Mississippi Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company

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US-01377BG
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Description

A limited liability company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.


A membership interest may be used to refer to the ownership interest of a member in the LLC. The word unit is often used to reflect the membership interests of a member in the LLC. Some LLC's issue membership interest certificates. To become a new member of the LLC the consent of majority of the members is necessary. A transfer of units of an existing member does not automatically include membership into the LLC.

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FAQ

To form a Mississippi S corp, you'll need to ensure your company has a Mississippi formal business structure (LLC or corporation), and then you can elect S corp tax designation. If you've already formed an LLC or corporation, file Form 2553 with the Internal Revenue Service (IRS) to designate S corp taxation status.

How to Transfer Mississippi LLC Ownership Step 1: Review Your Mississippi LLC Operating Agreement. Many states do not need to file the operating agreement. ... Step 2: Amend the Mississippi Certificate of Formation. ... Step 3: Spread the News. ... Step 4: Obtain a New EIN (optional)

How to Remove a Member from a Mississippi LLC Hold a vote among LLC members. Removing a member from your LLC is a formal process that requires following the rules set out in your Mississippi LLC Operating Agreement. ... Contact the Mississippi Secretary of State. ... Reach out to the IRS.

If you file online, the formation process usually takes 1-2 business days after the Secretary of State approves your articles. You'll receive a certificate of formation when complete.

File a Mississippi LLC Certificate of Amendment To file a Mississippi LLC Certificate of Amendment to change your business name, you'll need to sign in through the Mississippi online business portal. From there, you'll be able to file online or print out your amendment and mail it.

The term member refers to the individual(s) or entity(ies) holding a membership interest in a limited liability company. The members are the owners of an LLC, like shareholders are the owners of a corporation. Members do not own the LLC's property.

§ 79-29-1015 - Transactions not constituting transacting business.

A good starting point for establishing ownership percentage for an LLC is to first settle on what amount of capital that is required to start the business. After you have this reference point, you can simply divide from each members' initial contribution to calculate their respective ownership positions.

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Mississippi Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company