Everything You Need to Know About Missouri Corporations:
Missouri Incorporation Options
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How to Incorporate in Missouri
To start a corporation in Missouri, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Corporations Division. You can file this document online or by mail. The articles cost a minimum of $58.50 to file. Once filed with the state, this document formally creates your Missouri corporation.
Per MO Rev Stat § 351.370 (2019), every Missouri corporation must appoint a registered agent. You don’t need to hire a registered agent, but if you do, make sure your registered agent will list their address on your articles wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your corporation. But you’ll need to know if your preferred name is available. To find out, visit SOS’ Missouri Business Name Search and browse until you find the perfect name for your corporation.
Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Missouri Articles of Incorporation. Follow along with our filing instructions below:
Filing the Missouri Articles of Incorporation
Learn more about each Articles of Incorporation requirement below. Note that the information you provide becomes part of the public record—permanently.
Better yet, skip the form entirely and hire us to incorporate your Missouri business. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private.
1. Business Name
Your name must include “Corporation,” “Company,” “Incorporated,” “Limited,” or an abbreviation of one of these words. Tip: Many corporations opt to keep it simple with “Corp” or “Inc.”
2. Registered Agent and Office
For your Missouri registered agent, you can list an individual state resident (like someone in your Missouri corporation) or a business that provides registered agent service (like Northwest). The registered office is the Missouri street address where your registered agent will be available during business hours to accept legal notifications for your corporation. Tip: When you hire Northwest, our address will go here.
3. Authorized Shares
If you have fewer than 30,000 shares or if the par value of all of your shares is less than $30,000, you just have to tick a box. Have more than 30K shares or $30K in par value? For each class or series, list the number of shares, their par value, and any rights or limitations. Par value is the “face value” (the price listed on stock certificates) and is typically the lowest value the at which the share will be traded. Note that more than $30K in authorized capital will also result in an increased filing fee.
4. Missouri Incorporator
Your incorporator signs and submits your Articles. Incorporators must include their name and address. Your incorporator doesn’t have to be a director or anyone in your corporation—just someone you authorize to submit your Articles. Tip: We’ll be your incorporators when you hire Northwest to form your Missouri corporation.
How long do you want your Missouri corporation to exist? If you want it to continue indefinitely, choose “perpetual.” If you’d prefer to put a self-destruct timer on your business, list the number of years you want to exist. Tip: Most corporations are perpetual.
The state wants to know what sort of business activities you’ll engage in. You can simply list a general purpose (such as “to engage in any lawful activity in the State of Missouri”). You can list a more specific purpose if you’d like, but it’s not mandatory.
This section is optional, but if you’d like to list the number of directors on the board of directors, you can include the number here. Per MO Rev Stat § 351.315 (2019), you’ll need to specify the number of directors in your bylaws if this is not listed in your articles.
8. Effective Date
When do you want your Missouri corporation to begin? If you skip this section, it will begin upon filing. If you’d prefer to start on a specific day (maybe at the beginning of a tax period), you can list an effective date up to 90 days in the future. Tip: Most corporations skip this section.
Why Have a Registered Agent Form Your Missouri Corporation?
Professionals in Missouri hire registered agent services like Northwest Registered Agent for incorporation—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. We are located in Harrisonville, MO. We’re on a first name basis with the people who work in the Corporations Division.
As your registered agent, we list our Harrisonville registered office address on your corporation’s formation documents. Why? If you’re starting a business from your apartment in St. Louis, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding & Business Address
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 5 pieces of regular mail per year; $15 a doc after that).
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your corporation in Missouri. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My Missouri Corporation Is Formed?
After your Missouri Articles of Incorporation are approved, you still have a few more important steps to take, including getting an EIN, drafting bylaws, holding your first meeting, opening a bank account, and learning about state reporting and tax requirements.
Get an EIN
Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.
Why does my Missouri corporation need an EIN?
The IRS requires corporations to get an EIN for their federal tax filings, and the Missouri Department of Revenue requires an EIN for their business registration. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.
How do I get an EIN for my corporation?
You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a social security number, you’ll need to submit a paper application form. Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service.
Write Corporate Bylaws
Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.
For more on Missouri Corporate Bylaws (including free Missouri Corporate Bylaws templates), see our Missouri Corporate Bylaws resource.
Do I need bylaws for my Missouri corporation?
Bylaws are not specifically required by statute. Instead, Missouri Revised Statute § 351.290 (2019) notes that bylaws may be adopted by a corporation’s board of directors. However, it would be highly unusual for a corporation to operate without bylaws as they include essential information and procedures for your business.
Corporate bylaws are internal documents you keep with your other corporate records, such as meeting minutes and resolutions.
What should bylaws include?
Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:
Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?
Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?
Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?
Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?
Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Missouri bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, § 351.215 states that Missouri bylaws can prescribe regulations on how shareholders can access corporate records.
How do I write bylaws?
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your Missouri corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms. We offer many other free corporate forms as well, including templates for resolutions and meeting minutes.
Hold an Organizational Meeting
An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.
Are there any special rules for Missouri organizational meetings?
If the Articles of Incorporation do not name a board of directors, an initial meeting may be held by the incorporators to choose directors and adopt bylaws, or those decisions can be made by unanimous written vote of the incorporators.
