How Much Does It Cost to Form an MO Corporation?
Legal business registration — and maintaining business compliance — involves necessary expenses and investment. Some of these costs are payable to the MO Secretary of State, while others are due to additional state entities or the federal government. Here are some common requirements and fees.
Please note that fees for a State of Missouri business license or permit may be due when you first form your business, on an ongoing schedule or on an ad hoc basis. Find more details below.
Initial Missouri Corporation Filing Fees
When starting a business in Missouri State, you’ll need to file a form and pay a filing fee. Here are the current Missouri corporation filing fees and times:
When you use Incfile to register a business in Missouri, we charge you the state filing fee and forward it to the Secretary of State when we file your incorporation paperwork.
Employer Identification Number
Every corporation in the country should have a unique EIN (Employer Identification Number) from the Internal Revenue Service. You'll use it when you open a business bank account, file taxes and pay employees. You can get one directly from the IRS, or Incfile can get one for you.
If you want to do business in a state other than the one where your business is based, you must create a Foreign Corporation.
Missouri Foreign Corporation Registration
Before you can bring an arm of your business from another state into Missouri, you must request Missouri Foreign Qualification. This means the state gives you permission to conduct business there.
To request registration of a Missouri Foreign Corporation, you must complete an Application for Certificate of Authority and pay a processing fee of $155. The state may have additional registration requirements, so contact the Missouri Secretary of State directly for more information and to ensure you're in compliance with MO corporation law.
Foreign Qualification to Operate in Another State
If you plan to expand your Missouri corporation into another state, you’ll first need Foreign Qualification or a Certificate of Authority from that state. This is necessary before you can create a physical presence, hire employees or bank in that state.
You'll likely have to complete at least one application and pay a filing fee, but each state has its own requirements. Before you start the process, compare state filing times and state filing fees so you can plan accordingly.
Above all, contact the state government entity that administers business (usually the Secretary of State) to confirm their requirements and for specific instructions.
If you need assistance, Incfile provides a complete Foreign Qualification service for all states.
Missouri Annual Registration Report Requirements
Most states require business entities to file an annual (or other periodic) report. Missouri requires either an annual registration report or a biennial registration report to be filed every one or two years with the MO Secretary of State. It's up to you to decide which periodic filing you prefer.
When you complete your registration report you should do so online by logging into your account with the Secretary of State. Depending on whether you chose an annual filing or a biennial filing, your filing fee will vary. The filing fee for an annual filing is $20 and for a biennial filing it is $40. If you choose to file by mailing in a paper form, the fee will be $45 and $90, respectively.
Initial Annual Report
Corporations are required to file the Initial Annual Report within 90 days of the Date of Incorporation.
On last day of corporation's anniversary month; must be within 90 days after due date.
State of Missouri Business License and Permit Requirements
Before you start doing business, you must secure the necessary state, federal or local business licenses and permits to operate your corporation. Some of the fees will only need to be paid once, while others may be ongoing charges.
Permits and licenses vary based on:
You are required to have Missouri corporation bylaws if you form a corporation in the state. You don't need to file them with the Missouri Secretary of State, but make sure you have them with your business documents and by all means, continue to follow them.
This document outlines rules for carrying out tasks related to managing your corporation including, but not limited to:
- the number of directors the corporation has
- how they'll be elected, their qualifications and the lengths of their terms
- when, where and how your board of directors can call and conduct meetings
- voting requirements
The bylaws must then be adopted (and amended, if necessary) by the board of directors and shareholders.
Drafting a set of bylaws can be extremely helpful in making sure you’re organized and can help protect your business from any future changes and events that may affect your business.
Other MO Corporation Filing Requirements and Fees
The State of Missouri requires you to complete a few more tasks before you can begin conducting business.
Every corporation in Missouri is required to have a president and a secretary. Other offices may also be filled such as vice president and treasurer, and one individual may hold more than one office simultaneously.
Issue Stock to Shareholders
To raise business capital and keep it separate from company owners' money, every Missouri corporation must sell stock to its shareholders. The Articles of Incorporation must authorize the sale of at least one class of share, and the corporation cannot sell more shares than are authorized.
Hold Annual General Meetings
Corporations in Missouri are required to hold annual shareholder meetings, however if you fail to do so, Title 23, Chapter 351, § 351.225 states, "Failure to hold the annual meeting at the designated time shall not work a forfeiture or dissolution of the corporation."
Change the Registered Agent
If your corporation is based in Missouri, then you must have a Registered Agent in the state. You'll need to appoint one when you file your Articles of Incorporation. You can also change to a new Registered Agent later by filing a form and paying a fee of $10.
Reserving a Name for Your Corporation
If you're not quite ready to start your business, you can reserve a name for 60 days with the Secretary of State by filing a form and paying a fee of $25. First, conduct an MO corporation search and learn the state's business naming rules to ensure you choose a name that meets legal requirements.
Amending Facts About Your Corporation
When you incorporate, the Missouri business forms you fill out include certain facts about your business at that time. Through the years, some or all of this information may change. If it does, you'll need to file an Amendment of Articles of Incorporation with the Secretary of State along with a filing fee of $25. You can do this yourself or Incfile can do it for you.
You'll need to file an Amendment of Articles of Incorporation when you:
- Change the company's name
- Add, remove or change a director
- Change the Registered Agent
- Change the number of shares your corporation is authorized to issue
- Change any other facet of your business that was listed on the original Articles of Incorporation
Get a Certificate of Good Standing
Some organizations may request that you prove your corporation's compliance with laws and tax requirements. In most states, including Missouri, this proof is provided with a Certificate of Good Standing.
If you need to prove you have met your commitments, you’ll need to request an MO Certificate of Good Standing from the Secretary of State. You can do this by logging into your account and placing the order online. The Missouri SOS has provided a detailed walkthrough resource to help you navigate this process. The fee for ordering a Certificate of Good Standing is $10 and a $1.25 convenience charge may also be applied.
The information listed above details many of the fees a standard corporation will be required to pay in Missouri. In some circumstances, there may be other one-off, periodic or ad hoc fees not listed above.
Of course, your corporation will also probably need to pay federal, state, self-employment (if it's an S Corp) and other taxes. You'll find more information on the Missouri taxes page.