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Forming a C Corp in Mississippi involves choosing a compliant corporate name, appointing a registered agent, establishing your share structure, and filing Articles of Incorporation online. Then proceed with adopting bylaws, obtaining an EIN, and registering for applicable state taxes.
Here's how each step works.
Mississippi requires you to choose a name for your C Corporation that meets the state's corporate naming rules under Section 79-4-4.01 of the Mississippi Business Corporation Act. Your proposed name must be distinguishable from every existing corporation, LLC, and other entity already registered or with a reserved name on file with the Mississippi Secretary of State.
1. Use a Corporate Designator
Your Mississippi corporation's name must include one of the following words or an accepted abbreviation: Corporation, Incorporated, Company, or Limited, or their abbreviations Corp., Inc., Co., or Ltd. The designator makes it clear the business is a corporation rather than another type of entity.
2. Match the Corporation's Purpose
Your Mississippi C Corporation name cannot state or imply that the corporation is organized for a purpose not permitted under Mississippi law or its Articles of Incorporation.
3. Choose a Distinguishable Name
Your Mississippi corporation's name must be distinguishable from existing registered or reserved names on record with the Mississippi Secretary of State.
Use the Mississippi Secretary of State's business search to check availability before filing. The search tool lets you look up entities by business name, business ID, officer name, or registered agent, and offers exact, all-words, any-words, and sounds-like matching options.
*NOTE: A corporation may use a name that is not distinguishable from another corporation's name if the other corporation provides written consent and agrees to change its name, or if the applicant submits a certified court judgment establishing its right to use the name.*
Keep 2-3 backup names ready before you file. If you need naming ideas, use Swyft Filings' free business name generator to build a shortlist.
When forming a C Corporation in Mississippi, you must designate a registered agent to receive legal documents and official correspondence on behalf of your corporation.
Make sure your registered agent meets the following Mississippi corporation requirements:
Physical Mississippi Address: The agent must maintain a physical street address in Mississippi. A P.O. Box cannot serve as the sole registered office address.
Eligibility: A noncommercial registered agent can be an individual, a corporation, or an LLC, provided the agent maintains the required physical Mississippi address.
Agent's Consent: Mississippi requires that you obtain the agent's permission before listing them on a filing. You cannot designate someone as your registered agent without their knowledge.
Availability: The agent must be available at the registered office during regular business hours to receive service of process and other official documents.
Continuous Maintenance: Mississippi requires every corporation to maintain a registered agent in the state for as long as it remains active.
Whether you choose to serve as your own Mississippi registered agent or hire a professional service, the appointment process involves three steps:
1. Select a Registered Agent: Choose an eligible individual, such as yourself or another Mississippi resident, or hire a professional registered agent service from Swyft Filings.
2. Obtain the Agent's Consent: Confirm the agent agrees to serve in this role before listing them in your Articles of Incorporation. Mississippi specifically requires the agent's permission before you can list them on a state filing.
3. Include the Information in Your Articles of Incorporation: Provide the registered agent's name and Mississippi street address in your Articles when filing through the Mississippi Secretary of State's online portal.
Your corporation's share structure determines how ownership is divided among shareholders and how much stock your company can issue. Setting it up thoughtfully from the beginning makes it easier to allocate founder ownership, bring in investors, and provide equity to employees as your business grows.
When setting up your Mississippi C Corp's share structure, consider the following:
Determine authorized shares: Decide the total number of shares your C Corporation is authorized to issue. Mississippi requires this number to be stated in the Articles of Incorporation. You can authorize more shares than you initially plan to issue, holding the remainder for future use.
Authorized shares versus issued shares: Authorized shares are the total your corporation is permitted to issue. Issued shares are the ones you actually distribute to shareholders. A startup might authorize 10,000,000 shares but initially issue only a fraction to its founders, leaving the rest unissued for future employees or investors.
Choose your stock type: Most corporations start with common stock for founders and employees. You may also establish preferred stock if you expect to raise outside investment or need to give investors different rights or preferences.
Consider multiple classes: If needed, your corporation can have different classes of stock with different voting, dividend, or other rights. The appropriate structure depends on your ownership and financing plans.
Consider voting rights: Decide whether different classes of shares will carry different voting rights. One class may have full voting rights while another has limited or no voting rights.
Plan for future financing: If you expect to seek venture capital or other outside investment, think about how future financing rounds could affect your authorized shares and current ownership percentages.
