How to Form an LLC in Mississippi (2026)
Reviewed by DocDraft Legal Team · Mississippi · Last updated 2026-08-06
A limited liability company (LLC) is a business structure that legally separates the company from the people who own it, so the owners are generally not personally responsible for the company's debts. Forming one in Mississippi means filing a formation document with a state agency and paying its fee to bring the company into legal existence. In Mississippi you create an LLC by filing the Certificate of Formation with the Secretary of State through its online business services portal and paying a $50 filing fee, one of the lower formation fees in the country. Two features make Mississippi friendly to small businesses. First, Mississippi requires an annual report, but for a domestic LLC that report carries no filing fee. Second, Mississippi does not charge LLCs a franchise tax, and the state's franchise tax on corporations is being phased out and is scheduled to end after 2027. Mississippi LLCs are governed by the Mississippi Revised Limited Liability Company Act, Miss. Code Ann. section 79-29-101 and following. This guide explains what an LLC is, the exact Mississippi steps and fees, and the deadlines that keep the company in good standing.
Find out where you stand in Mississippi
Where are you in forming your LLC?
DocDraft provides document preparation, not legal advice.
How do you form an LLC in Mississippi?
File the Certificate of Formation with the Mississippi Secretary of State through its online business services portal and pay the $50 filing fee. You must name a registered agent with a physical Mississippi street address. Mississippi accepts LLC formations online, and filings are typically processed within about 24 hours.
How much does it cost to form an LLC in Mississippi?
The filing fee for the Mississippi Certificate of Formation is $50, paid once to the Secretary of State. Reserving a name in advance costs $25. Mississippi requires an annual report every year, but for a domestic LLC that report has no filing fee, which keeps ongoing state costs low.
Does a Mississippi LLC pay a franchise tax?
No. Mississippi does not impose a franchise tax on LLCs. The state's franchise tax applies to corporations and associations, and it is being phased out, scheduled to be eliminated after 2027. A Mississippi LLC still reports income for state and federal tax purposes, but it owes no separate LLC franchise tax.
Does Mississippi require newspaper publication to form an LLC?
No. Mississippi does not require an LLC to publish notice of its formation in a newspaper. This is unlike New York, Arizona, and Nebraska, where publication is a condition of forming or operating. In Mississippi the Certificate of Formation filing and the annual report are handled entirely through the Secretary of State.
Mississippi LLC formation at a glance
You form a Mississippi LLC by filing the Certificate of Formation with the Secretary of State for a $50 filing fee, submitted online through the Secretary of State's business services portal. What sets Mississippi apart is how light the ongoing burden is. Mississippi requires an annual report, but for a domestic LLC that report carries no filing fee, so the recurring state cost is effectively zero. Mississippi also does not charge LLCs a franchise tax. The state franchise tax reaches corporations and associations on the greater of capital used or property located in the state for entities valued over $100,000, and even that tax is being phased out and is scheduled to end after 2027. Every Mississippi LLC must name and maintain a registered agent with a physical Mississippi street address. Mississippi does not require newspaper publication, and online filings are typically processed within about 24 hours. The governing statute is the Mississippi Revised Limited Liability Company Act, Miss. Code Ann. section 79-29-101 and following.
Forming a two-owner Mississippi LLC, step by step
Suppose two friends in Jackson want to open a small design studio as an LLC. First they search the Mississippi Secretary of State's business search to confirm their name is available and includes a designator such as LLC, and they can reserve the name for a $25 fee while they prepare paperwork. Next they appoint a registered agent: one owner lives in Mississippi and agrees to serve, using a Mississippi street address, not a P.O. box, where legal papers can be delivered during business hours. They then file the Certificate of Formation through the Secretary of State's online portal and pay the $50 filing fee. The LLC legally exists once the Secretary of State files it, typically within about 24 hours for online filings. Because they have two members, they also write an operating agreement setting each owner's percentage and how profits split, even though Mississippi does not require them to file it. They apply to the IRS for a free EIN so the partnership can file taxes and open a bank account. Finally they calendar the annual report, filed online with the Secretary of State each year with no filing fee for a domestic LLC, so the company stays in good standing. Because Mississippi charges LLCs no franchise tax, there is no separate minimum tax to budget for.
Relevant Laws
Mississippi Revised Limited Liability Company Act (Miss. Code Ann. §§ 79-29-101 et seq.)
The Mississippi Revised Limited Liability Company Act governs the formation, management, and dissolution of every Mississippi LLC. It sets who may form an LLC, the required contents of the Certificate of Formation, the registered agent requirement, and the default rules for member-managed and manager-managed companies. It is codified in Title 79, Chapter 29 of the Mississippi Code.
Miss. Code Ann. § 79-29-201 (Certificate of Formation)
Requires an LLC to be formed by delivering a Certificate of Formation to the Mississippi Secretary of State for filing. The certificate states the LLC's name, the name and address of its registered agent, and other required details. The LLC comes into existence when the Secretary of State files the certificate.
