How to Start an LLC in Minnesota (2026)

Published by Jon Morgan | Co-Founder & Chief Editor

Last updated: September 3, 2026

FACT CHECKED by Jon Tobin, Business Attorney

Methodology
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You form a Minnesota LLC by filing the Articles of Organization with the Minnesota Secretary of State, Business Services. The fee is $135 by mail or $155 online or in person.

Minnesota's own special rule sits in that same filing. You only need a registered office street address. Naming an agent there stays optional for a domestic LLC.

This guide covers a brand new domestic Minnesota LLC. It walks from picking a name to your first Annual Renewal. If you already formed an LLC elsewhere, see the foreign LLC question in the FAQ below.

Quick Summary

• Check your name in Business Filings Online first. The Secretary of State rejects names too close to ones on file.
• Naming a registered agent is optional here, but the registered office itself must be a Minnesota street address. A PO Box alone does not qualify.
• Mark December 31 on your calendar now. Miss the Annual Renewal and Minnesota shuts the LLC down instead of just marking it late.

Minnesota LLC Requirements at a Glance

Here is the quick view of what Minnesota expects before the detailed walkthrough later in this guide. Every figure below comes straight from the Secretary of State's own forms and fee schedule.

How to Start an LLC in Minnesota: 5 Steps

Five steps take a Minnesota LLC from an idea to an approved filing. Handle them in this order so nothing holds up your Articles of Organization.

Step 1: Choose and check your LLC name

Your name must include the words Limited Liability Company, or the short form LLC. It must not include the word corporation or incorporated. The Secretary of State also checks that it differs enough from names already on file.

Search it in Business Filings Online before you draft anything else. A name using the word bank or trust must not point to a financial institution. A name using the word insurance needs an added word like agency or broker.

Step 2: Registered office and agent

You only need a Minnesota street address for the registered office here. A PO Box by itself does not qualify. Naming a registered agent at that address stays optional for a domestic LLC. That comes straight from Minnesota Statutes Chapter 322C[1].

If you do name one, make sure they are easy to reach at that address. That is where legal notices go. Compare registered agent services in Minnesota if you would rather not use your own address.

Step 3: File the Articles of Organization with the Secretary of State

Submit the Articles of Organization to the Secretary of State's Business Services division. You can file by mail, online or in person.

The next section walks through each field on the form and covers the exact fee. This page covers Minnesota's own filing in full. See how to start an LLC for the broader formation process.

Step 4: Create an operating agreement

The state does not need a written operating agreement. State law lets it stay oral, implied or a combination among members. Chapter 322C's default rules fill any gaps it leaves. Multi-member LLCs still benefit from writing it down before a disagreement.

Step 5: Get an EIN

You will need an EIN before the Minnesota Department of Revenue can open your Minnesota tax accounts. You will also need one to open a business bank account.

It costs nothing at irs.gov and gets issued right away online. You just need a responsible party with a Social Security number or ITIN.

Filing the Articles of Organization in Minnesota: What to Expect

Here is what happens right after you submit the Articles of Organization. This covers each step through to final approval.

1. What the form asks for

The Articles of Organization only run four short articles. Filling it out takes a few minutes. You just need to know what each one wants.

• Article I: your LLC's exact name.
• Article II: your Minnesota registered office street address. Add your registered agent's name there too, if you have one.
• Article III: duration, fixed as perpetual by statute, so there is nothing to fill in.
• Article IV: each organizer's name, address and signature. Also an email for notices, plus an optional contact name and phone number.

A professional firm forms under the same Chapter 322C Articles of Organization but needs an extra statement in its articles. This covers fields like accounting, architecture, engineering or law. The statement names the service it offers.

2. Fee and payment methods

The fee is $135 if you mail the form. It is $155 if you file online or in person. Those two count as the state's fast-track filings.

Mail filers pay by check or money order made out to the Minnesota Secretary of State. Online filers pay by credit card through the portal's payment page.

