Mississippi Foreign Registration / Cancelling
Ending a foreign LLC registration in Mississippi with F0203
A foreign LLC leaves Mississippi by filing the Certificate of Cancellation of Foreign Limited Liability Company, F0203 on the fee schedule, for $25. The Revised LLC Act says the registration is cancelled by delivering a signed certificate of cancellation to the Secretary of State, and that a foreign LLC may cancel whenever it stops transacting business here. We prepare the filing for $199.
Cancellation at a glance
- Title
- Certificate of Cancellation of Foreign Limited Liability Company
- Schedule ID
- F0203
- Fee
- $25
- When
- On finishing winding up, or whenever the LLC stops transacting business in Mississippi
- Signed by
- Someone with signing authority under home law
- Corporations
- F0015, $25
When should a foreign LLC cancel?
The Act gives two occasions. The LLC cancels when it finishes winding up its affairs, and it may cancel any time it stops transacting business in the state. The word may matters: a company that has stopped working in Mississippi is not required to cancel, but it keeps the yearly report fee, the agent requirement and the revocation risk until it does. If you are done with Mississippi, cancel and the $250 reports stop.
What the certificate of cancellation does
The cancellation ends whatever authority the registered agent held to accept legal papers, and it works as the LLC's consent that the Secretary of State may accept service of process for claims that arise from the business it transacted here. In other words, the LLC stays reachable for Mississippi claims after it leaves, through the state. Keep the home-state address current, because that is where the notice goes.
What the whole stay costs
The state's charge to leave is $25, and we check that figure again when the certificate goes in. Over a short stay the sums are simple: an LLC that registered for $250, filed one $250 report and then cancelled has paid Mississippi $525 in all. Every year it stays registered without working here adds another report.
How the certificate is signed
The Act wants the signature of someone whose authority comes from the home jurisdiction's law. The signed certificate is then delivered to the Secretary of State with the fee. We prepare it for that person's signature and send it in once it is signed.
Before you cancel: the checklist
Work through these before the certificate is filed. File any yearly report that is already due, because a cancelled registration does not erase an unpaid obligation. Close or move the Mississippi bank accounts and contracts that tie the company to the state. Notify the registered agent, so it can plan for the end of the appointment. Settle Mississippi taxes with the Department of Revenue, which is outside this filing. And keep copies of the filed certificate with the company's records.
If the registration was already revoked
A registration that the Secretary of State has revoked is a different path. Revocation follows 60 days of notice, and reinstatement is by application at $100. Mention the revocation on the questionnaire; we check the state's record first and then prepare what the record calls for. The penalties page covers revocation and reinstatement.
Corporations withdraw, they do not cancel
A foreign corporation uses a different filing: the certificate of withdrawal application, F0015, for $25. Foreign limited partnerships cancel for $25 and foreign limited liability partnerships for $25. The corporation page has the corporate fees.
What happens to the yearly report
Once the registration is cancelled, the April 15 report no longer applies to the LLC. Before that, the report is still due, and missing it by 60 days is a ground for revocation, which is why most companies file the last report and then cancel. A company that cancels before April 15 comes around has no report to file for that year.
What cancelling does not do
Cancelling affects only the Mississippi registration. It does not dissolve the company, it does not close the home-state record, and it does not clear Mississippi tax accounts. A company that is ending altogether files its home-state dissolution as well, and the Act treats a completed winding up as a reason to cancel here too.
Cancelling a foreign LLC in Mississippi
File any report that is due
The report is $250, due April 15.
Tell the registered agent
The appointment ends with the cancellation.
Prepare the certificate of cancellation
Company name, home state and signer.
Sign and file
The fee is $25.
Keep the filed copy
It is the record that the registration ended.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Cancellation questions
Is cancelling required when we stop working in Mississippi?
The Act says the LLC may cancel. Until it does, the registration continues, with its report and agent duties.
Can the Secretary of State still serve the LLC after cancellation?
Yes, for claims arising from its Mississippi business.
Can a company come back after cancelling?
Yes, by filing a new application and paying the fee again.
Does cancelling end the home-state registration?
No. It affects only Mississippi.
Our fee and Mississippi's
Register before the days add up
Mississippi$199
+ $250 Mississippi fee
- Your answers turned into the Mississippi foreign LLC application
- Your formation-state certificate held up against the age limit
- An agent at a Mississippi street address, from us or from you
- The registration as filed, delivered to you
- Renewal: after the first year, the agent service renews at $149 a year
The state portion is $250. Checkout lists it on its own line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Mississippi Secretary of State, business filing fee schedule
- Mississippi Limited Liability Company Act (Secretary of State copy)
- Start Your Business in Mississippi, registering foreign companies
- Mississippi Secretary of State, business FAQs
- Mississippi Secretary of State, annual reports
- Mississippi Secretary of State, services and fees schedule
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