How to Start a Nonprofit in Mississippi
Mississippi offers a relatively straightforward nonprofit formation process, but the state has important compliance requirements that can catch new nonprofits by surprise. Most notably, Mississippi requires mandatory annual reporting with no extensions available, and the standard state form is insufficient for federal 501(c)(3) applications.
Formation Requirements
Step 1: Check Name Availability
Your nonprofit's name must be easily distinguishable from other business entities registered with the Mississippi Secretary of State. The name cannot mislead the public regarding your organization's purpose.
Search available names at https://corp.sos.ms.gov/corp/portal/c/page/corpBusinessIdSearch/portal.aspx. You'll also want to check federal trademark availability at https://www.uspto.gov/trademarks/search and confirm your desired domain name is available.
Step 2: Prepare Your Articles of Incorporation
Mississippi Secretary of State Form F0001 is the basic Articles of Incorporation form, available at https://www.sos.ms.gov/business-services/non-profits.
Your Articles must include:
- Your nonprofit's legal name
- Type of nonprofit corporation (nonprofit)
- Period of duration (usually perpetual)
- Initial planned nonprofit activity
- Registered agent name and Mississippi physical street address (no P.O. boxes)
- Street address of your registered office in Mississippi
Critical: The standard Form F0001 does NOT meet IRS requirements for 501(c)(3) status. You must add:
- Asset distribution upon dissolution language (assets must go to qualifying charitable organization)
- Initial board of directors information
- Restrictions on political activity and lobbying
- Statement organizing exclusively for charitable purposes
These provisions should be attached to your Articles as supplemental provisions.
Step 3: File with Secretary of State
Mississippi requires electronic filing only—paper filings are not accepted. Submit your Form F0001 through the Secretary of State's online portal at https://www.sos.ms.gov/.
- Filing fee: $50
- Processing time: 5-10 business days for standard processing
Step 4: Hold Your Organizational Meeting
This is critical: Mississippi Constitution Section 180 requires you to hold an organizational meeting within TWO YEARS of incorporation. Failure to do so may result in the court voiding your nonprofit's charter.
At this meeting, you must:
- Install your initial board of directors
- Determine officer titles and elect officers
- Adopt bylaws
Document this meeting with signed minutes and keep them in your corporate records.
Step 5: Appoint Registered Agent
Your nonprofit must have a registered agent with a physical Mississippi address. Your agent can be:
- An individual resident of Mississippi
- A Mississippi-based business entity
Your agent must have a physical street address, not a P.O. Box. If using a commercial registered agent service, confirm they maintain an actual office location.
Governance Requirements
Board of Directors
For nonprofits soliciting donations, a minimum of 3 directors is required. For non-soliciting nonprofits, requirements are less restrictive. For federal 501(c)(3) status, the IRS prefers at least 3 unrelated directors.
Board members must be natural persons but do not need to reside in Mississippi. There are no restrictions on family members serving together, unlike some states.
Officers
Mississippi law does NOT mandate specific officer titles. You determine officer positions through your bylaws. Common practice includes:
- President (chief executive officer)
- Secretary (manages board meetings and records)
- Treasurer (manages finances)
- Vice President (optional)
Bylaws
Bylaws are required by Mississippi law and must be adopted at your organizational meeting. They are NOT filed with the Secretary of State but are internal governing documents. Your bylaws must address:
- Board composition and election procedures
- Officer roles and election
- Meeting procedures
- Membership provisions (if applicable)
- Amendment procedures
- Financial management and approval procedures
The IRS will require a copy of your bylaws when you apply for 501(c)(3) status.
State Tax Exemption
Income Tax
Mississippi automatically recognizes federal 501(c)(3) exemption for state income tax purposes. Once you receive your IRS determination letter, no separate state application is needed.
