Mississippi · LLC tax election

Mississippi LLC: S corp or C corp?

Mississippi has its own S election form and a franchise tax on its way to zero.

As of 6 min readVermilion Vitez Team

See Mississippi at a glance

Short answer

Mississippi recognizes the federal S election, so an S corporation owes no Mississippi income tax. It still pays the franchise tax: $0.50 per $1,000 of capital over $100,000 for 2026, with a $25 minimum. A C corporation pays that plus 0% on the first $5,000, 4% on the next $5,000 and 5% after.

Last checked .

Mississippi at a glance

QuestionMississippi
S election recognized?Yes, Mississippi follows the federal election1
Separate state form and deadlineForm 84-105. File only after the IRS has accepted the federal S election2
Tax the S corp itself paysminimum $253
C corp rate and minimum0% to 5%, graduated, minimum $254
Personal income taxYes, on wages and pass-through income5

What is different about Mississippi?

Mississippi does two unusual things. First, it asks S corporations to file a state form, Form 84-105, but only after the IRS has accepted the federal election; file it early and you have filed it wrong. Second, it has a franchise tax that exists on both S and C corporations and is being phased out. It was $0.75 per $1,000 of capital in 2025, $0.50 for 2026 and $0.25 for 2027, and it is repealed effective January 1, 2028. Over that same stretch, the S corporation is not subject to Mississippi income tax at all, so the choice between S and C is less about the franchise tax and more about the 5% top corporate rate against your personal return.

Does Mississippi recognize a federal S corp election?

Mississippi recognizes the federal S election: an S corporation is not subject to the income tax under Miss. Code section 27-7-5, though withholding on nonresident shareholders may apply. File Form 84-105 once the IRS has accepted your federal election, not before. Every S corporation qualified to do business in the state still owes the franchise tax: $0.50 per $1,000 of capital over $100,000 for 2026, with a $25 minimum. PTE returns are due the 15th day of the 3rd month after year end.

Does my LLC need a separate Mississippi election or form?

Mississippi wants Form 84-105 filed after the IRS accepts your federal S election, and not before.2

What does Mississippi tax an S corp or LLC at the entity level?

  • A Mississippi S corporation still pays the franchise tax: $0.50 per $1,000 of capital employed over $100,000 for 2026, with a $25 minimum.3
  • Mississippi's franchise tax drops each year and is repealed effective January 1, 2028: $0.75 per $1,000 for 2025, $0.50 for 2026, $0.25 for 2027.6

Is a Mississippi LLC taxed as a C corp ever better?

Mississippi taxes C corporation income on a schedule: 0% on the first $5,000, 4% on the next $5,000 and 5% on everything above $10,000 (from the 2025 corporate instructions, the latest we verified). Franchise tax comes on top at $0.50 per $1,000 of capital over $100,000 for 2026, with a $25 minimum. The C corporation return is due the 15th day of the 4th month after year end.

Run your Mississippi numbers

Mississippi's top corporate rate is 5%, and the personal top marginal rate in the 2025 booklet is the same 5%, so the S election saves little on rate alone. It mostly saves the second layer of tax on dividends. The franchise tax hits S and C alike this year and shrinks to $0.25 per $1,000 in 2027.


Result

$0LLC tax
$0S-corp tax
$0Costs
Net yearly difference$0

How much would a Mississippi LLC owner save as an S corp?

Taxed asAt $80,000 profitAt $150,000 profit
Default LLC$11,304self-employment tax $11,304$21,194self-employment tax $21,194
S corp$9,369payroll tax $7,344 + Mississippi S corp tax $25 + $2,000 payroll and prep$15,795payroll tax $13,770 + Mississippi S corp tax $25 + $2,000 payroll and prep
C corp$17,091payroll tax $7,344 + Mississippi tax $1,300 + federal $6,447 + $2,000 payroll and prep$30,503payroll tax $13,770 + Mississippi tax $2,700 + federal $12,033 + $2,000 payroll and prep

Assumes a 60% salary8 and a single filer. Income tax is left out. C corp dividends are taxed again. We could not confirm on an official Mississippi source whether a default LLC pays an entity-level tax, so none is shown.

When is the Form 2553 deadline for a Mississippi LLC, and what if I miss it?

2 mo. 15 daysinto the tax year, for federal Form 2553IRS instructions
State formForm 84-105: File only after the IRS has accepted the federal S electionSource 2

Late relief: federal steps, deadline guide.

What to do next

No LLC yet

How to start one, or have us form it from $123.75.

Have an LLC

Registered agent $74.25/yr, annual report.

Ready to elect

LLC vs S corp guide, election deadline, Form 2553 filed for $165.

More on Mississippi: How to start a Mississippi LLC · How to start a Mississippi corporation · Mississippi LLC cost · Mississippi annual report · Annual report late fees by state

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Common questions

Does Mississippi recognize my federal S election?

Yes. An S corporation is not subject to Mississippi income tax under section 27-7-5, though it may face withholding requirements for nonresident shareholders. It still owes the franchise tax, $0.50 per $1,000 of capital over $100,000 for 2026.

What is Mississippi Form 84-105?

It is the state S corporation form. File it only after the IRS has told you the federal election was accepted, and while that election stays in effect. Filing before IRS acceptance is the common mistake.

What is the Mississippi franchise tax for 2026?

$0.50 per $1,000 of capital employed over $100,000, with a $25 minimum. It was $0.75 for 2025, falls to $0.25 per $1,000 in 2027 and is repealed effective January 1, 2028. It applies to S corporations as well as C corporations.

What is the Mississippi corporate income tax rate?

0% on the first $5,000, 4% on the next $5,000 and 5% on taxable income above $10,000, per the 2025 corporate instructions. We did not find a published 2026 schedule.

When are Mississippi returns due?

The C corporation income and franchise return is due the 15th day of the 4th month after year end. Pass-through returns are due the 15th day of the 3rd month. Mississippi follows federal extended due dates.

Sources 9 links, checked Nov 6, 2026
  1. Mississippi recognizes the federal S election, so an S corporation owes no Mississippi income tax at the entity level. dor.ms.gov, checked Nov 6, 2026
  2. Mississippi wants Form 84-105 filed after the IRS accepts your federal S election, and not before. dor.ms.gov, checked Nov 6, 2026
  3. A Mississippi S corporation still pays the franchise tax: $0.50 per $1,000 of capital employed over $100,000 for 2026, with a $25 minimum. dor.ms.gov, checked Nov 6, 2026
  4. Mississippi taxes C corporation income at 0% on the first $5,000, 4% on the next $5,000 and 5% above $10,000 (the schedule in the 2025 corporate instructions), plus the franchise tax. dor.ms.gov, checked Nov 6, 2026
  5. Mississippi taxes individual income, with a highest marginal rate of 5% in the 2025 pass-through instructions. dor.ms.gov, checked Nov 6, 2026
  6. Mississippi's franchise tax drops each year and is repealed effective January 1, 2028: $0.75 per $1,000 for 2025, $0.50 for 2026, $0.25 for 2027. dor.ms.gov, checked Nov 6, 2026
  7. IRS: Form 1120 instructions, C corp rate irs.gov, checked Nov 6, 2026
  8. IRS: S corp reasonable compensation irs.gov, checked Nov 6, 2026
  9. IRS: Form 2553 instructions irs.gov, checked Nov 6, 2026

Last verified Nov 6, 2026.

This page explains the rules; it is not tax advice. Run your numbers with a CPA or enrolled agent before you elect.

Last verified Nov 6, 2026.

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