How to Form a Domestic Limited Liability Company in Mississippi – Limited Liability Company Certificate of Formation Limited Liability Company

The Mississippi Limited Liability Company Certificate of Formation  must be filed with the Mississippi Secretary of State via an online form. Old paper forms are no longer accepted by the Mississippi Secretary of State in favor of an online system. You may choose to mail your paperwork in but the information must be filled out on screen through the Mississippi Secretary of State site, then printed and mailed. You will need to obtain an account with the Mississippi Secretary of State Business Services website. This is free of charge and will grant you access to the website’s services.

The Filing Fee for the Mississippi Limited Liability Company Certificate of Formation is $50.00. This must be paid in full. You may pay with a check made out to Mississippi Secretary of State or you may pay with a credit card, e-check, or ACH account. You must have an online account with https://corp.sos.ms.gov/corp/portal/c/page/login/portal.aspx.

How To File

Step 1 – Go to https://corp.sos.ms.gov/corp/portal/c/page/login/portal.aspx. Log In by supplying your Username and Password in the appropriate fields. When you are ready, select the button labeled “Login.”

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Step 2 – This page is your Dashboard and will have a clear link to all the services you may utilize. Locate the heading “Name Reservation and Formation Filings.” Below this heading, select the link labeled “Form a Mississippi Corporation, Non-Profit, LLC or Partnership.”

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Step 3 – This page will require you to first define the entity you are registering. Locate the drop down list labeled “Business Type.” Select the choice “Limited Liability Company” in this field. This will auto populate the rest of the page with the fields necessary for this form to be filled out correctly.

Step 4 – In the field labeled “Business Name,” enter the Name you wish to give the Limited Liability Company being registered. Make sure it contains the appropriate Business Designator.

Step 5 – In the field labeled “Business Email,” report the E-mail Address the Mississippi Secretary of State may use to correspond with the Limited Liability Company.

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Step 6 – Locate the field labeled “Future Effective Date,” under “Business Details.” Here, you may select an exact Date for the Effect of a successful filing to take place. This Date may be any time between the Filing Date and 90 Days past the Filing Date. Leaving this field blank will mean the Filing Date will be the Date this document goes into Effect.

 

Step 7 – In the fields below the words “Nature of Business” you must enter at least one NAICS code. Three are provided for your convenience. The button “Search for NAICS Codes” will open the NAICS code site so that you may define the Nature of the Limited Liability Company’s business. Three fields have been provided for this purpose.

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Step 8 – The next section, “Registered Agent,” will require the Identity and Location of the Mississippi Registered Agent who shall accept official State Notices, Correspondence, and Service of Process on behalf of the forming Limited Liability Company. You may auto populate the fields in this section by selecting the button labeled “Find Commercial Registered Agents,” then navigating to the forming Limited Liability Company’s Registered Agent. Once you have done this you may proceed to Step 10. If the forming Limited Liability Company’s Registered Agent is not listed, then proceed to Step 9.

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Step 9 – If you must enter the details to the forming Limited Liability Company’s Registered Agent, begin by indicating if this party is an Individual or Organization by choosing the appropriate entity type from the first drop down list (auto populated with the word “Individual”). Then, use the First Name, Middle Name, and Last Name fields to report the Full Name of the Registered Agent. If he or she has a Suffix, select it from the drop down list provided. Next, use the fields labeled “Address Line 1” and “Address Line 2” to enter the Building Number, Street, and any applicable Unit Number defining the physical location of the Registered Agent’s Registered Office. Then report the City and Zip Code in the “City” and “Postal Code” fields. Finally, report the Registered Agent’s E-Mail Address in the field labeled “Email Address.”

Step 10 – Next, at least one Organizer or Authorized Representative must provide an Electronic Signature to submit this form properly. Select the button labeled “Click to Sign,” once the paragraph above has been read and understood by the Signature Party.

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Step 11 – The Add Signature dialogue box will need some information to be entered. In the field labeled Title, use the drop down list to select the Title of the Signature Party. You may select “Other,” “Manager,” “Member,” or “Organizer.”

Step 12 – In the field directly below Title, you must indicate what type of entity the Signature Party is. If this is a person, then use the drop down list to select “Individual.” If this is a business entity, then select “Organization” from the drop down list.

Step 13 – In the next set of fields, the Signature Party will need to type in his or her Name using the “First Name,” “Middle Name,” and “Last Name” fields. To the right will be a Suffix drop down list in case a suffix (i.e. “esq.”) needs to be included with this party’s Electronic Signature.

Step 14 – The Signature Party must then provide his or her Address. Two fields are available for the Building Number, Street, and Unit Number in the Signature Party’s Address. Below this, the Signature Party must report the City, State, and Zip Code in his or her Address using the “City,” “State,” and “Postal Code” fields. Once these tasks have been completed, select the “Update” button. This will display the Signature Party’s information.

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Step 15 – Review all the information on this screen. When you have verified that it is correct, select the button labeled “Next.” This will bring you to a screen where you may attach any documents then decide whether you want to print this filing to submit by mail (the Address will be provided) or if you would like to file online. If submitting online, you may pay the Filing Fee($50.00) by credit card, e-check, or an ACH account. Otherwise you may mail in a check with your filing made out to “Mississippi Secretary of State”

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Step 16 – Limited Liability Companies will need to file an Annual Report by April 15 every year. This may only be done online from your dashboard (https://corp.sos.ms.gov/corp/portal/c/page/login/portal.aspx) and is free of charge for all domestic Limited Liability Companies.
Mississippi Application for Registration of Limited Liability Company