Mississippi — like every other state — has its own, unique requirements for forming an LLC (limited liability company). Knowing the requirements can help you decide if you want a Mississippi LLC and will make the formation process go more smoothly.
Naming your Mississippi LLC
The LLC name must contain the words "Limited Liability Company”, or the abbreviation "LLC" or "L.L.C." The name must be distinguishable upon the records of the Secretary of State from (i) the name of any domestic or foreign corporation, nonprofit corporation, limited partnership, limited liability partnership, or limited liability company; and (ii) a name that is reserved or registered by one of those entities.
The name may not contain the words “bank”, “banker”, “bankers”, “banking”, “trust company”, “insurance”, “trust”, “corporation”, “incorporated”, “partnership”, “limited partnership”, or any words or abbreviations of similar import.
The following are Mississippi’s requirements for the members/managers of LLCs:
- Minimum number. LLCs must have one or more members. LLCs may have one or more managers.
- Residence requirements. Mississippi law expressly states that managers do not need to reside in Mississippi and is silent regarding the residence of members.
- Age requirements. Mississippi does not have a provision relating to the age of members or managers.
- Inclusion in the Certificate of Formation. Member/Manager names and addresses are not required to be listed in the Certificate of Formation.
Requirements for the Certificate of Formation
To form an LLC in Mississippi, you must file a Certificate of Formation and pay the required fee. Unlike most states, Mississippi allows only online filing of formation documents.
You must list the name and address of your Registered Agent on the Certification of Formation. The address must be a physical address, not a post office box, in Mississippi.
Your Registered Agent must be available during normal business hours to accept important legal and tax documents for the business.
In addition, you must affirm that you have notified the agent of the appointment, provided the agent with a forwarding address, and confirmed that the agent has consented to serve as your Registered Agent.
Professional services businesses
Mississippi allows professionals, such as accountants, attorneys, and physicians, to form a professional limited liability company (PLLC).