Minnesota LLC Requirements

Updated for 2026 · Official Secretary of State Website

Minnesota charges an above-average $155 filing fee but offsets this with a completely free annual renewal for domestic LLCs. The state's strong economy, high quality of life, and presence of major corporations (Target, 3M, UnitedHealth Group) make it an attractive business environment. The December 31 annual renewal deadline gives owners the full year to file.

Filing Fee

$155

One-time state fee

Annual Fee

Per year

Processing

Immediate

Online filing

Deadline

December 31

Annual report due

Average Cost

Minnesota's $155 filing fee is above the national average, but the $0 annual renewal fee means ongoing costs are among the lowest — making the total cost picture moderate.

Notable Facts About Minnesota LLCs

Minnesota's annual renewal is required but has no filing fee for domestic LLCs
The December 31 deadline gives owners the full calendar year to complete their renewal
Minnesota is home to 16 Fortune 500 headquarters — the most per capita of any state
Online filings receive immediate processing and confirmation

Tax Information for Minnesota LLCs

Minnesota has progressive individual income tax rates from 5.35% to 9.85%, among the highest in the nation. LLCs taxed as pass-through entities pay at individual rates. There is no separate franchise tax for LLCs. Minnesota has a 6.875% state sales tax.

Formation Steps

1

Choose a Name for Your LLC
Select a unique business name that complies with Minnesota naming requirements. The name must include "LLC" or "Limited Liability Company" and cannot be the same as an existing registered business in Minnesota.
2

Appoint a Registered Agent
Designate a registered agent with a physical address in Minnesota who can receive legal documents and official correspondence on behalf of your LLC.
3

File Articles of Organization
Submit your Articles of Organization (also called a Certificate of Formation in some states) to the Minnesota Secretary of State. This is the official document that creates your LLC.
4

Create an Operating Agreement
Draft an operating agreement that outlines ownership percentages, member roles, profit distribution, and management structure of your LLC. While not always legally required, it is strongly recommended.
5

Get an EIN from the IRS
Apply for a free Employer Identification Number (EIN) from the IRS. You'll need this for opening a business bank account, hiring employees, and filing taxes.
6

Open a Business Bank Account
Open a dedicated business bank account to keep your personal and business finances separate. This helps maintain your LLC's liability protection.
7

File Annual Reports
Minnesota requires periodic reports due by December 31. There is no filing fee. Mark your calendar to avoid late fees or administrative dissolution.

Visit Official SOS Website

Annual Report Details

Fee: $0

Deadline: December 31

Annual renewal due by December 31 each year. No filing fee for domestic entities.

Called 'Annual Renewal'. Required filing but no fee for domestic LLCs.

Need a Registered Agent in Minnesota?

Every Minnesota LLC must have a registered agent with a physical address in the state. A registered agent service ensures you never miss important legal documents or compliance deadlines.

Compare Registered Agent Services

Frequently Asked Questions

How much does it cost to form an LLC in Minnesota?

The state filing fee to form an LLC in Minnesota is $155 for the Articles of Organization. This cost is near the national average compared to other states. Additional costs may include a registered agent service ($50-$300/year) and an operating agreement if you hire an attorney.

What is the annual cost of an LLC in Minnesota?

Minnesota charges $0 for its periodic reporting requirement, due December 31. Called 'Annual Renewal'. Required filing but no fee for domestic LLCs. Minnesota's $155 filing fee is above the national average, but the $0 annual renewal fee means ongoing costs are among the lowest — making the total cost picture moderate.

How long does it take to form an LLC in Minnesota?

Online filing in Minnesota typically takes Immediate. You'll need to file Articles of Organization with the state. Processing times may vary based on filing volume and the time of year.

Do I need a registered agent in Minnesota?

Yes, Minnesota requires every LLC to have a registered agent with a physical street address in the state. The registered agent receives legal documents, tax notices, and official government correspondence on behalf of your LLC.

What taxes does a Minnesota LLC pay?

Does Minnesota require an operating agreement for LLCs?

While not all states legally require an operating agreement, it is strongly recommended for every LLC in Minnesota. An operating agreement defines ownership structure, member roles, and how the business will be managed. Without one, your LLC will be governed by Minnesota's default LLC laws.