How to Dissolve a Corporation in Mississippi (How to legally Close a Mississippi Business)
MISSISSIPPI BUSINESS SERVICES CORPORATION Incorporate in Mississippi Mississippi Professional Corporation Mississippi Nonprofit Corporation MS Corporation Foreign Qualification Mississippi Corporation Annual Report Mississippi Corporation Dissolution LLC Form a LLC in Mississippi MS LLC Foreign Qualification Mississippi LLC Annual Report Mississippi LLC Dissolution OTHER MISSISSIPPI BUSINESS SERVICES Mississippi Good Standing Certificate Mississippi Apostille Mississippi DBA Name Mississippi Registered Agent MS Corporation Kit and Seal Mississippi Certified Copies MS Business Reinstatement MS Company Name Reservation MS Tax Status Compliance Certificate MS Attorney Good Standing Certificate Mississippi Property Deed MS Employer Requirements QUICK ENTRY FORMS Mississippi Incorporation Mississippi LLC MS Professional Corporation MS Nonprofit Corporation MS Foreign Corporation MS Foreign LLC MS LLC Dissolution MS Corporation Dissolution CORPORATE GLOSSARY   Administrative Dissolution Agent for Service of Process Apostille Apportionment Articles of Incorporation Articles of Organization Assumed Name At Will LLC Authorized Shares B Corporation Benefit Corporation Board of Directors Business Dissolution Business Entity Bylaws Certificate of Existence Certificate of Status Certified Copy Close Corporation Common Stock Conversion Corporate Bylaws Corporate Name Reservation Corporate Stock DBA Disregarded Entity Dividends ESOP Excise Tax Federal Tax ID Ficticious Name Foreign Qualification Franchise Tax General Partnership Good Standing Certificate Incorporator Involuntary Dissolution IRS Form 966 ITIN Limited Liability Company Limited Partnership Liquidation LLC LP Majority Shareholder Meetings Merger Nexus Non-Stock Corporation Nonprofit Corporation Obligated Member LLC Organizer Paid-in Capital Paid-in Surplus Par Value Personal Service Corporation Preferred Stock Privilege Tax Professional Corporation Professional Service Proxy Registered Agent Registered Office Reporting Requirements Revocation S Corporation Series LLC Service Mark Shareholder Sole Proprietor Stated Capital Statutory Agent Stock Certificate Term LLC Trade Name Trademark Trust Trustee Winding Up	What is Mississippi Corporation Dissolution? A Mississippi Corporation is created when the MS Secretary of State approves the Articles of Incorporation. A record of the Mississippi Corporation is added to the list of Corporations which have officially registered with the Mississippi Secretary of State.  Once a Corporation is registered with the Mississippi Secretary of State, that Corporation immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   more... less... A Mississippi Corporation is created when the MS Secretary of State approves the Articles of Incorporation. A record of the Mississippi Corporation is added to the list of Corporations which have officially registered with the Mississippi Secretary of State.  Once a Corporation is registered with the Mississippi Secretary of State, that Corporation immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   If you've registered a Mississippi Corporation with the Mississippi Secretary of State and want to cease business activities you have to let the MS Secretary of State know that you intend to close your company.  Only after the MS Secretary of State has made sure that all of the obligations of the Mississippi Corporation have been fulfilled will the Secretary of State approve of the closure of the company. When the Mississippi Secretary of State approves the closing of a MS Corporation, that Mississippi Corporation is said to be Dissolved.   The process of Dissolving a Mississippi Corporation is called Mississippi Corporation Dissolution. Why do I need to Dissolve a Mississippi Corporation? As soon as a Mississippi Corporation is registered with the MS Secretary of State, that Corporation is responsible for recurring obligations of the Mississippi Secretary of State and the Mississippi Department of Revenue.  If the Mississippi Corporation does not file reports or pay taxes then that MS Corporation could be responsible for penalties which go up as time goes by. Unless you Dissolve your Mississippi Corporation with the Mississippi Secretary of State that MS Corporation will be responsible for all recurring fees and penalties. What do I have to do to Dissolve a Mississippi Corporation? Mississippi Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... Mississippi Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process. There are things you need to do before you can request approval of Corporation Dissolution from the Mississippi Secretary of State; and things that you have to do after the MS Secretary of State has approved Dissolution of the Mississippi Corporation.  What you have to do both before and after the Mississippi Corporation is Dissolved largely depends on how much stock, if any, has been issued and how much and what kind of debts and liabilities that the Mississippi Corporation has.  If the Mississippi Corporation has not commenced business then the MS Corporation Dissolution process is easier. What do I have to do before I Dissolve a Mississippi Corporation? Things you need to do before you Dissolve a Mississippi Corporation.   1. Hold a Directors meeting and record a resolution to Dissolve the Mississippi Corporation   2. Hold a Shareholder meeting to approve Dissolution of the Mississippi Corporation   3. File all required Annual Reports with the Mississippi Secretary of State   4. Clear up any business debt   5. Pay all taxes and administrative fees owed by the Mississippi Corporation more... less... 1. Hold a Board of Directors meeting and record a resolution to Dissolve the Mississippi Corporation If a Board of Directors has been appointed for the Mississippi Corporation then the Board is required to adopt a resolution to Dissolve the MS Corporation. Minutes of the meeting must be recorded and retained in the business records. If the Board of Direcrtors has not been appointed then the Incorporator(s) have to apply for Dissolution of the Mississippi Corporation. We can transcribe and compile minutes or approvals into a form that is legally recognized by the Mississippi Secretary of State. 