How to Form an S Corporation in Missouri


Congratulations! You’ve decided to start your own business, and you’re about to become an entrepreneur. But before you begin, there are a few things you should know about forming an S corporation in Missouri. In this guide, we’ll walk you through the steps of incorporating your new business as an S corporation with us at Trademark Avenue.

Choose a name

The first thing you need to do is choose a business name that isn’t already registered with the Missouri Secretary of State. If you try to register a name that someone else has already taken, you’ll get an error message and your application will not be processed.

  • Make sure it’s not too similar to a trademarked name or another business’s name. If another company has already registered their trade name as part of their business in Missouri, you can’t use it for yours.
  • Make sure it doesn’t infringe on anyone else’s personal rights or privacy rights (for example, using someone’s real name).
  • Make sure it doesn’t infringe on any public figures’ personal rights or privacy rights (for example, using someone famous’s real name).

Get your Minnesota Tax ID Number

In order to form an S corporation in Missouri, you need to first get a tax ID number. You can do this online by applying for an EIN (Employer Identification Number). The IRS requires you to give them your social security number and the address of your business when obtaining an EIN.

Create your Articles of Incorporation

A company’s articles of incorporation are a legal document that establishes the business, its directors and officers, as well as its address. When you form an S corporation in Missouri, you must submit a copy of your articles to the Secretary of State for filing.

  • Name: The first thing that should appear on your Articles is the name of your new Corporation or LLC. The name should include “corporation,” “company” or “limited liability company” which will make it clear to others who reads them what type of entity they are looking at without having to go through any further detail.
  • Address: The second item that must be included on every article is where your office will be located within Missouri so there will never be any confusion during future interactions with regulators or other businesses regarding where they can find information about your company if needed while doing business with them domestically or internationally over time (or even just across town!). It may also help speed up response times when trying out new products because no one wants anything slowing down progress towards profitability!

File your Articles of Incorporation

You will need to file your articles of incorporation with the Secretary of State. You can do this either in person or by mail, but you must file with a corporate seal and a corporate resolution. The filing fee is $125.

Register your Foreign Corporation, if Necessary

If you are a foreign corporation, you must register with the Missouri Secretary of State. You will need to file a Statement of Foreign Corporation (Form F-6) and pay a $100 fee.

Get an EIN

You must apply for an employer identification number (EIN) before you can form your corporation. This is a nine-digit number that serves as the IRS identifier for corporations, partnerships and other entities. You will use this number to file your taxes, so it’s important to obtain one as soon as possible after incorporating. The easiest way to get an EIN is through the IRS website.

Hold an Organizational Meeting

To form an S corporation in Missouri, you must hold an organizational meeting. The purpose of this meeting is to establish the company’s business structure and make any changes to your articles of incorporation.

The number of people who attend the organizational meeting will depend on how many shareholders you have. Generally speaking, if your company has one shareholder, then only that person needs to be present at the meeting; if there are two or more shareholders then all of them must attend.

Adopt a Shareholder’s Agreement

The S corporation is a pass-through entity, meaning it doesn’t pay taxes on its own. Instead, the shareholders are taxed on their share of profit (or loss) from the business at their personal rate. This means that each shareholder must sign up for self-employment tax in order to be taxed personally on the income from their S corporation shares—and those earnings are subject to Social Security and Medicare taxes as well if you have employees who receive any part of your distributions or profits via wages and tips. You can avoid this by forming an agreement among all your shareholders before you start doing business as an S corporation that clearly defines each person’s rights and responsibilities with respect to ownership in the company, what happens upon sale or dissolution of the business, etc., so everyone is clear about what they need to do before they start working together as partners or shareholders

Adopt Bylaws

A bylaw is a rule, regulation, or law that governs the internal affairs of an organization.

The bylaws may be adopted at any time during the life of the corporation.

Bylaws are typically divided into sections that address such areas as:

  • voting rights of stockholders and directors; how much notice is required to call a meeting and whether proxies are allowed; when annual shareholder meetings will take place; what actions should be brought before those meetings; how many people must approve certain actions (such as selling land), along with other details specific to your business needs.
  • powers given to officers and committees charged with running day-to-day operations; policies on hiring employees, handling salaries and bonuses (if any), managing company property as well as collecting dues from members

Elect Directors and Officers and Designate the First Board Meeting

  • Choose a board of directors.
  • Elect officers.
  • Designate the first board meeting, and hold it. The S corporation must have at least two directors, but there is no limit on how many directors may be elected. All corporate officers are elected by the board of directors except for the secretary, who is appointed by the secretary of state for Missouri upon filing your articles of incorporation with them to designate an agent for service of process (the address on file will be used).

Sign the Corporate Minutes

Signing corporate minutes is a record of the meeting, and approving the bylaws is an important step in setting up a corporation. Bylaws are like a set of rules for the corporation. They’re used to govern its day-to-day activities, including who can be involved with it, how much money must be invested before an owner gets paid dividends (if at all), and how shares can be bought or sold among investors.


While forming an S corporation in Missouri is not difficult, there are a few things to keep in mind. First, your business must have only one level of taxation. Second, you cannot have more than 100 shareholders, including yourself and your spouse. Thirdly and finally, you can only have one class of stock (even if it’s common).

If you meet these requirements then congratulations! You’ve successfully formed an S corporation in Missouri!


Establishing your S corporation is a process that can be done online or by mail. The most important thing to remember when filing your articles of incorporation and election forms is that you must keep good records. You will need these records for tax purposes, so make sure you save everything until the end of the year when all taxes have been paid


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