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When forming a new company in the State of Missouri, more likely than not, you will be creating either a limited liability company (LLC) or a corporation. A corporation is a business entity that limits the liabilities of its owners, but requires that you meet many regulatory requirements, such as preparing annual reports, establishing bylaws and distributing shares. An LLC allows you to enjoy the same limited liabilities of a corporation, while bypassing the formalities of managing a corporation. With an LLC, you can also report all profits or losses through the individual members of the company.
All companies operating in Missouri fall under one of two categories: “domestic” or “foreign.” Domestic companies are those that first formed their businesses in the State of Missouri. Foreign companies are those that first formed their businesses in another state but have registered to do business in Missouri. Different requirements apply for creating domestic companies or registering foreign companies for business in Missouri.
LLCs
Domestic: The name of your domestic LLC must include the words “limited liability company,” “limited company,” or an abbreviation of these terms. The state requires that all LLCs maintain an office where official records will be kept, though this need not be your registered office or primary place of business. After you have completed your Articles of Organization, send two copies to the Missouri Secretary of State.
Foreign: The name of your foreign LLC must meet the same requirements of a domestic LLC. After you have completed your Application for Registration of a Foreign Limited Liability Company, send two copies to the Missouri Secretary of State, along with a certificate of good standing or existence from your state of origin.
All domestic and foreign companies are subject to a $25 filing fee when reserving a business name, along with a $105 filing fee for forming or registering the company for business.
Corporations
Domestic: The name of your domestic corporation must include the words “corporation," "company," "incorporated," "limited" or an abbreviation of one of these terms. When you have completed your Articles of Incorporation, send two copies to the Missouri Secretary of State. The Secretary will then issue your Certificate of Incorporation. Also include a $3 check made payable to the Missouri Department of Revenue to cover the filing fee, along with an incorporation tax payment based on the dollar amount of all authorized shares: $55 for authorized shares not exceeding $30,000; $55 plus $5 for each additional $10,000 shares, for authorized shares exceeding $30,000.
Foreign: The name of your foreign corporation must meet the same requirements of a domestic corporation. When you have completed your Application for Foreign Corporation for a Certificate of Authority to Transact Business in Missouri, send an original and a copy to the Missouri Secretary of State, along with a certificate of existence from your state of origin. Also submit a $155 filing fee to the Missouri Secretary of State.
All corporations, domestic or foreign, must submit an Initial Annual Registration Report on or before the 15th day of the fourth month after qualification. The filing fee for the registration report is $45 for domestic corporations and $40 for foreign corporations. If applicable, an initial Corporation Franchise Tax Return and payment are also due on or before the 15th day of the fourth month after qualifying for business.
Registered Agents
One of the first important responsibilities of any new business owner will be to designate a “registered agent” to represent your company. Registered agents are required by law to receive “service of process” from the state on the company’s behalf. Service of process may include any important legal files and documents the state may send you. If and when your company decides to expand its operations beyond the State of Missouri, you will need to designate a new registered agent in every new state in which you decide to operate.
National Registered Agents, Inc. (NRAI) simplifies this responsibility for you by offering professional registered agent services for companies of all kinds in the State of Missouri. Our agents have experience working with the laws and regulations of the state. With an experienced network of trusted agents in all 50 states, we can also take care of your company no matter where you may decide to expand in the future.
To learn more about NRAI’s services, call us for a personalized consultation with one of our customer service specialists: (800) 520-6724. We can help you get started by learning more about your business and tailoring our services to meet the unique needs of your company. Even if you have already designated a registered agent for your company, we can help you make a quick transition to NRAI.