2. Hold a Shareholder meeting to approve Dissolution of the Mississippi Corporation If a Mississippi Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan. The approval actions should be documented and kept in the business records. If no shares have been issued then the Mississippi Corporation Dissolution process is easier. If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Mississippi Secretary of State. 3. File all required Annual Reports with the Mississippi Secretary of State The Mississippi Secretary of State will not approve the Dissolution of a MS Corporation until all required reports have been filed. We can file any required Annual Report with the MS Secretary of State. 4. Clear up any business debts All creditors of a Mississippi Corporation should be given notice of the pending Corporation Dissolution. Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may be submitted. While the Mississippi Secretary of State does not legally require the publication of a Notice of Dissolution of a Mississippi Corporation, publication is a good way to notify anyone who might have a claim against the Mississippi Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the MS Corporation after the Mississippi Corporation has been dissolved. 5. Pay all taxes and administrative fees owed by the Mississippi Corporation The Mississippi Secretary of State will definitely not approve the Dissolution of a Mississippi Corporation until all outstanding taxes and applicable registration and administrative fees have been paid. less... What do I have to do after I Dissolve a Mississippi Corporation? Things you have to do after you Incorporate in Mississippi.   1. Distribute all remaining assets of the Mississippi Corporation   2. Close all business bank accounts of the Mississippi Corporation   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the MS Corporation's Federal Tax ID (EIN) more... less... 1. Distribute all remaining assets of the Mississippi Corporation If the Mississippi Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests in the MS Corporation. All distributions to Corporate Shareholders must be reported to the IRS. 2. Close all business bank accounts of the Mississippi Corporation If there are any business accounts that have been opened for the Mississippi Corporation then those accounts must be closed. If Corporate business accounts are left open there may be liability and obligations of the Dissolved Mississippi Corporation which could lead to legal problems. 3. Cancel all local business licenses and permits of the MS Corporation If the Mississippi Corporation has obtained any state, regional, county or city business licenses or permits, each of those must be cancelled to avoid any reporting or fiscal obligations of the Mississippi Corporation. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 All Dissolved Mississippi Corporations must file IRS Form 966 with the US Internal Revenue Service. This filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Mississippi Corporation has been legally Dissolved so that it may take the appropriate actions. We can prepare IRS Form 966 for you to file. 5. Cancel the IRS account associated with the MS Corporation's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Mississippi Corporation.  Once the IRS links an EIN to a Mississippi Corporation, that EIN stays with the Mississippi Corporation even after the Company has been Dissolved by the Mississippi Secretary of State. When the IRS processes the final tax return for the Mississippi Corporation, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future. If you should decide to revivie the Mississippi Corporation down the line the IRS will reactivate the old EIN for your new Business. Before a Mississippi Corporation can close an EIN account, it must be in Good Standing with the IRS.  The Mississippi Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Mississippi Corporation cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe. We can prepare the formal documents which you can sign and submit to the IRS in order to close the account associated with your EIN. How long does it take to Dissolve a Mississippi Corporation? The time it takes to Dissolve a Mississippi Corporation varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Mississippi Secretary of State usually takes around 3-5 business days to process the Articles of Dissolution.    more... less... The time it takes to Dissolve a Mississippi Corporation varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Mississippi Secretary of State usually takes around 3-5 business days to process the Articles of Dissolution. Processing times for Mississippi Corporation Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of Mississippi Dissolution filings takes the state around 3-5 business days. PLEASE NOTE: WE CANNOT GUARANTEE MISSISSIPPI SECRETARY OF STATE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the Mississippi Secretary of State . In our experience 3-5 business days is the time it usually takes the Mississippi Secretary of State to process a Mississippi Dissolution filing. We get your Mississippi Corporation Dissolution filing to the MS Secretary of State ASAP. Once it is at the state we have no control over the Mississippi Dissolution approval process. How much does it cost to Dissolve a Corporation in Mississippi? The total cost to Dissolve a Mississippi Corporation varies depending on exactly what is required for each specific MS Dissolution. We charge $249.00 plus any state