Mississippi

Mississippi adopted the Model Registered Agents Act (Miss. Code Ann. ch. 79-35, applying to corporations, LLCs and other filing entities). A registered agent is either a listed commercial registered agent or a noncommercial registered agent - an individual or a domestic or foreign entityDomestic / foreignRelative to one state's records: an entity is domestic in the state that formed it and foreign everywhere else it registers to do business.Read the full entry → serving in the state. Registered-agent filings must state an actual street address in Mississippi (and an email address for noncommercial agents, § 79-35-5(a)(2)). No individual-residency requirement is stated; the in-state street address is the operative requirement.

Consent required: yes.

If an entity no longer has a registered agent, or the agent cannot with reasonable diligence be served, the entity's governors (directors/managers, as shown on the most recent annual report) are treated as its agents for service; if the governors cannot be served, service is made on the Secretary of State under the Mississippi Rules of Civil Procedure. A $25 fee applies each time process is served on the Secretary of State (§ 79-35-3(c)).

• Administrative DissolutionRevocation / administrative dissolutionThe state involuntarily ending an entity's authority to do business - for missed annual reports, a lapsed registered agent, or unpaid fees.Read the full entry →. A domestic corporation without a registered agent for 60 days or more (or that fails to notify the Secretary of State of an agent change or resignation within 60 days) may be administratively dissolved after notice and a 60-day cure period.
• Administrative Dissolution. An LLC without a registered agent for 60 days or more (or that fails to notify the Secretary of State of an agent change or resignation within 60 days) may be administratively dissolved after notice and a 60-day cure period.
• No Court Access. An administratively dissolved corporation cannot maintain any action, suit or proceeding in a Mississippi court until reinstatedReinstatementRestoring an entity the state revoked or administratively dissolved for missed filings - typically back-filing reports, paying accrued fees and penalties, and filing an application.Read the full entry → (it may still defend actions, § 79-4-14.21(e)).
• Revocation Foreign. A foreign corporation's certificate of authorityCertificate of authorityPermission for an entity formed in one state to do business in another - the 'foreign' registration.Read the full entry → may be revoked if it is without a registered agent for 60 days or more or fails to report an agent change or resignation within 60 days.
• Reinstatement Fee. An entity administratively dissolved (or a foreign entity revoked) for falsely naming a registered agent without the person's consent must, to be reinstated, file a statement of appointment signed by its new agent and pay an additional $250 reinstatement fee on top of the ordinary statutory reinstatement fee.

Filing officeFiling officeThe agency that keeps the business register.Read the full entry →

Mississippi Secretary of State (online business services portal, corp.sos.ms.gov)

State fee

$25 Fictitious Business NameDBA / fictitious nameA name a business operates under that is not its legal name - 'doing business as.' Also: assumed name, trade name, fictitious business name.Read the full entry → Registration; $25 amendment; $25 assignment; $25 withdrawal

Term

5 years - expires December 31 of the year of the fifth anniversary of registration (Miss. Code 75-93-11)

Renewal

Renewal application may be filed January 1 - December 31 of the expiration year, continuing effectiveness for 5 more years; if not renewed by 12/31 the registration lapses. Renewal fee not separately listed on the SOS fee schedule (registration line is $25) - [UNVERIFIED whether renewal is also $25]

Publication

Not required. None

Online filing

Available

The regime

Mississippi runs a centralized, statewide, expressly voluntary fictitious business name registry at the Secretary of State, created in 2010. Registration exists for public notice only - it creates no exclusive rights, is not required to do business, and there is no penalty for operating unregistered (the only penalty in the chapter is for fraudulent filings).

Where it is filed

Secretary of State, on prescribed forms; one fictitious business name per application; the Secretary returns a stamped copy of the approved registration and keeps a public record of all registrations.

Publication

No newspaper publicationPublication requirementA few states require newly formed or registered entities to publish a notice in designated newspapers (New York's LLC publication is the expensive example) - a real cost of formation that fee tables usually omit.Read the full entry → requirement appears anywhere in the chapter.

Term and renewal

Five years, expiring on December 31 of the year of the fifth anniversary of registration.

Name restrictions

The Secretary of State must refuse names that are potentially misleading in the Secretary's sole discretion, or that use entity designators the applicant is not entitled to - 'Corporation/Inc.', 'LLC/LC', 'Business Trust/BT', 'Professional Corporation/PC/Chartered', 'Professional Association', or 'Limited/Ltd.' - unless the applicant is actually that type of entity, plus words needing governmental consent absent written evidence of consent. The Secretary may nonetheless allow a prohibited term if it is not misleading (§ 75-93-25(2)). Conversely, a registered fictitious name is NOT required to carry an entity designator (§ 75-93-23).

Assumed names for registered entities

Mississippi has no separate mandatory entity DBA filing - registered entities use the same voluntary Chapter 93 registry as everyone else (and file free with their annual report). The distinct Title 79 mechanism is for foreign corporations whose real name is unavailable: they may adopt a fictitious name by filing a certified board resolution with the Secretary of State to obtain or maintain their certificate of authority, and that name must be distinguishable on the Secretary's records.

Penalties

Knowingly and willfully procuring or applying for registration by false or fraudulent representation is a misdemeanor punishable by a fine of not more than $500. There is no penalty for simply operating under an unregistered fictitious name, since registration is voluntary.

Official source

www.sos.ms.gov/sites/default/files/fees_and_forms/Services%20%26%20Fees%20Document.pdf↗ (opens the official source)

What it is called

Mississippi Corporation Franchise TaxFranchise taxA recurring tax on the privilege of existing as an entity in a state - not a tax on franchising a business.Read the full entry → (franchise or excise tax, Miss. Code Ann. Title 27, ch. 13; 27-13-5 levy, 27-13-7 foreign)

Administering agency

Mississippi Department of Revenue (dor.ms.gov)

Corporation minimum

$25

How it is computed

CORPORATIONS (C and S, incl. any LLC federally taxed as a corporation; Miss. Code 27-13-5 domestic / 27-13-7 foreign): annual franchise tax = rate x each $1,000 (or fraction thereof) of MS taxable capital in excess of $100,000, minimum $25 per accounting period, no cap. Taxable capital = capital stock + surplus + undivided profits + true reserves employed in MS (Form 83-110; multistate apportion by MS property+receipts / everywhere property+receipts), with floor = assessed value of MS real+tangible property for the preceding year (27-13-9, 27-13-13). Rate in statutory phase-out (2016 SB 2858): TY2024 $1.00, TY2025 $0.75, TY2026 $0.50, TY2027 $0.25 per $1,000; ENTIRE tax (all of Title 27 ch. 13) REPEALED for tax years beginning on or after 2028-01-01. Filed with the combined income/franchise return (83-105 / S-corp 84-105) due 15th day of 4th month after year end (Apr 15 calendar-year); extension extends filing not payment. Every corporation domesticated or qualified in MS must file even if inactive, until SOS dissolution/withdrawal. LLCs DEFAULT CLASSIFICATION (partnership or disregarded): NO entity-level franchise tax - DOR follows federal classification; partnership-classified filers 'are not subject to the franchise tax levy' (Form 84-100 instructions); SMLLC activity rolls into a corporate owner's franchise base. No other statewide privilege/gross-receipts/business-license