How to Start an S-Corp in Missouri


Steve Goldstein
Steve Goldstein
Business Formation Expert
Steve Goldstein runs LLCBuddy, helping entrepreneurs set up their LLCs easily. He offers clear guides, articles, and FAQs to simplify the process. His team keeps everything accurate and current, focusing on state rules, registered agents, and compliance. Steve’s passion for helping businesses grow makes LLCBuddy a go-to resource for starting and managing an LLC.

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Start an S-corporation in Missouri

Missouri, popularly known as The Show-Me State, offers a bunch of benefits for business owners, especially the state capital Jefferson City has a lot to offer to the rising entrepreneurs in the state. If you want to start a business in Missouri, you must choose an appropriate corporate structure. You can have a corporation or a sole proprietorship or set up an LLC in Missouri. There are a few guidelines that you should be aware of when it comes to starting an S-Corporation. In Missouri, S-Corporation is businesses’ most common corporate structure, especially start-ups. It was developed in order to give companies limited liability protection while preserving the advantages of being a distinct legal organization.

In this article, you will learn about how to start an s-corporation in Missouri. You will also learn whether an s-corporate business structure suits your business. Please read all the points carefully before starting your business in Missouri.

What is an S-Corp in Missouri?

An S corporation (S-corp) is not a type of corporate entity, unlike a limited liability company (LLC) or other business structures. It’s a tax classification that might result in significant financial savings for both corporations and LLCs but in different ways. S-corp is similar to LLC, except that the IRS treats it as a corporation for tax purposes.

If you want an S corp status for your business, you can always form an LLC to protect your personal assets from business debts. It takes some basic steps to have a successful s-corporation in Missouri. S-Corps do pay corporate income taxes, but they are still treated as disregarded companies for federal tax purposes.

S-corps pay corporate taxes that LLCs do not have to pay. If you want to have an S-corp status, then we would recommend you have an LLC instead. This will protect your personal assets from your business liabilities and you don’t have to pay any corporate taxes.

–LLCBuddy Editorial Team

Limitation and Requirements of S-Corp in Missouri

As you have decided to have an S-Corp structure for your business, you must know the limitations and requirements to qualify for S-Corp status. We have listed some important points to consider following for your reference-

  • Be a domestic corporation.
  • Not be an ineligible corporation, such as specific financial institutions, insurance providers, or domestic corporations engaged in overseas sales.
  • Have just one type of stock.
  • Have a maximum of 100 shareholders or members.
  • Have only permitted individuals, certain trusts, and estates as stockholders or members.

If you are qualified for the limitations and requirements, you can apply for an S-Corp in Missouri.

How to Start an S-Corporation in Missouri?

To create S-Corp in Missouri, you must follow the below guidelines that include forming a business name, hiring a Registered Agent, filing your Articles of Organization, creating an operating agreement in Missouri, requesting an EIN, filing a form 2553.

Step 1: Register a Business Name in Missouri

After you have decided on the idea to start an S-Corp in Missouri, deciding the name for your corporation is significant. Legal procedures should be taken into account when choosing your partnership name. Choose a business name that will enable you to develop a strong brand identity.

If you want to set up an LLC, there is a complete guide on Missouri LLC name guidelines for a proper LLC name. Here are some guidelines you must follow while naming your S-corp.

  • Avoid profanities
  • The name should be available, and no other entity should have the same name in Missouri.
  • Limit of restricted words that need a license in Missouri, for example, doctors, attorneys, etc.
  • Do not use a business name that sounds like a government agency or entity (like “police,” “county,” and “state”)

Step 2: Hiring the Missouri Registered Agent

The next step in starting an S-corp in Missouri is hiring a Missouri Registered Agent, a person that accepts legal paperwork on behalf of your business. This person or business will receive important tax forms, legal documents (such as subpoenas), all notices of lawsuits, and other official government correspondence in Missouri. Forming an LLC and an S-corp will be easier if you have Registered Agent in Missouri.