Specify the structure in your Articles: Include the authorized-share information in your Mississippi Articles of Incorporation when filing. Keep the formation documents consistent with the share structure you intend to establish.
After choosing a name and registered agent for your Mississippi corporation, file your Articles of Incorporation with the Mississippi Secretary of State through the state's online portal.
Here's how the online filing process works:
Create a Mississippi Secretary of State filing account
Go to the Mississippi Secretary of State's online business filing portal. New users select Register to create a filing account. Existing users log in with their username and password. The portal is Mississippi's required system for all business-document filings.
Complete the Articles of Incorporation
Once logged in, access the corporation formation filing. You'll enter your corporation's name, registered agent name and address, authorized share information, and incorporator details. Review everything carefully before submitting. Mississippi's online system pre-populates certain fields but requires you to confirm and complete all required information.
Pay the filing fee
Mississippi charges a $50 statutory filing fee for the Articles of Incorporation. An online payment processing charge may also apply depending on your payment method. Pay by eCheck or credit card through the portal at the time of submission. Online filings are generally processed within 24 hours.
Your bylaws establish the procedures the corporation follows when making decisions, holding meetings, electing directors and officers, and handling other governance matters. Mississippi law recognizes bylaws as the governing document for the corporation's internal operations. Well-drafted bylaws also reinforce the separation between the corporation and its owners, which matters if the liability protection of the corporate structure is ever questioned.
When creating your corporate bylaws for your Mississippi C Corp, consider including:
Board of directors: Define the number of directors, their roles, terms of service, and how vacancies or replacements are handled.
Shareholder meetings: Establish when and how annual and special shareholder meetings will be held and how shareholders will receive notice.
Board meetings: Set rules for calling board meetings, providing notice, establishing a quorum, and voting on corporate decisions.
Officers: Identify the corporation's officers, typically a president, secretary, and treasurer, and outline their responsibilities and how they are appointed or removed.
Voting procedures: Explain how shareholders and directors vote and what thresholds are required for different types of corporate decisions.
Committees: Establish rules for creating and managing board committees, if your corporation's size or structure requires them.
Corporate records: Specify how important corporate documents, meeting minutes, and shareholder records will be maintained.
Amendments: Establish the process for updating the bylaws as the corporation evolves.
After the bylaws are prepared, the corporation's initial directors or incorporator should adopt them at the organizational meeting and file the approved copy in the corporation's permanent records.
Need help drafting your Corporate Bylaws? Swyft Filings can prepare customized Corporate Bylaws for your Mississippi C Corp. Complete a short questionnaire about your corporation's structure and management, and our specialists draft your bylaws, and a Shareholders' Agreement if needed, ready for review and adoption at your organizational meeting.
After the Mississippi Secretary of State accepts your Articles of Incorporation, hold an initial organizational meeting where your incorporator or initial directors formally organize the corporation and put its governance structure in place. At this meeting, you will typically:
Adopt the corporate bylaws.
Elect officers, typically a president, secretary, and treasurer.
Authorize and issue the initial shares of stock to founders and investors, documenting each issuance in the shareholder ledger.
Set the corporation's fiscal year.
Authorize opening a corporate bank account.
Keep formal written minutes of this meeting and every meeting that follows. Minutes are not filed with the Mississippi Secretary of State, but they are your most important record that the corporation is being run as a genuine separate legal entity. That distinction matters if the corporate veil is ever challenged.
After forming your Mississippi C Corp, apply for an Employer Identification Number (EIN) from the IRS. An EIN is a federal tax identification number used to identify your corporation for tax and other business purposes. After receiving your EIN, register your corporation with the Mississippi Department of Revenue for applicable state taxes through the Mississippi Department of Revenue's TAP portal.
Here are the top reasons your Mississippi C Corp needs an EIN:
Opening a business bank account.
Hiring employees in Mississippi or any other state.
Filing the federal Form 1120 corporate income tax return.
Registering for Mississippi corporate income tax and other state taxes.
Applying for a business credit card or loan.
Keeping your personal Social Security number off business contracts and applications.
You can apply for an EIN directly on the IRS website at no cost, or have Swyft Filings file it for you as part of your Mississippi C Corporation formation package.
Filing the Articles of Incorporation creates your Mississippi C Corporation, but several ongoing obligations start immediately after formation. Keeping up with them protects the corporation's active status and its liability protection.