3. Processing times

Online filings move fast. They typically take 2 to 5 business days. The completed filing gets emailed to you when it's done.

In-person filings at the customer counter, by appointment, get processed while you wait. Mail filings run on a non-expedited, first come, first served basis. The state does not publish a fixed day count for mail.

For the bigger picture, see how long it takes to form an LLC in Minnesota. It compares these timelines against other nearby states.

4. Where to file by mail or in person

Send the form, or bring it, in person. The address is Minnesota Secretary of State - Business Services, First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101.

The office is staffed 8 a.m. to 4 p.m., Monday through Friday, excluding holidays. In-person filers still need to book that visit as an appointment.

5. Common reasons filings are rejected

The Minnesota Secretary of State returns a filing unfiled when it is missing required information under Chapter 322C. This usually means the registered office address or an organizer's signature. The office will not accept the document until that information is complete.

6. What you receive when it is approved

Online filers get an email once the filing is processed. It includes a link to download the filed copy. Their transaction history keeps it for 90 days.

Mail filers get the stamped filed copy back at the address on their payment. In-person filers get it in hand at the counter.

What It Costs to Start an LLC in Minnesota

This table lists each fee Minnesota can charge to form and maintain an LLC. It starts with the $135 mail / $155 online-or-in-person filing fee already covered above. The rest apply only if you choose them.

The filing fee is unavoidable. Name reservation, certified copies and rush filing stay optional. The Annual Renewal itself stays free each year you file it on time.

See how much it costs to run an LLC in Minnesota for the full breakdown. It covers year-one and ongoing costs together.

Minnesota-Specific Rules That Change the Process

These are the rules that make forming an LLC in Minnesota different from forming one somewhere else. A few of them change what you write on the filing itself. Read through them before you file.

1. Professional firms use Chapter 322C instead of a separate PLLC statute

Accountants, architects, dentists, engineers, lawyers, physicians and nurses still use the same Articles of Organization. So do several other licensed professions. Their articles must add a statement naming the licensed service they provide.

2. Members generally stay off the public filing

The Articles of Organization name only the organizers. The Annual Renewal names only the manager or the person acting as chief manager. The state does not need the LLC to list each member by name.

3. A minimum fee can replace a franchise tax

A single-member LLC owes no entity-level tax to the Minnesota Department of Revenue. A multi-member LLC taxed as a partnership pays a minimum fee instead.

That fee starts at $0 below $1.25 million of combined Minnesota property, payroll and sales. It scales up to $12,540 above that. An LLC that picks C-corp status owes the Corporation Franchise Tax instead.

4. Registering as a foreign LLC does need an agent

An out of state LLC registering to do business there files a Certificate of Authority. The fee is $185 by mail or $205 online or in person. Unlike a domestic LLC, it must also appoint a registered agent at its Minnesota registered office.

What to Do After Your Minnesota LLC Is Approved

Minnesota approves your Articles of Organization, and then a short list of tasks starts. Each one keeps the LLC in good standing. None of them go through the Secretary of State, so track them on your own calendar.

• Banking: bring the filed Articles of Organization and your EIN to open a business bank account. Keep business money separate from personal funds.
• Licenses and permits: The state licenses businesses one agency at a time. Check its License Minnesota index by topic or agency. Then check your city or county for local rules.
• Tax accounts: register with the Minnesota Department of Revenue for a Tax ID. You need one if you make taxable sales, provide taxable services or hire employees.
• Ongoing compliance: file the Annual Renewal each year by December 31. Miss it and Minnesota terminates the LLC under Minn. Stat. 322C.0705[2]. Restarting then runs $65 through the mail or $85 if you file online or in person. Keep your registered office address current since notices go there.

FAQs

References:

1. https://www.revisor.mn.gov/statutes/cite/322C
2. https://www.revisor.mn.gov/statutes/cite/322C.0705