank accounts
File Dissolution Documents
You must file your Articles of Dissolution online with the Mississippi Secretary of State. Once logged in, select “File Articles of Dissolution or Certificate of Withdrawal” and then follow the prompts. The fee is $25.
Is a Corporation Right For You?
An LLC provides limited liability protection without corporate complexity.
Find out if an LLC is the right structure for you.
Steps After Forming a Corporation
After forming a corporation, you’ll want to protect your personal and business assets and build credit.
Taking these steps will set your business up for success:
Mississippi Corporation FAQ
Filing the Articles of Incorporation with the Secretary of State will cost $50. This is true irrespective of whether you file by mail, in person, or online.
Registered agent services will also contribute a large part to your startup cost. You are able to perform this yourself, though it is recommended you hire a professional.
See our Best Registered Agent Services article to find the right choice for you.
The main difference between a Mississippi LLC and a corporation comes down to taxes, management-related regulations, and cost.
Starting a corporation can be more expensive than an LLC. It is also more difficult to run due to the rigmarole involved.
LLCs are also taxed as pass-through entities, unlike corporations.
All in all, we recommend starting a corporation only if you want to attract investors. Read our Why Investors and Venture Capitalists Like C Corporations for more information.
You can expect your Articles of Incorporation to be processed within a couple of days after filing.
Keep in mind that Mississippi does not offer any expedited filing option to speed this process up.
More information about corporations as a business entity can be found in our What is a Corporation article.
Despite initially seeming daunting, a corporation’s formation process is actually very manageable with the appropriate knowledge.
The following steps are required to form a corporation:
- Filing the Articles of Incorporation
- Drafting corporate bylaws
- Holding an organizational meeting
- Choosing an initial director
For all of the necessary information you need to form a corporation, check out our How to Start a Corporation in Mississippi article.
Not necessarily, although it is more affordable.
LLCs additionally offer a number of benefits related to their day-to-day operation, such as being more flexible and being subject to less federal scrutiny.
For more information, we recommend reading our in-depth LLC vs Corporation article.