Obtaining a Certificate of Good Standing in Mississippi

A Mississippi Certificate of Good Standing (CGS) is proof that your business is a valid entity in the state and compliant with the state’s laws. It can prove to be a useful document in facilitating business operations in any state you want to expand into. It may also be required for things like entering into contracts with other businesses or selling all or part of your company.

In this guide, we aim to explain what a Certificate of Good Standing is, its benefits, and how you can obtain one.

What is a Mississippi Certificate of Good Standing?

A Mississippi Certificate of Good Standing is a legal document verifying your business’s valid existence. You can use it to prove you are legally authorized to conduct business in the state of Mississippi. In other states, this document may be referred to as a Certificate of Existence or a Certificate of Status.

Which Mississippi office issues Certificates of Good Standing?

The Mississippi Secretary of State is the office that issues the Mississippi CGS. You can order one through the office’s website; to do so, you’ll need to create an account and pay a fee of $25 (as of 2021).

Before ordering this certificate, you need to ensure your business is in compliance with all the relevant state laws. Let ZenBusiness take the stress out of meeting state requirements and help keep you in good standing through our worry free compliance services.

What does a Certificate of Good Standing confirm?

A Certificate of Good Standing demonstrates that your business is in existence and has been legally authorized to conduct business in Mississippi. The certificate, signed by the Secretary of State, contains confirmation that you have delivered the current annual report, that all fees and taxes owed to the state have been duly paid, and that your business is in good standing.

Specific pieces of information contained in a Mississippi CGS include:

• The legal name of your business.
• Your business’s date of formation.
• Confirmation that no Articles of Dissolution or Certificate of Withdrawal has been filed.
• Proof that the Mississippi annual report has been delivered.
• Verification that the relevant fees, taxes, and any penalties have been paid.
• Documentation that your business exists and is legally authorized to conduct business in Mississippi.
• A signature from the Mississippi Secretary of State.

Why might a business need a Mississippi Certificate of Good Standing?

Your company isn’t strictly required to maintain a current CGS, but there are plenty of business situations in which it’s likely you’ll need one. Examples include:

• Registering to do business in another state. As your business grows, you might want to expand your operations to nearby states. Your business is considered a domestic entity in the state in which it was formed and a foreign entity in all other states. You might require a Certificate of Good Standing to register as a valid foreign (out-of-state) entity in another state before you are permitted to start business operations there.
• Securing funding. If you’re looking to get venture capitalists or investors involved in your business, a CGS might strengthen your case by proving your business is a valid, state-compliant entity.
• Opening a business bank account. Banks might ask you to produce a CGS before opening a business account with them.
• Buying business insurance. In today’s unpredictable business environment, insurance acts as a safety net for your business. Insurance providers might ask for a Mississippi CGS to understand your legal and financial standing before providing proper coverage.
• Contract formation with another state or business. If you’re looking to partner with other businesses or expand your operations to other states, a CGS could make the process easier. A CGS might be necessary for registration purposes, depending on the state you want to work in.
• Selling/transferring part or all of the business. A potential buyer might ask for a CGS before purchasing part or all of your business.
• Renewing certain permits and licenses. A CGS is proof that your business is already in good standing with the state. This can make the process of permit and license renewals easier.

What Mississippi entities can obtain a CGS?

Business entities registered with the Mississippi Secretary of State can obtain a CGS from the same office. Such entities include LLC and corporations. To form a limited liability company in Mississippi, you need to file a Certificate of Formation with the Secretary of State. To form a corporation, you need to file Articles of Incorporation with the same office.

In addition to LLCs and corporations, there are other business entities that need to register with the state, such as limited partnerships and nonprofit corporations.

Entities that don’t need to be registered

Sole proprietorships don’t require any filing with the Secretary of State. In this business structure, the owner is responsible for any debts or obligations of the business.

Similarly, in general partnerships, business assets are jointly owned by the partners, who are personally responsible for those assets and any business debts and liabilities. General partnerships also don’t require formal registration with the Secretary of State.

How to get a Mississippi Certificate of Good Standing

You can order a Certificate of Good Standing from the Mississippi Secretary of State. The steps involved in ordering the certificate are outlined below:

Check to make sure your business is in compliance

Before you order a CGS, you need to ensure your business is following state laws. This means you need to verify that your annual reports have been filed with the Secretary of State, that all fees and taxes owed to the state have been paid before the relevant deadlines, that all your permits and licenses are up to date, and that your business has resolved any outstanding debt.

Making sure that all of your business affairs are properly squared away can be a complicated and time-consuming process. If you need professional assistance in sorting out your compliance requirements, ZenBusiness can help. Our Worry-Free Compliance service helps you handle your regulatory concerns so you can focus on the work of running your business.

Request a Certificate of Good Standing

Visit the Office of the Secretary of State’s online portal to request a Mississippi Certificate of Good Standing. You need to register online by providing details such as your name, your mailing address, and your business email. Use the username and password generated to log into your account. Find the Order Documents link and enter your Business ID to proceed.

Next, select the Certificate of Good Standing option. Review and submit the order. You can pay the $25 fee with a credit card or eCheck. You’ll receive the CGS immediately online once the payment is processed.

Validity of Certificate of Good Standing

A Mississippi CGS has no inherent expiration date, but the validity of the document is determined by the entity requesting it. For example, an investor might ask you for a CGS obtained in the last 30 days.

Send to requesting party

A Mississippi CGS is available online once the fee amount has been processed. You can download the certificate, print it, and send it out to the requesting party.

Conclusion

Compliance may not be simple to keep up with, especially when considering all the other aspects that make a business go round. At ZenBusiness, we understand that your business needs don’t stop after the business has been registered. ZenBusiness can help keep you in good standing with our worry free compliance service. With this service, we not only help keep your business in compliance, but we can also secure a Mississippi CGS for you if you need one; you just pay the state fees. And, if you don’t have worry-free compliance but still need a CGS, our Certificate of Good Standing service can help.