Step 3: File Your Missouri Articles of Organization

The Articles of Organization is an important document to start your limited liability company (LLC). Missouri Articles of Organization is a simple document that contains the business name and address as well as the name and address of the person who received lawsuits on behalf of the organization. In order for the “Articles of Organization” to be filed, you need to pay a filing fee to the state. In Missouri, the filing fee is $105 (by mail and $50 online).

In California, along with the Articles of Organization, you must send the Statement of Information to file your company. The statement of information is a mandatory document in California, but other states do not have this document.

Step 4: Creating an Operating Agreement in Missouri

After you have filed your Articles of Organization in Missouri, the next step is to create an LLC operating agreement in Missouri. The Missouri LLC operating agreement is essential and necessary since it will cover your corporation’s important documentation and rules. The operating agreements usually include the following-

  • Article I: Organization
  • Article II: Management and Voting
  • Article III: Capital Contributions
  • Article IV: Distributions
  • Article V: Membership Changes
  • Article VI: Dissolution

After creating the LLC operating agreement, you can benefit in several ways since it will discuss how decisions for the business will be made, including management and member voting structure. For more details about how an operating agreement works, please check Operating Agreement.

Step 5: Request for EIN in Missouri

After documenting the operating agreement, you should get or request an Employer Identification Number (EIN). An EIN will serve as the tax ID for your general partnership. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in Missouri can be through the following:

  • Apply Online- You can apply for EIN online, the most desirable and fastest method for users.
  • Apply by Fax- Another method of obtaining EIN is to fax Form SS-4 (PDF) after entering all the correct information to (855) 641-6935.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is 4 weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

If you would like to be assisted in getting an EIN in the Internal Revenue Service, we can get your EIN for you. Our EIN service is quick and hassle-free. For more details about EIN for your business, check why you need EIN.

Step 6: File Form 2553 for Your S-Corp Business in Missouri

Once you have obtained your EIN and Articles of Organization to form an S-Corp, you must file Form 2553, Election by a Small Business Corporation, to apply for S-corp status. Filing a form 2553 should be done 75 days after the formation of your S-Corp, or not more than 75 days after the beginning of the tax year in which the election is to take effect.

If your LLS-Corp has passed the deadline of 75 days, you must also file Form 8832, Entity Classification Election, in order to opt to be taxed as a corporation. Then you would send Form 2553 and Form 8832 jointly by certified mail from the USPS. In Missouri, you can send your form 2553 to the Department of the Treasury Internal Revenue Service Center – Kansas City, MO 64999 Fax: 855-887-7734.

Advantages of Starting an S-Corporation in Missouri

Filing an S-Corp in Missouri has numerous benefits and advantages.

  • Writing Off Losses: With S-corp, owners can deduct business losses from their individual income statements. If the company loses money in the first few years, it may balance its other sources of revenue. Even so, understand the shareholder loss limitations set by the IRS.
  • Pass-Through Taxation: Starting an S-Corp is the widely known advantage in forming this kind of business structure since an s-corp uses a pass-through taxation structure. The company does not pay twice the tax in this kind of taxation. Because of this structure, most start-ups and entrepreneurs in Missouri apply for an S-Corp LLC.
  • Qualified Business Income Deduction: A qualified business income, or QBI, is the total of all qualified items of income, gain, deduction, and loss from any qualified trade or business, including S-Corp. With this, S corp owners may deduct up to 20% of their eligible earnings under the Tax Cuts and Jobs Act.