Miss. Code Ann. § 79-29-1203 (Filing fees)
Sets the fees the Secretary of State collects for LLC filings. The fee for filing a Certificate of Formation is $50, and the fee for reserving a limited liability company name is $25. These are the core state charges for bringing a Mississippi LLC into existence and holding a chosen name.
Registered agent and registered office requirement
The Mississippi Revised Limited Liability Company Act requires every LLC to continuously maintain a registered agent and a registered office in Mississippi. The agent, an individual residing in the state or a business authorized to act as an agent, receives lawsuits and official notices for the company. The agent's Mississippi street address goes on the Certificate of Formation.
Annual report requirement
Mississippi requires each domestic LLC to file an annual report with the Secretary of State through its online portal. The report keeps the LLC's registered agent and business information current. For a domestic LLC the annual report has no filing fee, but missing it can put the company out of good standing, so it must be calendared each year.
Mississippi franchise tax phase-out
Mississippi's franchise tax is levied on corporations and associations on the greater of capital used or property located in the state, for entities with a value over $100,000. It does not apply to LLCs taxed as pass-through entities, and the tax is being phased out and is scheduled to be completely eliminated after 2027. This is administered by the Mississippi Department of Revenue.
IRS federal tax classification (default pass-through)
The IRS does not tax the LLC as a separate category. By default a single-member Mississippi LLC is disregarded and taxed like a sole proprietorship, and a multi-member LLC is taxed as a partnership, with income passing through to the owners. An LLC may instead elect S corporation or C corporation treatment. This federal classification is separate from Mississippi's state tax rules.
Regional Variances
How forming an LLC in Mississippi differs from other states
A free annual report, not a paid one
Mississippi requires a domestic LLC to file an annual report, but that report carries no filing fee. Most states charge for the annual or biennial report, from $9 in New York to $300 in Maryland. In Mississippi the recurring state cost is effectively zero, so the main obligation is remembering to file on time rather than paying.
No franchise tax on LLCs
Mississippi does not charge LLCs a franchise tax. Its franchise tax reaches corporations and associations, and even that is being phased out and is scheduled to end after 2027. States like California charge every LLC an $800 minimum tax and Delaware charges $400, so a Mississippi LLC avoids a recurring cost that dominates the budget elsewhere.
A low $50 filing fee
Mississippi's $50 Certificate of Formation fee is among the lowest in the country. Texas charges $300, Massachusetts $500, and Nevada $425 to form an LLC. The low upfront fee plus the free annual report make Mississippi one of the cheaper states in which to start and keep an LLC.
No newspaper publication requirement
Mississippi does not require you to publish notice of formation in a newspaper. New York, Arizona, and Nebraska do, which adds cost and a deadline. A Mississippi LLC is complete once the Secretary of State files the Certificate of Formation, with no publication step.
Certificate of Formation and online filing office
Mississippi uses the Certificate of Formation, filed with the Secretary of State through its online business services portal, with filings typically processed within about 24 hours. Some states call the document Articles of Organization, and some route filings through a Division of Corporations rather than the Secretary of State.
Suggested Compliance Checklist
Confirm your LLC name is available and compliant
Before filing days after startingSearch the Mississippi Secretary of State's business search to confirm your desired name is not already in use and that it includes a required designator such as LLC or Limited Liability Company. Avoid restricted words that need special approval. You can reserve an available name with the Secretary of State for a $25 fee while you prepare your Certificate of Formation.
Appoint a registered agent
Before filing days after startingMississippi requires a registered agent with a physical Mississippi street address who is available during business hours to accept legal documents. Decide whether you, a co-owner who lives in Mississippi, or a commercial registered agent service will serve. You will name the agent on the Certificate of Formation, so settle this first.
File the Certificate of Formation with the Secretary of State
To create the LLC days after startingFile the Certificate of Formation with the Mississippi Secretary of State through its online business services portal and pay the $50 filing fee. The LLC legally exists only once the Secretary of State files it, typically within about 24 hours for online filings. Keep the filed confirmation as proof of formation.
Adopt an operating agreement
At or soon after formation days after startingPut the ownership percentages, profit split, management structure, and exit rules in writing. Mississippi's LLC act expects members to have an operating agreement, but you do not file it with the state. It governs how the LLC runs and overrides the act's default rules. Attorney review of the agreement is available as an option through DocDraft.
Get a federal EIN from the IRS
Before opening a bank account or hiring days after startingApply for an Employer Identification Number free on the IRS website. Multi-member LLCs, LLCs with employees, and LLCs electing corporate tax treatment need one. Single-member LLCs with no employees usually get one anyway to open a business bank account and keep business and personal finances separate.
File the Mississippi annual report by April 15
By April 15 each year after formation days after startingFile the annual report online with the Mississippi Secretary of State by April 15 each year. For a domestic LLC there is no filing fee. The report confirms the LLC's registered agent and business information. Missing it can put the LLC out of good standing, so calendar the deadline so a lapse does not affect the company.
