Forming a business entity in Mississippi is straightforward. The Secretary of State's office provides the forms, the filing fees are reasonable, and the process can be completed in a few days. The forms to create a Mississippi Corporation, a Mississippi Limited Liability Company, a Mississippi Limited Partnership, or a Mississippi Limited Liability Partnership are all available on the Secretary of State's website. You can apply for a federal Employer Identification Number (EIN) directly through the IRS website. And you can register with the Mississippi Department of Revenue for state tax purposes through their online portal.

All of that is publicly available information. You do not need an attorney to fill out and file these forms. The filing process itself is the easy part.

The Hard Part

The hard part is figuring out what you should file and how it should be structured. The choice of entity type affects how the business and its owners are taxed on income, how the owners' personal liability is limited, how the business can raise capital and bring in new owners, how the business will be treated when an owner dies, becomes disabled, or wants to leave, how the business fits into the owner's overall estate plan, and how the business will be treated in a future sale or merger.

These are not generic questions with one-size-fits-all answers. The right structure depends on how many owners the business will have and how they will share ownership, what the business does and how it generates income, whether the business will need outside capital, how the owners want to be compensated, what the owners' individual tax situations look like, whether the owners have estate planning concerns, and what the exit strategy is — whether the business is intended to be sold eventually, passed to the next generation, or operated indefinitely.

A business that is structured incorrectly from the start can incur unnecessary taxes, expose the owners to liability they could have avoided, create problems when the ownership changes, and complicate or even prevent a future sale or succession event. Fixing a bad structure after the fact is often more expensive and more complicated than getting it right initially.

What the Firm Does

The firm analyzes the specific circumstances of the business and its owners and recommends an entity structure that is appropriate for their situation. This includes selecting the entity type (C corporation, S corporation, LLC, partnership, or other), drafting the governing documents (articles of incorporation, operating agreement, partnership agreement, or shareholders' agreement), advising on the initial capitalization and ownership structure, applying for federal and state tax identification numbers and business licenses, establishing the corporate governance framework (board structure, officer appointments, meeting requirements), and coordinating the entity structure with the owners' estate plans and tax planning.

The firm also handles restructuring for businesses that have outgrown their current entity structure or that were not structured correctly initially. More detail on entity structuring is available on the Business Tax & Entity Structuring page.

Ongoing Compliance

Once a business is formed, it has ongoing compliance obligations. Mississippi corporations must file annual reports with the Secretary of State. Businesses with employees must comply with withholding, reporting, and payment obligations for federal income tax, Social Security, Medicare, state income tax, and unemployment taxes. Businesses that sell tangible goods must register for and collect Mississippi sales tax. And all businesses must maintain their corporate or LLC records, hold required meetings, and keep their governing documents current.

The firm advises clients on these ongoing requirements and can help ensure that the business remains in good standing and in compliance with all applicable federal, state, and local obligations.

If you are considering forming a business or restructuring an existing entity, the inquiry form is the best place to start.