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To: State Affairs
MISSISSIPPI LEGISLATURE REGULAR SESSION 2026
By: Representative Mansell
HOUSE BILL NO. 1416
AN ACT TO CREATE NEW SECTION 79-35-21, MISSISSIPPI CODE OF 1
1972, TO AUTHORIZE THE SECRETARY OF STATE TO REMOVE A FRAUDULENT 2
RESIDENCE ADDRESS OF A REGISTERED AGENT WHEN THE CURRENT OCCUPANT 3
OF THE RESIDENCE ADDRESS REQUESTS REMOVAL AND ATTESTS THAT THE 4
PERSON LISTING THE RESIDENCE ADDRESS IS NOT ASSOCIATED WITH THE 5
RESIDENCE ADDRESS; TO AMEND SECTIONS 79-4-1.25 AND 79-29-211, 6
MISSISSIPPI CODE OF 1972, TO INCREASE THE NUMBER OF DAYS ALLOWED 7
FOR THE SECRETARY OF STATE TO RETURN A DOCUMENT REFUSED FOR FILING 8
TO A CORPORATION OR LIMITED LIABILITY COMPANY; AND FOR RELATED 9
PURPOSES. 10
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MISSISSIPPI: 11
SECTION 1. The following shall be codified as Section 12
79-35-21, Mississippi Code of 1972: 13
79-35-21. (1) If the address for a registered agent is a 14
residence address and the registered agent no longer resides at 15
the residence address or the residence address is being used 16
without the current occupant's permission, the current occupant of 17
the residence address may have the address for the registered 18
office removed from public record. 19
(2) (a) To request removal of the residence address from 20
the public record, the current occupant shall attest the following 21
on a form prescribed by the Secretary of State: 22
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(i) The current occupant's name; 23
(ii) The address for the residence that is listed 24
as the address for the registered office; 25
(iii) Affirmation that the registered office 26
address is a residence address; 27
(iv) Affirmation that the person filing the 28
request is the current occupant of the residence 29
address; and 30
(v) Affirmation that the person or entity listing 31
the residence address as the registered office address is not 32
associated with the residence address. 33
(b) The submitted form must be signed and sworn under 34
the penalties of perjury. 35
(c) The submitted form is considered confidential and 36
is not subject to the Mississippi Public Records Act of 1983 37
(Sections 25-61-5 through 25-61-19). 38
(3) Upon receiving a submitted form, the Secretary of State 39
shall: 40
(a) Attempt to contact the entity and the registered 41
agent to request an address change pursuant to this chapter; and 42
(b) Remove the residence address from public record as 43
the address for a registered office. 44
(4) If the entity receives notice from the Secretary of 45
State pursuant to subsection (3), the represented entity must 46
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designate and certify to the Secretary of State the name and 47
address of its resident agent pursuant to Section 79-35-5. 48
SECTION 2. Section 79-4-1.25, Mississippi Code of 1972, is 49
amended as follows: 50
79-4-1.25. (a) If a document delivered to the Office of the 51
Secretary of State for filing satisfies the requirements of 52
Section 79-4-1.20, the Secretary of State shall file it. 53
(b) The Secretary of State files a document by 54
recording it as filed on the date and time of receipt. After 55
filing a document, the Secretary of State shall deliver to the 56
domestic or foreign corporation or its representative a copy of 57
the document with an acknowledgment of the date and time of 58
filing. 59
(c) If the Secretary of State refuses to file a 60
document, he shall return it to the domestic or foreign 61
corporation or its representative within * * * thirty (30) days 62
after the document was delivered, together with a brief, written 63
explanation of the reason for his refusal. 64
(d) The Secretary of State's duty to file documents 65
under this section is ministerial. His filing or refusing to file 66
a document does not: 67
(1) Affect the validity or invalidity of the 68
document, in whole or in part; 69
(2) Relate to the correctness or incorrectness of 70
information contained in the document; 71
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(3) Create a presumption that the document is 72
valid or invalid or that information contained in the document is 73
correct or incorrect. 74
SECTION 3. Section 79-29-211, Mississippi Code of 1972, is 75
amended as follows: 76
79-29-211. (1) The certificate of formation and any 77
certificate of amendment, dissolution, correction or merger and 78
any restated certificate must be delivered to the Office of the 79
Secretary of State. A person who signs a certificate as an agent 80
or fiduciary need not exhibit evidence of the person's authority 81
as a prerequisite to filing by the Secretary of State. Unless the 82
Secretary of State finds that a certificate is not acceptable for 83
filing, upon receipt of all filing fees required by Section 84
79-29-1203 and delivery of the certificate, the Secretary of State 85
shall: 86
(a) Certify that the certificate has been filed in the 87
Secretary of State's office by endorsing upon the signed 88
certificate the word "Filed" and the date and time of the filing. 89
This endorsement is conclusive evidence of the date and time of 90
its filing in absence of actual fraud; 91
(b) File the certificate; and 92
(c) Return a copy to the person who delivered it for 93
filing or that person's representative with an acknowledgment of 94
the date and time of filing. 95
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(2) Upon the filing of a certificate of amendment or upon 96
the future effective date of a certificate of amendment (or 97
judicial decree thereof) or an amended and restated certificate, 98
as provided for therein, the certificate of formation shall be 99
amended, corrected or restated as set forth therein. Upon the 100
filing of a certificate of dissolution (or a judicial decree 101
thereof) by the Secretary of State or upon the future effective 102
date of a certificate of dissolution (or a judicial decree 103
thereof), the certificate of formation is dissolved. 104
(3) Each certificate delivered to the Office of the 105
Secretary of State for filing must be typewritten or printed, or, 106
if electronically transmitted, it must be in a format that can be 107
retrieved or reproduced by the Secretary of State in typewritten 108
or printed form, and must be in the English language. A limited 109
liability company name need not be in English if written in 110
English letters or Arabic or Roman numerals. 111
(4) Refused documents shall be returned by the Secretary of 112
State to the limited liability company or its representative 113
within * * * thirty (30) days after the document was delivered, 114
together with a brief, written explanation of the reason for the 115
refusal. 116
(a) If the Secretary of State refuses to file a 117
document, the limited liability company may appeal the refusal to 118
the chancery court of the county where the limited liability 119
company's principal office is or will be located. The appeal is 120
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ST: Registered agents; allow Secretary of State
to remove fraudulent address and expand time for
returning documents refused for filing.
commenced by petitioning the court to compel filing the document 121
and by attaching to the petition the document and the Secretary of 122
State's explanation of the refusal to file. 123
(b) The court may summarily order the Secretary of 124
State to file the document or take other action the court 125
considers appropriate. 126
(c) The court's final decision may be appealed as in 127
other civil proceedings. 128
(5) A certificate from the Secretary of State delivered with 129
a copy of the document filed by the Secretary of State is 130
conclusive evidence that the original document is on file with the 131
Secretary of State. 132
SECTION 4. This act shall take effect and be in force from 133
and after July 1, 2026. 134