How to Start an LLC in Minnesota (2025 Guide)
To start an LLC in Minnesota, you’ll need to pick a suitable business name, choose a registered agent, and file your Articles of Organization with the Minnesota Secretary of State. The cost to form an LLC in Minnesota is $155.
You can do this independently, consult with a business attorney for specialized legal guidance, or join the other 65% of our readers and hire a specialized Minnesota LLC formation service (recommended).
How to Form an LLC in Minnesota in 5 Steps
In order to form your LLC in Minnesota, there are certain steps you’ll need to complete:
- Name Your Minnesota LLC
- Choose a Registered Agent
- File the Articles of Organization
- Create an LLC Operating Agreement
- Get an EIN
Step 1: Name Your Minnesota LLC
The first step in starting an LLC in Minnesota is picking a name.
Think of a name that will be memorable and easily searchable by your potential clients, while also following the Minnesota naming requirements.
1. Important Naming Guidelines for Minnesota LLCs:
- Your name must contain the words “limited liability company,” “limited company,” or an applicable abbreviation (e.g., LLC, LC, etc.).
- Your name must be distinguishable from all other business names that have been registered with the Minnesota Secretary of State.
- Your name cannot contain language that implies that it is affiliated with a state or federal body (e.g., State, City, Treasury, etc.).
- Your name cannot contain certain restricted words without prior written approval from the relevant state agencies (e.g., Bank, Medicine, etc.).
We recommend checking out the Minnesota’s Availability Guidelines for a complete list of naming rules in this state.
2. Conduct a Business Name Search in Minnesota
To check whether your desired name has already been taken by another business entity in Minnesota, you can perform a business entity search on the Secretary of State’s website.
If you’re not going to start your LLC right away, it might be a good idea to consider reserving your name for up to 12 months. You can do this by filing a Name Reservation form with the Office of the Minnesota Secretary of State ($35-$55 processing fee).
For more information, you can have a look at our Minnesota LLC Name Search guide.
3. Conduct a Domain Name Search
Next, check online to see if your business name is available as a web domain. Even if you don’t plan to make a business website right away, this is an extremely important step as it will prevent others from acquiring it, potentially saving you both time and money in the long term.
Once you have verified your name is available, you may now select a professional service to complete the LLC formation process for you.
FAQ: Naming a Minnesota LLC
LLC is short for “limited liability company.” It is a simple business structure that offers more flexibility than a traditional corporation while providing many of the same benefits. Read our What is a Limited Liability Company guide for more information.
Or, watch our two-minute video: What is an LLC?
Most LLCs do not need a DBA, known in Minnesota as an assumed name. The name of the LLC can serve as your company’s brand name and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under another name.
To learn more about DBAs in your state, read our How to File a DBA in Minnesota guide.
A professional limited liability company (PLLC) is a type of LLC where one or more members must be licensed by the state to perform a professional service (e.g., lawyers, doctors, etc.).
Minnesota PLLCs use the same Articles of Organization form as standard LLCs, but they must include an additional attachment that states that the company is allowed to operate as a “professional firm” and are subject to the Minnesota Firms Act.
Step 2: Choose a Minnesota LLC Registered Agent
After you find the right name for your LLC, you will need to nominate a Minnesota registered agent. This is a required step for all Minnesota LLCs.
What is a registered agent? A registered agent is an individual or business entity responsible for receiving important tax forms, legal documents, notice of lawsuits, and official government correspondence on behalf of your business. Think of your registered agent as your business’s primary point of contact with the state.
Who can be a registered agent? A registered agent must be a resident of Minnesota or a corporation that is authorized to transact business in the state. This can be a registered agent service, individual within the LLC, or a business attorney.
Get Free Registered Agent Services
Form an LLC with Northwest Registered Agent to get one year of registered agent services free of charge.
FAQ: Nominating a Registered Agent
Yes, you can choose to act as your own registered agent, appoint a member of your LLC, work with a business attorney, or hire a professional registered agent service (recommended).
Read more about being your own registered agent.
Using a professional registered agent service is an affordable way to manage government filings for your LLC. For most businesses, the advantages of using a professional service significantly outweigh the annual costs.
Step 3: File the Minnesota LLC Articles of Organization
To register your Minnesota LLC, you will need to file the Articles of Organization with the Secretary of State. You can do this online, by mail, or in person.