FAQs

What is an S-Corp in Missouri?
An S-Corp in Missouri is a type of corporation that has elected to be taxed under Subchapter S of the Internal Revenue Code. This tax election allows S-Corps to divide the company’s income among its shareholders, who are then each taxed individually on the income they receive.
How do I start an S-Corp in Missouri?
To start an S-Corp in Missouri, you’ll need to file a Certificate of Formation with the Missouri Secretary of State. This document will include information about your business, such as its name, purpose, registered agent, and registered office.
What type of documents do I need to form an S-Corp in Missouri?
To form an S-Corp in Missouri, you’ll need to file a Certificate of Formation with the Missouri Secretary of State. You may also need to file an Employer Identification Number, Articles of Organization, a Statement of Information, and a Statement of the Corporation’s Name.
What is the cost to form an S-Corp in Missouri?
The cost to form an S-Corp in Missouri varies depending on the type of filing and the fees associated with it. Generally, you can expect to pay anywhere between $50 and $200 to form an S-Corp in Missouri.
Do I need a lawyer to form an S-Corp in Missouri?
While it is not required to have a lawyer to form an S-Corp in Missouri, it is recommended. A lawyer can give you the best guidance and advice on the formation process and can help you avoid any potential legal issues.
How long does it take to form an S-Corp in Missouri?
The time it takes to form an S-Corp in Missouri varies depending on the type of filing and the fees associated with it. Generally, it can take anywhere from several days to several weeks to form an S-Corp in Missouri.
What is the annual filing requirement for an S-Corp in Missouri?
An S-Corp in Missouri must file an annual report with the Missouri Secretary of State. The annual report must include information about the S-Corp’s shareholders, directors, and officers.
What are the advantages of forming an S-Corp in Missouri?
The advantages of forming an S-Corp in Missouri include limited liability protection for its owners, pass-through taxation, and the ability to easily raise capital.
What are the steps to form an S-Corp in Missouri?
The steps to form an S-Corp in Missouri include selecting a business name, filing Articles of Incorporation with the Missouri Secretary of State, obtaining an EIN from the IRS, preparing a Shareholder Agreement, and filing an S-Corp Election with the IRS.
What is required to maintain an S-Corp in Missouri?
To maintain an S-Corp in Missouri, the business must adhere to the Missouri Secretary of State’s annual filing requirements, hold annual meetings, keep accurate corporate records, and pay taxes.
Who can form an S-Corp in Missouri?
Any individual or business entity may form an S-Corp in Missouri.
Is there a minimum number of shareholders required to form an S-Corp in Missouri?
No, there is no minimum number of shareholders required to form an S-Corp in Missouri.
What is the filing fee for an S-Corp in Missouri?
The filing fee for an S-Corp in Missouri is $50.
What documents must be filed to form an S-Corp in Missouri?
To form an S-Corp in Missouri, the business must file Articles of Incorporation with the Missouri Secretary of State, obtain an EIN from the IRS, and file an S-Corp Election with the IRS.
Can an S-Corp in Missouri operate in multiple states?
Yes, an S-Corp in Missouri can operate in multiple states, but it will need to register with the other states it plans to do business in.
Is there a minimum amount of capital required to form an S-Corp in Missouri?
No, there is no minimum amount of capital required to form an S-Corp in Missouri.
Is there a deadline to file an S-Corp election in Missouri?
Yes, the deadline to file an S-Corp election in Missouri is 75 days after the Articles of Incorporation are filed with the Missouri Secretary of State.
Is it necessary to obtain a Missouri business license to form an S-Corp?
Yes, a business license may be required to form an S-Corp in Missouri. It is best to contact the local county clerk’s office to verify any licensing requirements.
What is the difference between an LLC and an S-Corp in Missouri?
The main difference between an LLC and an S-Corp in Missouri is that an LLC provides limited liability protection, while an S-Corp provides both limited liability protection and pass-through taxation.
Are there any tax implications for forming an S-Corp in Missouri?
Yes, forming an S-Corp in Missouri may have tax implications, such as potential self-employment taxes for the owners. It is best to consult a tax professional to understand the potential tax implications.
Can an S-Corp in Missouri employ foreign workers?
Yes, an S-Corp in Missouri may employ foreign workers. However, the business must adhere to the necessary immigration laws and regulations.
Does an S-Corp in Missouri need to register with the Missouri Department of Revenue?
Yes, an S-Corp in Missouri must register with the Missouri Department of Revenue in order to pay taxes.
What is the process for dissolving an S-Corp in Missouri?
The process for dissolving an S-Corp in Missouri includes filing a Certificate of Dissolution with the Missouri Secretary of State, notifying creditors and closing any necessary accounts, and filing the final taxes and any other required documents.
Does an S-Corp in Missouri need to file an annual report?
Yes, an S-Corp in Missouri must file an annual report with the Missouri Secretary of State.
Does an S-Corp in Missouri need to keep corporate records?
Yes, an S-Corp in Missouri must keep accurate corporate records, such as meeting minutes and financial documents.
Does an S-Corp in Missouri need to hold annual meetings?
Yes, an S-Corp in Missouri must hold annual meetings in order to maintain its status.
Are there any restrictions on the types of businesses that can form an S-Corp in Missouri?
No, there are no restrictions on the types of businesses that can form an S-Corp in Missouri.
Does an S-Corp in Missouri need to have a physical address in Missouri?
Yes, an S-Corp in Missouri must have a physical address in Missouri in order to comply with state registration requirements.
Does an S-Corp in Missouri need to issue stock certificates?
Yes, an S-Corp in Missouri must issue stock certificates to its shareholders.
Does an S-Corp in Missouri need to have a registered agent in Missouri?
Yes, an S-Corp in Missouri must have a registered agent in Missouri in order to receive service of process.