Mississippi profit corporations must file an annual report with the Secretary of State each year. The report keeps the corporation's public record current and confirms the corporation is still active.
Filing window: January 1 through April 15 each year
Fee: $25 per year
Where: Online through the Mississippi Secretary of State's business filing portal. Log in with your Business ID and the system pre-populates the existing information for you to review and update before submitting
Consequence of non-filing: Mississippi corporations that fail to file their annual report may be administratively dissolved by the Secretary of State
You can use Swyft Filings to file the annual report on your behalf. Our specialists prepare and file the required report, and you receive confirmation once complete.
Mississippi imposes two separate state-level taxes on C Corporations: a corporate income tax and a franchise tax. These are distinct obligations filed with the Mississippi Department of Revenue.
Corporate income tax: Mississippi uses a graduated corporate income tax rate structure. For 2026:
0% on the first $5,000 of taxable income
4% on the next $5,000 (income between $5,001 and $10,000)
5% on taxable income above $10,000
Mississippi does not impose a minimum corporate income tax. A corporation that earns no taxable income in a year owes nothing in corporate income tax for that period.
Franchise tax: Mississippi is phasing out its franchise tax on a scheduled timeline:
2025: $0.75 per $1,000 of the applicable tax base
2026: $0.50 per $1,000 of the applicable tax base
2027: $0.25 per $1,000
2028: Franchise tax no longer applies to tax years beginning on or after January 1, 2028.
For 2026, the franchise tax minimum is $25. The tax base calculation is separate from the income tax and based on capital employed or assessed property in Mississippi. Both the corporate income tax and franchise tax are filed with the Mississippi Department of Revenue through the TAP portal.
Open a dedicated business bank account for your Mississippi C Corp as soon as your EIN is issued. Keeping corporate and personal funds in separate accounts is one of the most practical ways to protect the liability separation your corporation provides. Commingling funds is one of the factors courts consider when a creditor argues that the corporate veil should be pierced. Banks typically ask for your Articles of Incorporation, EIN confirmation letter, and a corporate resolution identifying who is authorized to open the account.
Whether your corporation needs a license depends on your industry and where you operate. Regulated fields such as construction, healthcare, financial services, food service, cosmetology, and real estate require state-level licenses from the relevant Mississippi agency. Local city and county governments may also require separate permits or business registrations.
Use Swyft Filings' business license research service to identify the specific licenses and permits that apply to your Mississippi C Corp, along with application links and renewal schedules.
Filing the Articles puts your corporation on the public record. Maintaining proper internal records keeps it functioning as a legitimate separate legal entity. The corporation should keep:
Articles of Incorporation and any amendments
Current bylaws
Shareholder records and stock issuance ledger
Board of directors and shareholder resolutions
Meeting minutes
Accounting and financial records
Swyft Filings' document vault gives you a secure online location to store and access your formation documents and corporate records at any time.
Mississippi keeps its formation costs straightforward. The flat $50 filing fee and low annual report cost make it one of the more affordable states for corporation formation. Here's a breakdown of the main costs:
| Cost | Fee |
|---|---|
| Articles of Incorporation | $50 |
| Online payment processing charge | May apply; confirm at checkout |
| Required formation cost | $50 + any processing fee |
| Name Reservation (optional) | $25 |
| Registered Agent / Office Change (amendment) | $10 |
| Mississippi Corporation Annual Report | $25/year (due April 15) |
| Mississippi Franchise Tax (2026 minimum) | $25/year |
| Mississippi Corporate Income Tax (no minimum) | Based on taxable income |
| EIN from the IRS | Free |
Starting a Mississippi C Corp involves more than filing Articles of Incorporation. You also need to appoint a registered agent, establish your corporation's share structure, and meet Mississippi's ongoing reporting requirements. Mississippi corporations must file an annual report with the Secretary of State by April 15 each year to remain in good standing.
Swyft Filings has helped businesses form corporations for free since 2015. Our team understands Mississippi Secretary of State requirements and can help you prepare and file your C Corp paperwork accurately and efficiently.
$0 + State Filing Fees
*Disclaimer: This guide provides general information about forming a C Corp in Mississippi and is not a substitute for legal, tax, or financial advice.*
C Corp rules, filing costs, and corporate tax structures vary by jurisdiction. Select any state below to view its specific C Corp laws.