Your Missouri Corporation name can identify the type of products and services your business will provide; or it may be the name of the founder; or it can be a combination of the two or something else.

In any case, the Missouri Corporation name that you choose must be distinguishable from the name of any other registered Missouri Corporation or other business entity and the name must also be different from any reserved names on record with the state of Missouri.  Your Missouri Corporation name must not imply that it was formed for a purpose other than that stated in your Articles of Incorporation; and your Missouri Corporation name must not be a name that is likely to mislead the public.

Missouri state law restricts the use of certain words and phrases in Corporation names.  The name of a Missouri Corporation also must include the word "Corporation" or "Incorporated" or an abbreviation of one of these words.  If you choose us to help you for a new Missouri Corporation we will make sure that the name you have chose complies with all Missouri requirements.

It's important to choose a good name for your Missouri Corporation because if you want to change it after you incorporate you will have to file amended Articles of Incorporation with the Missouri Secretary of State (and pay a fee).

Every Missouri Corporation must have an address that is physically located in the state of Missouri.  This address is "registered" with the Missouri Secretary of State.  The Registered Address is where official and legal correspondence can be delivered.

The individual or company that is registered with the state of Missouri to receive all correspondence on behalf of the Missouri Corporation is called a "Registered Agent".  You may act as your own Registered Agent, however, many Missouri Corporations hire a Registered Agent because they don't have a physical address within the state of Missouri or to provide a distinct level of privacy.

All Missouri Corporations are required to have a Board of Directors.  Directors are the people who will set policies for your Missouri Corporation and manage the business and its resources.  In the majority of small corporations directors are the owners. The Articles of Incorporation or Corporate Bylaws may define specific qualifications for Directors. 

The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders. One of the most important duties of the Board of Directors is electing Officers for your Missouri Corporation.  The same person may be a Director and an Officer at the same time.  Directors need not be residents of the state of Missouri or shareholders of the Missouri Corporation unless the Articles of Incorporation or Bylaws require it.

Normally Directors for your Missouri Corporation are elected for a term of one year.  Elections are held at the annual meeting of Shareholders.  The Directors serve until the next annual Shareholders meeting.

The Board of Directors elects Officers for your Missouri Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.  Officers serve at the pleasure of the Board of Directors of the Missouri Corporation.  Officers handle the day to day operation of the Missouri Corporation.

Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Missouri Corporation the same person may hold more than one Corporate Office at the same time.  However, there are certain legal affairs in which the same person cannot act in more than one capacity.

One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings and for authenticating records for the Missouri Corporation. 

The Missouri Corporate Income Tax Rate is 6.25%.   You may form an S Corporation in Missouri.  S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.  S Corporations do not pay any Missouri Corporate Income Tax.

In order to form a Corporation in Missouri you must file Articles of Incorporation with the Missouri Secretary of State.  The Articles of Incorporation must include certain specific information about your Missouri business. If the Articles do not conform exactly to state of Missouri requirements they will be rejected.  You may subsequently amend the Articles of Incorporation for your Missouri Corporation but you will have to pay a fee to the state of Missouri in order to make the changes official.

A Federal Employer Identification Number (FEIN), also known as a Federal Tax Identification Number, is used by the IRS to identify a business entity.  An FEIN is like a Social Security Number for your Missouri Corporation.  All Missouri Corporations are required to have an FEIN.

Corporate stock is evidence of ownership of a Missouri Corporation.  When you form your Missouri Corporation, you will need to determine what type of stock and the number of shares of each type that you want to authorize.  You do not have to sell the number of shares that are authorized.  Many small Missouri Corporations hold 100% of the shares.

Stockholders in a Missouri Corporation are entitled to voting rights or dividends of the Corporate profits or both.  Whoever owns over 50% of the stock of the Missouri Corporation is able to make all Corporate business decisions.  Missouri Corporations usually hold at least 51% of the corporate stock in order to retain control of the Missouri Corporation.

The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.  Bylaws are the internal rules of your Missouri Corporation.  They are adopted by the Board of Directors and vary widely from Corporation to Corporation.  Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and Shareholders are to be conducted; what Officers the Missouri Corporation will have and a description of each of their duties. 

As your company grows over time, you may amend your bylaws as necessary.  Bylaws generally cannot be amended by the Board of Directors unilaterally.  A vote by the majority of Stockholders of the Missouri Corporation is usually required to amend the Corporate Bylaws.  Bylaws may include any rules for managing the business and conducting corporate affairs.  Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or Missouri law or the Missouri Corporation's Articles of Incorporation.  A copy of the Corporate Bylaws should be maintained at the Corporation's principal Missouri office.

Note that forming a Missouri Corporation doesn't take the place of obtaining a business license, tax registration certificate, or other required business permits.  A Missouri Corporation merely creates an ownership structure that limits the owners' personal liability.  You may still need to take care of getting set up to do business with your local government.

Depending on the nature of the business and the location of your Missouri Corporation you may need to get one or more city business licenses or permits.  The business licenses or permits that are required for your Missouri Corporation vary depending on your business activities and the specific locations within the state of Missouri in which you want to conduct business.

If your Missouri Corporation will be selling products in Missouri you may be required to obtain a Reseller's Permit from the appropriate Missouri state agency.  If your Missouri Corporation will be selling products in Missouri you will also be responsible for all applicable local and state of Missouri sales taxes if there are any.

Every Missouri Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting on file.  A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.  The minutes of each meetings must be open for inspection by any Shareholder or Director.  This meeting requirement is often overlooked and comes into play when the Missouri Corporation is challenged for any reason.  Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your Missouri Corporation a lot of potential trouble.

The Missouri Secretary of State requires all new Missouri Corporations to file a Registration Report within 30 days of the date on which the MO Secretary of State approved the new Missouri Corporation's Articles of Incorporation.

Every Missouri Corporation is required to file a Registration Report with the Missouri Secretary of State EACH year.

A Missouri Corporation may elect to file its Registration Report with the MO Secretary of State every two years but still has to pay the yearly Missouri Corporation Registration Report fee.

The Missouri Corporation Registration Report is due at the Missouri Secretary of State by the end of the third month after the anniversary date on which the Missouri Corporation was first approved by the Missouri Secretary of State.

For example, if the MO Corporation was approved by the Missouri Secretary of State on April 15 then the Corporation Registration Report is due at the Missouri Secretary of State EACH year by the end of June.

If The Missouri Corporation elects to file its Corporation Business Registration every two years then the Missouri Corporation Business Registration is due at the Missouri Secretary of State every other year by the end of the third month after the anniversary date on which the Missouri Corporation was first approved by the Missouri Secretary of State.

If a Missouri Corporation does not file its Corporation Annual Report with the Missouri Secretary of State by the due date, that MO Corporation will be subject to late fees imposed by the Missouri Secretary of State. The late fees imposed by the MO Secretary of State on the Missouri Corporation increase each month that the Missouri Corporation Annual Report is late.

Failure to file a Missouri Corporation Annual Report will result in administrative dissolution of the Missouri Corporation's charter. Once the charter of a Missouri Corporation is revoked by the MO Secretary of State it is illegal for that Missouri Corporation to conduct business in the state of Missouri.