fees for our Mississippi Corporation Dissolution services. This includes: Same day processing Transcribe minutes of Board of Directors meeting which proposes Dissolution Transcribe minutes of Shareholders meeting at which Dissolution was approved Prepare and file Articles of Dissolution with the Mississippi Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel Federal EIN account Certified copy of Dissolution filing from MS Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these Mississippi Corporation Dissolution services separately as explained on the right side of this web page. What do I have to do if I want to Dissolve a Foreign Corporation that is tied to a MS Domestic Corporation? If there are Foreign Corporations in states other than Mississippi that are tied to the Domestic Mississippi Corporation then each of those Foreign Corporations must be Dissolved before the Mississippi Corporation is legally Dissolved. Can I revoke Dissolution after it is approved by Mississippi? Dissolution of a Mississippi Corporation may be revoked by filing Articles of Revocation of Dissolution with the Mississippi Secretary of State within 120 days of the date on which the MS Secretary of State approved the Dissolution filing. How long before someone can use my Corporation name in Mississippi after I Dissolve? A MIssissippi Corporation company name becomes available for anyone to use when the MIssissippi Corporation is Dissolved by the MIssissippi Secretary of State. There are no Corporation company name protections in MIssissippi once a MIssissippi Corporation has been Dissolved. Do I have to publish a Notice of Dissolution of the Mississippi Corporation? There are no state of Mississippi requirements for the publication of a Notice of Dissolution of a Mississippi Corporation. While the Mississippi Secretary of State does not legally require the publication of a Notice of Dissolution of a Mississippi Corporation, publication is a good way to notify anyone who might have a claim against the Mississippi Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the MS Corporation after the Mississippi Corporation has been dissolved.	MISSISSIPPI CORPORATION DISSOLUTION SERVICES For $249.00 our Mississippi Corporation Dissolution Services include: Same day processing explain We will start processing your application for a Mississippi Corporation Dissolution on the same day that you submit your order.  We get your MS Corporation Dissolution filing to the Mississippi Secretary of State as fast as possible.  Once they get the application, the MS Secretary of State usually takes 3-5 business days to process a Mississippi Corporation Dissolution filing. Transcribe minutes of Board of Directors meeting which proposes Dissolution Transcribe minutes of Shareholders meeting at which Dissolution was approved Prepare and file Articles of Dissolution with the Mississippi Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel the Federal EIN account linked to the Mississippi Corporation Certified copy of Dissolution filing from MS Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE MISSISSIPPI DISSOLUTION SERVICES If you don't need our complete Mississippi Corporation Dissolution package we offer our Dissolution services separately check the box next to any option, price will be calculated automatically Transcribe Board meeting minutes - $75.00   explain If a Board of Directors has been appointed for the Mississippi Corporation then the Board is required to adopt a resolution to Dissolve the MS Corporation. Minutes of the meeting must be recorded and retained in the business records. We will transcribe the minutes of the Board meeting into a format that is legally acceptable in the state of Mississippi. We will also compile a formal resolution to Dissolve the Mississippi Corporation for your records. Transcribe Shareholder meeting minutes - $75.00   explain If a Mississippi Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan. The approval actions should be documented and kept in the business records. We will transcribe the minutes of the Shareholder meeting into a format that is legally acceptable in the state of Mississippi. Prepare and file Articles of Dissolution - $75.00   explain As soon as the preliminary Mississippi Corporation Dissolution actions are completed we will prepare and file the Articles of Dissolution with the Mississippi Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain All Dissolved Mississippi Corporations must file IRS Form 966 with the US Internal Revenue Service. This filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Mississippi Corporation has been legally Dissolved. We will prepare IRS Form 966 for you to file. Prepare EIN cancellation documents - $65.00   explain A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Mississippi Corporation.  Once the IRS links an EIN to a Mississippi Corporation, that EIN stays with the Mississippi Corporation even after the Company has been Dissolved by the Mississippi Secretary of State. When the IRS processes the final tax return for the Mississippi Corporation, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed by the IRS.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account - or with the IRS - in the future. We will prepare formal documents to get your Mississippi Corporation's EIN account closed as quickly as possible. Processing fees $249.00 Mississippi Dissolution fees $35.00 Optional services $0.00 Total cost $284.00 OUR ADVANTAGE We start processing your Mississippi Corporation Dissolution order as soon as it arrives. We get your documents to the Mississippi Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our Mississippi Dissolution services we will refund 100% of your processing fees. We've been helping Corporations legally Dissolve in Mississippi for over ten years.  Our A+ BBB rating speaks for itself! 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