Once the board of directors is established, those directors can afterwards hold an organizational meeting at the call of the majority of directors to finish any other initial business. A meeting doesn’t have to be held in Missouri, unless otherwise indicated in the Articles of Incorporation.
Open a Corporate Bank Account
Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.
How do I open a bank account for my Missouri corporation?
To open a corporate bank account in Missouri, you’ll need to bring the following with you to the bank:
A copy of the Missouri corporation’s Articles of Incorporation
The corporation’s bylaws
The corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation. At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.
File Missouri Reports & Taxes
In Missouri, corporations file an initial and annual or biennial report, and file a corporate net income tax.
What is the Missouri Annual Report?
The Missouri Annual Report is a filing you must submit either yearly or every other year. The state requires that an initial registration report must be submitted within 3 months of your company’s incorporation. On your report, you will include information about the company’s principal address and the names and addresses of officers, directors, and registered agent.
You can choose to file subsequent reports yearly or every other year. Those reports will update the information submitted in the initial report. The name and address of your registered agent can be updated on an annual or biennial report, but you’ll need to include written consent from the new registered agent.
How much is the Missouri Annual Report?
A minimum of $20.50. When filing an annual report online, there is a flat fee of $20, but you’ll also a small convenience fee, either $0.50 for paying by eCheck or $1.25 by credit card. Filing the annual report by mail comes with a $45 fee. If you choose to file biennially, the flat fees double to $40 online and $90 by mail.
When is the Missouri Annual Report due?
The filing is due within three months of the end of the anniversary month of your company’s incorporation. A business that was incorporated on March 22, 2022 would need to submit a report in time to arrive on June 30, 2023 if filing annually, or June 30, 2024 if filling biennially.
These filings can be easy to forget—which is why we send our clients automatic reminders for your Missouri Annual Report filings. Or better yet, let us file for you. With our business renewal service, we can complete and submit your annual report for you for $100 plus the state fee.
What should I know about Missouri corporate taxes?
Missouri corporations must pay a 4% corporate net income tax rate.
The Missouri sales tax is 4.225%. City, county and specialty sales taxes can be tacked on as well, making the average total sales tax 6.927%.
Do corporations have to register with the Missouri Department Of Revenue?
Yes, if you conduct business in Missouri, you’re required to register with the Missouri Department of Revenue. You can register online via the Department of Revenue or by filing a Missouri Tax Registration Application (Form 2643). You’ll need your EIN before you can register.
Missouri Corporation FAQs
How can I submit the Missouri Articles of Incorporation?
You can file Missouri articles online or by mail. Mailed filings must be submitted to the following address:
Secretary of State
PO Box 778
Jefferson City, MO 65102
How much does it cost to start a Missouri corporation?
At least $58 for filing the articles and roughly $20-$45 for submitting the initial report.
The base fee to file Articles of Incorporation is $58. If your company has more than $30,000 in authorized capital, the fee to file Articles of Incorporation goes up $5 for every additional $10,000 in authorized shares. Filing online? You’ll also pay a $0.50 eCheck fee or a variable credit card convenience fee ($1.75 for totals between $50.01 and $75).
And the initial report? The base fee is $20 for online filings, but again, there’s going to be $0.50 eCheck fee or a credit card fee ($1.25 for totals up to $50). If you file with a paper form, the filing fee jumps to $45.
Hire us for a one-time fee of $306, including the state filing fees, initial report filing, a year of registered agent service, and more.
How long does it take to start a Missouri corporation?
When filing online, you can expect same-day processing by the state. Filing by mail takes considerably longer to process your Articles of Incorporation, between 5 and 10 days.
Does a Missouri corporation need a business license?
There’s no general, statewide business license required in Missouri, but some cities and counties have different local requirements. For example, if you operate your business in Branson, you’ll need to pay between $50 and $300 each year for a city business license; meanwhile in Springfield, you’ll be required to purchase a city business license for a variable fee plus a $25 Greene County merchant license to boot.
For some license applications you may need an EIN or a certified copy of your Articles of Incorporation. At Northwest, we can streamline the process and get these for you—simply add on these items during checkout.
What is a foreign Missouri corporation?
A corporation formed outside of Missouri—but which conducts business in the state—is considered a foreign Missouri corporation. For example, if you incorporated in Arkansas but decide to open a storefront in Missouri, you would be a foreign Missouri corporation. This also means you would need to register with the state by filing an Application for Certificate of Authority with the Missouri Secretary of State. Foreign corporations are required to file Missouri registration reports either yearly or biennially as well.
Can Northwest help me form a nonprofit corporation?
How can I get a Missouri phone number for my corporation?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your corporation, and maintaining service is just $9 monthly after that. No contract required.
How to Order Missouri Incorporation Service
Our Missouri incorporation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
We’ll form your Missouri corporation for $308 total and include one year of registered agent service, a secure online account filled with business maintenance tools and all the state forms you’ll need, and the lifetime support of our expert Corporate Guides. Just choose Hire Us below, answer a few easy questions about your business, and submit your payment.
Next, we’ll prepare and submit your Missouri Articles of Incorporation to the Secretary of State, Corporations Division. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the Missouri Corporations Division has approved your filing, we notify you that your Missouri corporation has been legally formed. You can now move on to next steps, like holding your organizational meeting and opening a bank account.