Updated August 12, 2026. Quick answer. To dissolve an LLC in Mississippi you file the Certificate of Dissolution, and it can be filed online or on paper. Fee: $50. Mississippi requires no tax-clearance certificate to accept the filing. Until that filing is accepted the LLC still legally exists — and whatever Mississippi charges an LLC each year keeps accruing against it.
What you file in Mississippi, and what it costs
| Item | Detail |
|---|---|
| Filing | Certificate of Dissolution, Form F0103 (MS LLC Certificate of Dissolution), filed with the Mississippi Secretary of State, Business Services Division |
| Fee | $50 |
| How you can file | both — SOS Business FAQs: ‘All business filings may be submitted and paid for online’; ‘If you do not wish to pay online, forms may be completed online then printed off and mailed with a check. Be aware that paper registrations will take significantly longer to process than online filings.’ Online via corp.sos.ms.gov is the primary route. |
| Tax clearance | not required |
| Statute | Miss. Code Ann. §§ 79-29-205 (certificate of dissolution), 79-29-801 (nonjudicial dissolution), 79-29-821 to 79-29-825 (administrative dissolution/reinstatement) |
Single-step filing. Miss. Code Ann. § 79-29-205(1): ‘A certificate of dissolution must be delivered to the Office of the Secretary of State for filing upon commencement of winding-up of the limited liability company in connection with the dissolution of the limited liability company pursuant to Article 8 of this chapter.’ Filed through the SOS online filing portal (corp.sos.ms.gov). Form number F0103 per the SOS Business Documents Filing Fees schedule.
On the fee. SOS fee schedule line: ‘F0103 MS LLC Certificate of Dissolution $50’ (Business Documents Filing Fees, sos.ms.gov). No online/paper price split published. Payment online by credit card, e-check, or ACH.
Tax clearance in Mississippi
No tax-clearance certificate is required to file in Mississippi. That is not the same as owing nothing — it means the state will accept the filing without a revenue-agency sign-off first.
No pre-dissolution tax clearance: § 79-29-205 imposes no tax-clearance condition and the SOS fee schedule/filing instructions list none. Negative verified from the statute text (extracted from the SOS’s own Revised LLC Act PDF) and the SOS fee schedule. Note the inverse mechanism exists: under § 79-29-821(e) the Department of Revenue notifying the SOS of tax delinquency is a ground for ADMINISTRATIVE dissolution.
Do not just walk away
Closing the business is not closing the entity. Administrative dissolution by SOS; grounds include annual report or fees 60+ days late, or DOR-reported tax delinquency; reinstatement $50
Miss. Code Ann. § 79-29-821: SOS may administratively dissolve if the LLC ‘does not deliver its annual report to the Secretary of State within sixty (60) days after it is due,’ does not pay fees within 60 days, is without a registered agent for 60 days, or ‘the Department of Revenue notifies the Secretary of State that the limited liability company is delinquent in any payments or tax owed.’ Procedure per § 79-29-823 (notice, then dissolution if not cured); reinstatement per § 79-29-825, Form F0022/F0109 ‘LLC Reinstatement $50’ on the fee schedule. The domestic LLC annual report itself is $0, so state filing fees do not accrue, but an administratively dissolved LLC may only wind up.
Closing the tax accounts
File final returns and close all MS DOR tax accounts (sales, use, withholding) via TAP
MS DOR Business Tax FAQs: ‘If you cease operations, a final return must be filed even if you were in business only a few days during the final month’; taxpayers ‘must notify the Department of Revenue when your business… ceases operating in Mississippi by logging into your TAP account’ — TAP allows you to close an account. Source: dor.ms.gov/business/business-tax-frequently-asked-questions. Mississippi LLC annual report to SOS is $0, and LLCs are not subject to the corporate franchise tax.
Before you file
- The order the steps go in — internal decision, creditors and distributions, the state filing, the final returns, then the registrations you are still paying for.
- What an LLC costs to keep alive in Mississippi — the bill that keeps running until this filing lands.
- What dissolution costs in all 51 jurisdictions — the fee, the filing route and the tax-clearance flag, side by side.
- What happens if you simply stop filing — administrative dissolution is the walk-away trap happening to you rather than by you.
We do not form or dissolve LLCs, sell filing services, or take a commission from anyone who does. No advertising appears on this page and we earn nothing from it.
Sources and limits
Miss. Code Ann. §§ 79-29-205 (certificate of dissolution), 79-29-801 (nonjudicial dissolution), 79-29-821 to 79-29-825 (administrative dissolution/reinstatement). Fee, form and procedure read 2026-08-10 from the official source.
Research note. Statute text from https://www.sos.ms.gov/content/documents/pol_res/llcs/1revisedLLCact.pdf (SOS-hosted copy of the Revised LLC Act); form/fee from the SOS fee schedule PDF; filing-method quotes from https://www.sos.ms.gov/business-services/business-faqs; DOR steps from https://www.dor.ms.gov/business/business-tax-frequently-asked-questions. Online dissolution filing entry point: https://corp.sos.ms.gov/forms/BusinessServices/Dissolutions/Dissolution.
Honest gap. This page covers the state filing that ends the entity, its fee and its tax-clearance condition. It does not cover creditor claims against a dissolved LLC, disputes between members, the tax treatment of a final distribution, reinstatement after an administrative dissolution, or withdrawal from any other state you registered in — each of those has its own rules. General information, not legal or tax advice. See methodology and corrections.