Sales Tax Exemption
Sales tax exemption is limited to specific nonprofit types:
- YMCA, YWCA, and Boys' and Girls' Clubs (if nonprofit-owned and operated)
- Elementary and secondary schools (if nonprofit-owned and operated)
- Junior and senior colleges (if nonprofit-owned and operated)
- Nonprofit hospitals
If your organization qualifies, you must submit a separate application to the Mississippi Department of Revenue with a copy of your 501(c)(3) determination letter.
Property Tax Exemption
Property tax exemption is available for:
- Property of charitable societies (used exclusively for charitable purposes)
- Property of historical or patriotic associations
- Property of garden or pilgrimage clubs
- Property of 501(c)(3) foundations
Apply to your local county tax assessor's office. Requirements and procedures vary by county.
Ongoing Compliance
Annual Report (New Requirement)
This is critical: Effective July 1, 2024, all Mississippi nonprofit corporations must file an annual report by May 15 of each year.
- Deadline: May 15 (no extensions available)
- Fee: None
- Filing method: Online only through the Mississippi Secretary of State portal
- Information required: Nonprofit name, incorporation state/country, registered agent name and address
Failure to file results in automatic administrative dissolution of your nonprofit. No grace period is available.
Charitable Solicitation Registration
If your organization solicits contributions, you must register with the Mississippi Secretary of State, Securities and Charities Enforcement Division.
- Initial registration fee: $50
- Renewal fee: $53.14 (includes $3.14 online processing fee)
- Filing method: Online at https://charities.sos.ms.gov/
- When required: Before beginning solicitation
Exemptions from registration:
- Churches and purely religious entities
- Accredited schools and colleges (if soliciting only from alumni, parents, or students)
- Organizations raising less than $25,000 annually with no professional fundraisers
- Political organizations
Federal Form 990
File with the IRS based on your annual gross receipts:
- Form 990-N (e-Postcard) if gross receipts under $50,000
- Form 990-EZ if under $200,000 gross receipts and $500,000 total assets
- Form 990 (full) if you exceed either threshold
Deadline: May 15 (or the 15th of the 5th month after your fiscal year-end)
Missing federal Form 990 filings for three consecutive years results in automatic loss of 501(c)(3) status.
Key Deadlines
- Within 2 years of incorporation: Hold your organizational meeting (critical—charter can be voided if not done)
- May 15 (annually): File Annual Report with Secretary of State (strict deadline, no extensions)
- Before solicitation: Register for charitable solicitation (if applicable)
- May 15 (annually): File federal Form 990 or 990-N
Important Considerations
The Two-Year Organizational Meeting Deadline
This is Mississippi-specific and critical. Courts have invalidated organizations that failed to hold their organizational meetings within two years of incorporation. This isn't a technicality—it's a charter-voiding issue. Add this to your calendar immediately and document the meeting with detailed minutes.
The May 15 Annual Report Deadline
Mississippi's requirement for mandatory annual reporting with absolutely no extensions is strict compared to other states. If you miss May 15, your nonprofit faces automatic dissolution. Set calendar reminders 2-3 weeks in advance.
Standard Form Not Sufficient for 501(c)(3)
The state's Form F0001 is bare-bones. It will be rejected by the IRS if you file it without adding proper 501(c)(3) language. Work with an attorney or use a qualified template service to enhance your Articles before submitting to the IRS.
Charitable Solicitation Is Separate from Incorporation
Many nonprofits complete their Secretary of State filing and forget to register with the charitable solicitation division. These are two separate registrations with potentially different deadlines. If you solicit donations, don't assume incorporation filing covers charitable registration.
Get Started
Mississippi's nonprofit formation is relatively straightforward, but the calendar is unforgiving. The May 15 annual report deadline with no extensions, combined with the two-year organizational meeting requirement, means you need to stay organized from day one.
For more information:
- Mississippi Secretary of State - Nonprofits
- Mississippi Attorney General - Charities
- Nonprofit Startup Navigator Service
Explore our complete formation guide to compare all 50 states, or consider our Nonprofit Startup Navigator service for hands-on support through Mississippi's formation process.