Dissolving a company in Mississippi
The state-level facts for closing an LLC or corporation in Mississippi: the dissolution filing, its fee, whether tax clearance comes first, and the tax obligations that keep accruing until the filing is accepted. Every fact links to the official government source it was read from.
Mississippi LLC
- Dissolution filing
- Certificate of Dissolution (limited liability company) (F0103) — filed with the Mississippi Secretary of State, Business Services Division. (official source)
- Filing fee
- $50 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Annual report (franchise tax applies only to LLCs taxed as corporations)
- File the annual report (no fee for domestic LLCs) while the company exists. An LLC treated as a corporation for federal income tax purposes files Mississippi corporate income and franchise tax returns until officially dissolved through the Secretary of State. (official source)
- Final state return
- File the final Mississippi return with the Final Return box checked on the face of the return; the Department of Revenue requires notification when a business closes. (official source)
Worth knowing
- Business filings run through the Secretary of State's online filing system; documents are returned by email and some filings are approved immediately on payment.
- The Secretary of State's website blocks automated requests, so the fee schedule was verified against a Wayback Machine capture (2026-08-05) of the official FeeSchedule.pdf.
- Domestic LLC annual reports are free, but a foreign LLC's annual report costs $250 — a strong reason for out-of-state LLCs to cancel their registration once Mississippi operations end.
Mississippi corporation
- Dissolution filing
- Articles of Dissolution (profit corporation) (F0014) — filed with the Mississippi Secretary of State, Business Services Division. (official source)
- Filing fee
- $25 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Corporate franchise tax (phasing out through 2027) and $25 annual report
- File the final combined corporate income and franchise tax return with the Final Return box checked. Franchise tax accrues every year the corporation exists — $0.50 per $1,000 of capital employed (minimum $25) for tax years beginning in 2026 — until the corporation is officially dissolved through the Secretary of State. (official source)
- Final state return
- File the final corporate income and franchise tax return with the Final Return box checked on the face of the return; the corporation must hold no Mississippi assets for the final return to be valid. (official source)
Worth knowing
- Every corporation domesticated or qualified in Mississippi must file a corporate income and franchise tax return even if it is inactive and has no assets — the filing obligation only ends when the corporation is officially dissolved or withdrawn through the Secretary of State.
- The Department of Revenue notifies the Secretary of State when an entity fails to file or pay franchise tax, which can lead to suspension.
- A withdrawing foreign corporation completes the process by filing a final return with the Department of Revenue and must hold no Mississippi assets for that final return to be valid.
- The Secretary of State's website blocks automated requests, so the fee schedule was verified against a Wayback Machine capture (2026-08-05) of the official FeeSchedule.pdf.
- Filing fees are set in statute by the Mississippi legislature; the Secretary of State does not control the amounts.
Closing a company is more than the state filing — payroll accounts, sales-tax permits, franchise-tax finals, federal returns, and creditor notices all have their own order and deadlines. A Winddown runbook sequences all of it for your specific company, with drafted consents and creditor notices included.
Sourced from the official pages linked above; facts we could not verify against an official source are shown as links rather than numbers. Requirements and fees change — the linked pages are authoritative. General information, not legal or tax advice.