Many small business owners starting a business in Mississippi opt to create a limited liability company (LLC). An LLC is a business structure that combines the flexible business structure and lack of formalities provided by a partnership or sole proprietorship with the limited liability of a corporation.
Follow these steps to create an LLC in Mississippi. For more information on how to form an LLC in any state, see our article on how to start an LLC. You can also use our online LLC formation service to register your LLC.
Your first step to forming an LLC should be selecting a business name. Mississippi, like other states, has rules around naming LLCs.
LLC name must be distinguishable. Your LLC's name must be distinguishable from the names of other business entities organized, reserved, or registered with the Mississippi Secretary of State (SOS). These business entities include corporations, LLCs, nonprofit corporations, limited partnerships, and limited liability partnerships. You can check which business names are available in Mississippi by using the SOS's business entity search. (Miss. Code § 79-29-109 (2024).)
LLC name must include an entity designator. Under Mississippi law, an LLC name must contain the words "Limited Liability Company" or the abbreviations "LLC" or "L.L.C." The LLC name can also include the names of a member or manager. (Miss. Code § 79-29-109 (2024).)
Name reservation. You can reserve an available business name for exclusive use for 180 days by filing an application with the SOS. To reserve a name, file an Application for Reservation of Name (Form BE-1). You can renew the reservation only once. As of 2024, the filing fee to reserve a name is $25. (Miss. Code § 79-29-111 (2024).)
Using a fictitious name. When you register your LLC with the SOS, the name you choose for your LLC on your certificate of formation (called "articles of organization" in other states) becomes your business's legal name. But you don't have to use your LLC's legal name when doing business in the real world. You can instead use a fictitious business name (FBN), also called a "DBA" (short for "doing business as"), "trade name," or "assumed name." In Mississippi, you can—but aren't required to—register your FBN with the SOS. You can file an FBN registration online with the SOS. As of 2024, the filing fee to register your assumed name is $25. The registration is good for five years and can be renewed. (Miss. Code §§ 75-93-1 and following (2024).)
Every Mississippi LLC must have an agent for service of process (called a "registered agent") in the state. This agent is an individual or business entity that agrees to accept legal and government papers on the LLC's behalf. A registered agent can be an individual or a domestic or foreign business entity authorized to do business in the state. They must have a physical street address in Mississippi.
An LLC can use a commercial registered agent or a noncommercial registered agent. A "commercial registered agent" is a person or business that's filed paperwork with the SOS to be listed as a commercial registered agent. If your LLC chooses to use a noncommercial registered agent, then you must list your appointed agent's name, physical street address, and email address in your business registration filing.
(Miss. Code §§ 79-35-1 and following (2024).)
You can create a Mississippi LLC by filing a Certificate of Formation with the SOS. The certificate must include:
(Miss. Code § 79-29-201 (2024).)
You must file your Certificate of Formation online through the SOS's online filing system. The online registration process might ask for additional information about your LLC. You must create a username and password to register with the online system and complete the filing. As of 2024, the filing fee for a Mississippi Certificate of Formation is $50.
In Mississippi, your LLC isn't required to have an operating agreement. While not required, it's a good idea to create this foundational document for your company. An "operating agreement" is the primary document that establishes the rights, powers, duties, liabilities, and obligations of the members among themselves and to the LLC.
Your LLC operating agreement should specify the LLC's management structure. In addition, your agreement should provide rules and procedures for the following areas:
You should put your operating agreement in writing. If your LLC doesn't have an operating agreement, Mississippi's LLC Act will govern how your LLC is run. You don't need to file your operating agreement with the state. This document is purely internal.
In addition to providing a customized blueprint for your LLC, having an operating agreement provides other advantages. It can help preserve your limited liability by showing that your LLC is truly a separate business entity. In addition, investors and banks typically like to see an LLC's operating agreement when determining whether to invest or loan money to the company.
For help creating an LLC operating agreement, you can use our online LLC formation service. You can also work with a Mississippi attorney to help you draft your LLC's operating agreement.
Other tax and regulatory requirements might apply to your LLC. For instance, your LLC might need to obtain an EIN, apply for business licenses and permits, and register for business taxes.
EIN. If your LLC has more than one member, it must obtain a federal employer identification number (EIN), even if it has no employees. If you form a single-member LLC, you must obtain an EIN for your LLC only if either you elect to have your business taxed as a corporation instead of a sole proprietorship (disregarded entity) or your single-member LLC has employees. You can get an EIN by completing an online EIN application on the IRS website. There's no filing fee.
Business licenses. Mississippi doesn't require a statewide general business license. However, you might need to get state and local licenses and permits depending on your business's location and activities. Visit the Mississippi Business One Stop Shop (BOSS) for more information on state licenses. Talk to local officials or visit your city's government website for information about local licenses and permits. For further guidance on regulatory requirements for your business, read how to get a small business license in Mississippi.