Confirm your state tax registrations with the Department of Revenue
Before doing business days after startingMississippi charges LLCs no franchise tax, but depending on your activity you may need to register with the Mississippi Department of Revenue for sales tax, withholding, or other business taxes. Confirm which registrations apply to your LLC before you begin operating, since requirements depend on what the business sells and whether it has employees.
| Task | Description | Document | Days after starting |
|---|---|---|---|
| Confirm your LLC name is available and compliant | Search the Mississippi Secretary of State's business search to confirm your desired name is not already in use and that it includes a required designator such as LLC or Limited Liability Company. Avoid restricted words that need special approval. You can reserve an available name with the Secretary of State for a $25 fee while you prepare your Certificate of Formation. | - | Before filing |
| Appoint a registered agent | Mississippi requires a registered agent with a physical Mississippi street address who is available during business hours to accept legal documents. Decide whether you, a co-owner who lives in Mississippi, or a commercial registered agent service will serve. You will name the agent on the Certificate of Formation, so settle this first. | - | Before filing |
| File the Certificate of Formation with the Secretary of State | File the Certificate of Formation with the Mississippi Secretary of State through its online business services portal and pay the $50 filing fee. The LLC legally exists only once the Secretary of State files it, typically within about 24 hours for online filings. Keep the filed confirmation as proof of formation. | - | To create the LLC |
| Adopt an operating agreement | Put the ownership percentages, profit split, management structure, and exit rules in writing. Mississippi's LLC act expects members to have an operating agreement, but you do not file it with the state. It governs how the LLC runs and overrides the act's default rules. Attorney review of the agreement is available as an option through DocDraft. | llc-operating-agreement | At or soon after formation |
| Get a federal EIN from the IRS | Apply for an Employer Identification Number free on the IRS website. Multi-member LLCs, LLCs with employees, and LLCs electing corporate tax treatment need one. Single-member LLCs with no employees usually get one anyway to open a business bank account and keep business and personal finances separate. | - | Before opening a bank account or hiring |
| File the Mississippi annual report by April 15 | File the annual report online with the Mississippi Secretary of State by April 15 each year. For a domestic LLC there is no filing fee. The report confirms the LLC's registered agent and business information. Missing it can put the LLC out of good standing, so calendar the deadline so a lapse does not affect the company. | - | By April 15 each year after formation |
| Confirm your state tax registrations with the Department of Revenue | Mississippi charges LLCs no franchise tax, but depending on your activity you may need to register with the Mississippi Department of Revenue for sales tax, withholding, or other business taxes. Confirm which registrations apply to your LLC before you begin operating, since requirements depend on what the business sells and whether it has employees. | - | Before doing business |
Frequently Asked Questions
An LLC, or limited liability company, is a business structure that separates the company from its owners as a matter of law. The owners, called members, are generally not personally liable for the company's debts or lawsuits, so a creditor usually cannot reach a member's home or savings for a business obligation. In Mississippi, LLCs are created under the Mississippi Revised Limited Liability Company Act in Title 79, Chapter 29 of the Mississippi Code. It pairs that protection with pass-through taxation and lighter paperwork than a corporation.
Mississippi uses the Certificate of Formation, not the Articles of Organization that many states use. You file it with the Mississippi Secretary of State through its online business services portal and pay a $50 filing fee, one of the lower formation fees in the country. The certificate lists the LLC's name and its registered agent. The company legally exists once the Secretary of State files it, typically within about 24 hours for online filings.
Mississippi requires each domestic LLC to file an annual report with the Secretary of State online, due by April 15 each year after the year you form. For a domestic LLC there is no filing fee, so the recurring state cost is effectively zero. The report keeps your registered agent and business details current. Missing it can put the LLC out of good standing, so calendar the April 15 deadline when you form.
Yes. If you have a name but are not ready to file the Certificate of Formation, you can reserve it with the Mississippi Secretary of State for a $25 fee under Miss. Code Ann. section 79-29-1203. First search the Secretary of State's business database to confirm the name is available and includes a designator such as LLC or Limited Liability Company. Reserving holds the name while you prepare your paperwork, but it is optional and separate from the $50 formation filing.
The IRS sets the default. A single-member Mississippi LLC is disregarded and taxed like a sole proprietorship, with income reported on the owner's return, while a multi-member LLC is taxed as a partnership, with income passing through to the members. An LLC may instead elect S corporation or C corporation treatment. Mississippi follows this pass-through approach for state income tax and charges LLCs no separate franchise tax.
Mississippi law requires every LLC to continuously maintain a registered agent with a physical Mississippi street address, not a P.O. box, available during business hours to accept lawsuits and official state mail. You can serve yourself, name a co-owner who lives in Mississippi, or hire a commercial registered agent service. You list the agent on the Certificate of Formation and must update the filing if the agent or address changes.
No. You can file the Certificate of Formation with the Secretary of State yourself by following the steps in this guide. That said, an operating agreement for multiple owners, a business holding significant assets, or an unusual ownership structure can benefit from a professional look. DocDraft provides guided LLC documents, and attorney review is available as an option if you want a licensed attorney to check your paperwork before you file.
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