SHEET MS-01 · FORMATION DOSSIER
Mississippi
Form an LLC in Mississippi as a non-resident: the verified state fee, the duty that follows you every year, the agent rule, and the traps that are specific to this state — each figure sourced on this sheet.
- State formation fee
- $50
- Total with Formation Complete
- $449
- Annual duty cost
- $0/yr
- Report pattern
- April 15 of each year; the report may be filed at any time on or after January 1 of that year a
On fee alone, Mississippi is the 9th cheapest of the 49 jurisdictions in this Atlas to form in. Fee is the smallest part of the decision — the duty below is the part that repeats.
What it takes here
You form a Mississippi LLC by filing Articles of Organization with the Mississippi Secretary of State, Business Services. The state fee is $50, collected by us at cost as a pass-through — the state keeps its fee; our $399 is separate and labelled as ours on the pricing page. The Secretary of State's official fee schedule prices the Domestic LLC Annual Report (form F0108) at $0; a foreign LLC's annual report is $250 on the same schedule. All Mississippi annual reports are filed online.
Name rules
Your company name must contain a limited-liability designator — “Limited Liability Company” or an accepted abbreviation such as “LLC” — and must be distinguishable from names already on the records of the Mississippi Secretary of State, Business Services. A name that implies a regulated activity (banking, insurance, trust) or a government affiliation invites rejection or a consent requirement in Mississippi as in most states. For a non-resident there is a second, quieter naming point: the name on the Articles of Organization is the name the IRS will print on your EIN confirmation (the CP 575), and it is the name your bank and payment processors will match against your documents. Pick the final name before filing; amending it later is a second state filing with a second fee.
Publication
Mississippi imposes no newspaper-publication requirement on a new LLC. The publication duty that founders read about belongs to a small set of states — New York, Arizona and Nebraska are the ones in this Atlas — and it does not travel with you if you form here.
Forms, office and processing
The filing office is the Mississippi Secretary of State, Business Services. The formation document is the Articles of Organization; most Mississippi filings can be made online, and online filings are acknowledged faster than paper ones as a rule. The Secretary of State's Business FAQs state that straightforward online filings are approved immediately, and within 24 hours where staff review is needed; paper filings take significantly longer and carry no published day-count (checked 2026-11-05). (Processing source: the office’s own page — checked 2026-11-05.) What we commit to in writing, before anything is filed, is the fee, the duty and the due pattern on this sheet.
The foreign-registration warning
Forming in Mississippi does not licence you to operate everywhere. If your LLC will have an office, employees, inventory or a sustained physical presence in another state, that state will generally require foreign qualification there — a second registration, a second agent and a second set of duties, on top of this one. Non-residents most often trip on this by forming in a low-fee state while living-adjacent operations, warehousing or staff sit somewhere else. The state of formation should follow the business, not the other way round; the diagnostic on this site asks where your customers and operations are for exactly this reason.
Your registered agent in Mississippi
A registered agent is required under the Mississippi Registered Agents Act, Miss. Code s.79-35-5 et seq. (commercial or noncommercial agent with a physical Mississippi address; agent consent required). The official SOS fee schedule lists a Registered Agent/Office Statement of Change filing at $10.
Formation Complete includes the registered agent for year one. From year two the renewal is $149 a year — the same figure on every sheet in this Atlas, because the agent’s job (a real address, a person or service that can receive process, and forwarding that actually reaches a founder overseas) costs the same diligence in Jackson as anywhere else. If you move the agent elsewhere, the duty calendar below does not move with it: the report duty belongs to the LLC, not to the agent.
Duty calendar
Annual report — due Apr 15.
- Jan
- Feb
- Mar
- Apr
- May
- Jun
- Jul
- Aug
- Sep
- Oct
- Nov
- Dec
Filled cell = a month in which this state’s duty falls due.
The recurring duty is the line that decides what Mississippi costs you in year three, not just year one. Annual report — due Apr 15. Priced into the five-year table on this sheet at $0 a year (annualised), it is the difference between a cheap formation and a cheap company.