Mississippi Department of Revenue. In some cases, for example, if you have employees or will be selling goods and collecting sales tax, you'll need to register with the Mississippi Department of Revenue (DOR). You can register your business online using TAP. For more information on Mississippi LLC tax registration, check out the LLC annual report and tax filing requirements in Mississippi.
Here are some other questions you might have about your Mississippi LLC.
If you're just starting your business or have already been operating as a sole proprietor, you should consider forming an LLC. LLCs limit an owner's personal liability for business debts and lawsuits and offer a lot of flexibility when it comes to ownership, management, and taxation of the business.
To learn more about LLCs and decide if it's the right business structure for you, see our article on LLC basics.
Below are the fees (as of 2024) you might need to pay to form your LLC in Mississippi:
Filing on your own is often the cheapest option, but completing all of the forms and filing them yourself can be complicated. Hiring a lawyer is another option, but it will often cost you hundreds, if not thousands, of dollars in the process. If you'd like help completing all the filings, try our online LLC formation service.
To learn more about the costs associated with forming and running an LLC, see our article on how much it costs to form an LLC.
Yes. All LLCs doing business in Mississippi must file an annual report with the SOS. You must file the annual report online. The report is due between January 1 and April 15 each year. There's no fee to file your annual report. (Miss. Code § 79-29-215 (2024).)
Apart from annual reports, your LLC will need to file and pay applicable taxes to the local, state, and federal governments. In addition, your LLC might need to obtain and periodically renew any required general or special business licenses or permits. You'll be responsible for keeping track of these maintenance requirements to keep your LLC in good standing and legally compliant.
Starting in 2024, all LLCs were previously required to submit a beneficial ownership information (BOI) report to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of Treasury. However, in March 2025, after some constitutional challenges, FinCEN revised the BOI reporting rule so that the requirement only applies to companies created outside the U.S. So, if you form your LLC within the U.S., then you no longer need to worry about the BOI reporting requirement.
You're not required to have an operating agreement in Mississippi. But it's highly advantageous to have this foundational document. An operating agreement will help protect your limited liability status, prevent financial and managerial misunderstandings, and ensure that you decide on the rules governing your business instead of state law by default.
Depending on your business's location and activities, you might need to apply for licenses, permits, or registrations at the local, state, and federal levels. Mississippi, like most states, doesn't require a statewide general business license.
Some of the more common business licenses are professional licenses, city operating licenses, sales tax permit, and zoning and building permits.
For state license information, check out the Start Your Business in Mississippi guide on the Mississippi BOSS website. You can also find more information in our article on how to get a small business license in Mississippi.
Yes. To do business in Mississippi, all LLCs organized outside of the state (called "foreign LLCs") must register with the SOS. Your foreign LLC must file an Application for Registration of Foreign Limited Liability Company. File your application online using the SOS's online filing system. As of 2024, the fee to register your foreign LLC in Mississippi is $250.
Your foreign LLC must appoint a registered agent located in Mississippi. In addition, you must provide a certificate of good standing from your home state dated within the last six months with your application.
(Miss. Code §§ 79-29-1001 and following (2024).)
See our guide to qualifying to do business outside your state for more information.
Yes. For most formation purposes, a Mississippi single-member LLC is considered the same as a multi-member LLC. The steps to form a single-member LLC in Mississippi are generally the same as those listed above.
Single-member LLCs do have additional flexibility when it comes to filing a tax return. To learn more, see our article on how single-member LLCs pay federal income tax.
Yes. If you provide a licensed professional service in Mississippi and want to form an LLC, you can form a professional LLC (PLLC). Examples of providers of professional services include architects, dentists, physicians, certified public accountants, and more. Generally, if you provide a service that requires you to be licensed by the state, then you provide a professional service.
Your PLLC may only have members authorized to provide the professional service listed in the PLLC's Certificate of Formation. Your PLLC's name must contain "professional limited liability company" or the abbreviations "P.L.L.C.," or "PLLC."
To form a PLLC in Mississippi, you must file a Certificate of Formation with the SOS. In your articles, you must indicate that your LLC is a PLLC and that your PLLC's purpose is to render the specified professional services.
(Miss. Code §§ 79-29-901 and following (2024).)
When you're ready to end your business, you should legally dissolve your LLC to limit your liability for lawsuits and government fees. To dissolve an LLC in Mississippi, you should:
(Miss. Code §§ 79-29-801 and following (2024).)
You also need to close your tax accounts and take any other steps necessary to close out your business. See our article on what you need to do when closing your business for more in-depth information and guidance.
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