Also Read

Why Missouri S Corporation is So Important

First and foremost, the S Corporation provides business owners with a level of personal liability protection that is not available with other structures like sole proprietorships or general partnerships. By incorporating as an S Corporation, owners are able to separate their personal assets from the business, meaning that their personal assets are protected in the event that the company is sued or faces financial difficulties.

Furthermore, the S Corporation offers pass-through taxation, which can result in significant tax savings for owners. Instead of the company being taxed as a separate entity, the profits and losses are passed through to the individual shareholders to report on their personal tax returns. This can result in a lower overall tax liability for the business owners compared to other structures like C Corporations.

In addition to the financial benefits, the S Corporation also provides owners with increased credibility and professionalism. Clients, customers, and investors often view S Corporations more favorably due to the rigorous requirements that must be met in order to qualify for this type of classification. This can help business owners attract new clients and investors and build a strong reputation within their industry.

Another important advantage of the S Corporation is the flexibility it offers in terms of ownership and management structure. Unlike a sole proprietorship or a partnership, which can be limited in terms of the number of owners or the ability to raise capital through the sale of stock, the S Corporation allows for multiple shareholders and offers the ability to issue different classes of stock with varying rights and privileges.

Furthermore, the S Corporation also offers more flexibility when it comes to distributing profits. Owners can choose to retain earnings in the company to fund growth and expansion or distribute profits to themselves and other shareholders in the form of dividends. This can allow owners to tailor their compensation to meet their individual financial needs and goals.

Overall, the S Corporation structure provides business owners with a variety of benefits that can help them protect their assets, save on taxes, and build a strong and credible business. While the S Corporation may not be the right choice for every business, it is certainly worth considering for small to mid-sized companies looking to optimize their financial and operational structure.

In conclusion, the S Corporation is an important and valuable business structure for Missouri entrepreneurs to consider. Its benefits in terms of liability protection, tax savings, credibility, flexibility, and control make it an attractive option for many business owners looking to build a thriving and successful company.

Conclusion

In conclusion, starting an S-corp in Missouri is a strategic choice for entrepreneurs seeking the benefits of limited liability and favorable tax treatment. One can successfully establish an S-corp by following the outlined steps, including selecting a unique name, filing the Articles of Incorporation, obtaining necessary licenses, and adhering to state-specific regulations. Ultimately, this corporate structure offers a strong foundation for business growth and protection, making it a worthwhile consideration for those looking to launch a venture in Missouri.

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