If the duty is missed altogether. Failure to file the annual report may result in administrative dissolution (Secretary of State annual reports page).
If the free report is missed: dissolution, then reinstatement
Mississippi gives a missed report a long fuse before it becomes a dissolution. Under Miss. Code s.79-29-821, the Secretary of State may start administrative-dissolution proceedings when an annual report is more than 60 days late, or when the company has gone 60 days or more without a registered agent. The office first serves written notice naming the problem, and the company then has a further 60 days to cure it before a certificate of administrative dissolution is signed (s.79-29-823). If dissolution does happen, s.79-29-825 lets the company apply for reinstatement at any time afterwards — there is no deadline — on a $50 filing (form F0109), supported by a tax clearance letter from the Mississippi Department of Revenue, and reinstatement relates back, so the company is treated as though the dissolution had never occurred. The report itself stays free; the $50 and the tax clearance are the price of missing it.
Cost of ownership
| Horizon | Total paid | What it contains |
|---|---|---|
| Year 1 | $449 | $399 package + $50 state fee; agent year 1 included |
| By end of year 2 | $598 | Year 1 + $149 agent renewal |
| By end of year 5 | $1,045 | Year 1 + four renewals + four years of state duty |
Compare that five-year figure, not the formation fee, against any other state you are considering — the compare tray in the Atlas does it side by side for up to three states. A state that is $100 cheaper to form and $300 a year heavier to keep is the expensive state.
The Atlas arithmetic for Mississippi: formation fee $50 (9th of 49), year one $449 including the $399 Formation Complete package, five years $1,045 (3rd of 49). Between year one and year five the only recurring items are the $149 agent renewal and a state report that costs $0 to file. Not one dollar of that five-year total is state duty — the recurring part is entirely the registered-agent renewal. That sits below the Atlas median five-year cost of $1,260. A formation fee is a one-afternoon number; the five-year total is the cost of actually owning the company, and on that measure Mississippi undercuts the median state.
Non-resident specifics in Mississippi
Mississippi’s recurring state cost for a domestic LLC is the duty on this sheet — Annual report — due Apr 15. Two cautions decide whether that stays the whole story. First, tax follows activity, not paperwork: if your customers, property or people are in another state, that state can require foreign qualification there and tax the activity there, whatever this sheet says. Second, an LLC is a state-law shell around a federal tax position: a foreign-owned single-member LLC is disregarded for federal income tax by default, which is exactly the status that carries the Form 5472 duty described in the non-resident section below — the state choice does not change it.
The federal layer, which no state choice removes. A single-member LLC owned by a non-resident is, by default, a disregarded entity for US federal income tax — and since 2017 that status carries an annual information duty: Form 5472 attached to a pro-forma Form 1120, due each year the LLC exists, reporting reportable transactions with its foreign owner (funding the company counts). The penalty for a missing or late Form 5472 starts at $25,000. Multi-member LLCs are taxed as partnerships by default and file Form 1065, with their own withholding questions when US-source income reaches foreign partners. None of this is a reason not to form; all of it is a reason to form with the calendar already drawn. The EIN guide on this site walks the Form SS-4 route for founders with no SSN or ITIN, the CP 575 you receive, and the 5472 duty in full.
Address and banking reality. Your Mississippi LLC’s address on the state record is its registered office — the agent’s address — which is a service address, not your trading address, and should never be sold to you as one. Banks and payment processors will ask for the beneficial owner’s foreign address and passport-grade identification, and many will ask why the company sits in Mississippi; “my operations and customers are there” is an answer, a fee table is not. Form where the answer is true.
Sources: formation fee and duty verified against official state sources — Mississippi Secretary of State, Business Services: https://www.sos.ms.gov/sites/default/files/business-services/FeeSchedule.pdf · duty record: https://www.sos.ms.gov/business-services/annual-reports · fees verified 2026-11-03, duties verified 2026-11-04. Federal figures (Form 5472 penalty) per IRS instructions for Form 5472.