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In Minnesota you form an LLC by filing Articles of Organization with the Secretary of State under Chapter 322C. The fee schedule lists the original filing at $155 online or in person and $135 by mail. Annual renewal for a domestic LLC is $0. So the first year costs $155 in state fees, or $135 if you file by mail.
For the lookup tool, see our Minnesota business search guide.
What are the state fees in Minnesota?
| Item | Online or in person | By mail |
|---|---|---|
| Articles of Organization | $155 | $135 |
| Annual Renewal | $0 | $0 |
| Name reservation, optional | $55 | $35 |
| Reinstatement, only if needed | $85 | $65 |
How do I file the Articles of Organization?
File through the Minnesota business filing portal, by mail, or at the customer counter by appointment. The Secretary of State's schedule puts eligible online filings in the expedited lane. They are typically processed within 2 to 5 business days. Counter filings are processed while you wait.
The mail fee is $20 lower. The state describes online and counter filings as the expedited routes, so mail suits you only when you are in no hurry.
What name can I use?
Check the name before you pay. The Secretary of State's name page says you need an online account for the availability check and must choose the ending from the drop-down menu. If a name is not available, the result lists each conflicting business and its file number. In the public business search you only need part of a name, and you can leave out punctuation, so use it to scan for look-alikes before you commit.
The rules sit in Minn. Stat. 322C.0108:
- The name must contain "limited liability company" or the abbreviation "LLC".
- It may not contain "corporation" or "incorporated", or an abbreviation of either.
- It must be distinguishable on the Secretary of State's records from other domestic LLCs.
There are routes around a conflict: consent from the other business, a court decree, or an affidavit showing the other entity has been inactive for three years. A $250 pre-clearance filing exists too, by mail. To hold a name, reserve it for one year at $55 online or $35 by mail. See name reservation for more.
Who is the agent?
Minnesota requires a registered office, and a registered agent can be named in the formation document. Our Minnesota registered agent guide covers the rules in Minn. Stat. 5.36.
What comes after approval?
Write an operating agreement. We found no step on the state's filing pages that asks you to file one. See our operating agreement guide for a free generic template that is not legal advice.
Then apply for an EIN, which is free. Our EIN guide shows how. Open a bank account in the LLC's name after that.
What does a Minnesota LLC do each year?
An Annual Renewal. It costs nothing for a domestic LLC, and the deadline is December 31. You can renew at any time during the calendar year. The Business Record Details page shows your next renewal due date.
Do not let it slip. A missed renewal means administrative dissolution, which means the LLC is no longer active in Minnesota and has to be reinstated. Reinstatement is $85 online or $65 by mail. A retroactive reinstatement is possible if the name is still available. Because the state never mails notices, set your own reminder.
Compare the neighbours: Wisconsin, Iowa and South Dakota. When you are ready, use the start an LLC form.