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When incorporating in Mississippi with LegalZoom, we not only file your articles of incorporation with the Mississippi Secretary of State, but we also prepare customized bylaws and director resolutions. We can also obtain your Federal Tax ID Number (EIN) and provide other customized services for your Mississippi corporation.
Mississippi Incorporation Information
Incorporating in Mississippi
The name of a Mississippi corporation:
LegalZoom allows you to choose up to 3 names, in order of preference. We will conduct a name check before filing to see which names are available.
- Must be distinguishable from any other registered Mississippi business corporation and any reserved names on record, subject to certain exceptions under state law
- May not contain language stating or implying that the Mississippi corporation is organized for a purpose other than that permitted by state law and its articles of incorporation
- Must be written in English letter or characters.
In addition, the name must contain one of (or an abbreviation of) the following words, or words or abbreviations of like import in another language:
- "Company" (NOTE: The word "company" may not be preceded by the word "and" or a symbol denoting it, such as "&")
To incorporate in Mississippi, articles of incorporation must be filed with the Mississippi Secretary of State. The Mississippi Business Corporation Act (Title 79, Chapter 4 of the Mississippi Code) requires that certain information be included in your articles of incorporation. The following is a summary of those requirements:
- Minimum Number of Incorporators: One or more.
- Eligibility Requirements: An incorporator must be a natural person at least 18 years old.
- Duties: Filing the articles of incorporation with the Secretary of State.
- Listing Requirements - The name and address of each person incorporating in Mississippi must be listed in the articles.
Mississippi allows a corporation to be formed for any lawful business activity A statement as to the corporate purpose is not required in the articles.
- Minimum Number of Directors: One or more.
- Eligibility Requirements: None. However, the articles of incorporation or bylaws may prescribe qualifications for directors.
- Listing Requirements: Names of directors are not required in the articles.
The number of shares that the corporation is authorized to issue, and any information concerning the designation of particular classes of shares, must be listed in the articles.
Other Required Information:
The street address of the corporation's initial registered office and the name of its initial registered agent at that office.
Mississippi permits optional provisions to be integrated into the articles of incorporation for corporations who wish to formalize additional criteria, such as:
- The names and addresses of the initial directors.
- The corporate purpose(s).
- Provisions managing the business and regulating the affairs of the corporation.
- Regulating the powers of the corporation, its board of directors, and shareholders.
- A par value for authorized shares or classes or shares.
- The limitation, elimination or indemnification of liability of directors to the corporation or the shareholders for monetary damages in certain situations.
Generally, bylaws are written to conduct the corporation's businesses affairs. A corporation maintains its bylaws at its principal executive office and is not required to file them with the state. The incorporators or board of directors must adopt initial bylaws for the corporation.
Officers may be listed in the bylaws or elected by the board, and may appoint other officers, in compliance with the bylaws. One of the officers shall be responsible for preparing minutes of the directors' and shareholders' meetings and for maintaining and authenticating corporate records. Any officer may hold more than one office in the Mississippi incorporation.
Every Mississippi corporation must have a registered agent in Mississippi -- the person or office designated to receive official state correspondence and notice if the corporation is "served" with a lawsuit.
Eligibility Requirements - The registered agent must maintain a business office that is identical to the registered office, and must be either (1) an individual residing in this state or (2) a corporation or limited liability company with authority to transact business in this state.
Mississippi requires that every corporation maintain a registered office which may be any of its places of businesses
LegalZoom can also complete the documents necessary to create your Professional Corporation. Under Mississippi law, a professional corporation is formed in order to render services within one specific profession, subject to certain state exceptions. Professional corporations generally may not offer any other non-ancillary services and must comply with particular conventions in its choice of corporate name.
A report must be filed with the Mississippi Secretary of State each year within 60 days of the anniversary of its incorporation or authorization to transact business, or by another date established by the Secretary of State. This report must indicate:
Income Tax Rate:
- The corporation's name and its state or country of incorporation;
- The address of its registered office and the name of its registered agent at that office in this state;
- The address of its principal office;
- The names and business addresses of its directors and principal officers;
- A brief description of the nature of its business;
- The total number of authorized shares, itemized by class and series, if any, within each class; and
- The total number of issued and outstanding shares, itemized by class and series, if any, within each class
For information on the Mississippi state income tax rate, visit: http://www.mstc.state.ms.us/
S corporation status is recognized by the Mississippi Secretary of State.
State Contact Information:
Mississippi Secretary of State
PO Box 136
Jackson, MS 39205