Before getting started, you will need to make sure that that you have all of the required information:
- The name of your LLC
- Your LLC’s registered agent’s name and office address
- The name, street address, and signature of all LLC organizers
- Your email address (for official notices)
File the Articles of Organization
OPTION 1: File Online With the State of Minnesota
File Online– OR –
OPTION 2: File by Mail or In Person
Download FormFiling Fee: $155 online and in person, $135 by mail, payable to the MN Secretary of State (Nonrefundable)
Filing Address:
Minnesota Secretary of State — Business Services
First National Bank Building
332 Minnesota Street, Suite N201
Saint Paul, MN 55101
For help with completing the form, visit our Minnesota Articles of Organization
If you’re expanding your existing business to the state of Minnesota, you’ll need to register as a foreign limited liability company (LLC).
FAQ: Filing Minnesota LLC Documents
According to the Office of the Minnesota Secretary of State’s website, non-expedited filings that are carried out online are processed within three to five business days on average.
An LLC is called a “domestic LLC” when it conducts business in the state where it was formed. A foreign limited liability company must be created when an existing LLC wishes to expand its business to another state.
The cost to start a Minnesota LLC is $135, which includes filing your Articles of Organization independently via mail ($155 for filings carried out online or in person).
Keep in mind that your total cost may be higher if you decide to use a business attorney or a registered agent service.
To learn more, read our guide on the cost to form a Minnesota LLC.
Step 4: Create a Minnesota LLC Operating Agreement
A Minnesota LLC is not required to have an operating agreement, but it’s a good practice to have one.
An operating agreement is a legal document outlining the ownership and operating procedures of an LLC.
A comprehensive operating agreement ensures that all business owners are on the same page and reduces the risk of future conflict.
You can use the free tool in our Business Center to create a custom operating agreement in minutes — or download our free templates:
FAQ: Creating a Minnesota LLC Operating Agreement
No. The operating agreement is an internal document that you should keep on file for future reference. However, many other states legally require LLCs to have an operating agreement.
Step 5: Get an EIN for Your Minnesota LLC
You can get an Employer Identification Number (EIN) from the IRS website for free. It is used to identify a business entity and keep track of a business’s tax reporting. Think of an EIN as essentially a Social Security number (SSN) for the company.
Why do I need an EIN? An EIN is required for the following:
- To open a business bank account for the company
- For federal and state tax purposes
- To hire employees for the company
Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.
FOR INTERNATIONAL APPLICANTS: You do not need an SSN to get an EIN. Learn more here.
Get an EIN
Option 1: Request an EIN from the IRS
– OR –
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Fee: Free
FAQ: Getting an EIN
A SSN is not required to get an EIN. You can simply fill out IRS Form SS-4 and leave section 7b blank. Then call the IRS at (267) 941-1099 to complete your application.
All LLCs with employees, or any LLC with more than one member, must have an EIN. This is required by the IRS. You’ll be exempt from this requirement if you’re forming a single member LLC.
Learn why we recommend always getting an EIN and how to get one for free in our Do I Need an EIN for an LLC guide.
When you get an EIN, you will be informed of the different tax classification options that are available. Most LLCs elect the default tax status.
However, some LLCs can reduce their federal tax obligation by choosing the S corporation (S corp) status. To learn more, read our LLC vs. S Corp guide.
Best LLC Services in Minnesota Compared
Service | Total Cost* | Filing | Registered Agent | EIN | Operating Agreement |
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Northwest
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25% TRUiC Discount
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$234 | $29 | Free 1st Year $125/yr after | $50 | Free |
Tailor Brands
35% TRUiC Discount
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ZenBusiness
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$452 | $0 | $99 1st Year $199/yr after | $99 | $99 |
LegalZoom
|
$582 | $0 | $249/yr | $79 | $99 |
For a comprehensive comparison, read our Best LLC Services review. We reviewed and ranked the top LLC formation services to help you determine the best fit for your new business.
Important Next Steps to Protect Your Minnesota LLC
After you’ve formed your LLC, you’ll need to complete key steps in order to:
- Separate your personal and business assets
- Stay compliant with state and federal laws
Get a Business Bank Account & Credit Card
Using a dedicated business banking account and business credit card is essential for personal asset protection.
When your personal and business accounts are mixed, your personal assets (your home, car, and other valuables) are at risk in the event your LLC is sued. In business law, this is referred to as piercing your corporate veil.
You can protect your business with these two steps:
1. Opening a business bank account:
- Separates your personal assets from your company’s assets, which is necessary for personal asset protection.
- Makes accounting and tax filing easier.
2. Getting a business credit card:
- Helps you separate personal and business expenses.
- Builds your company’s credit history, which can be useful to raise capital later on.
Get Insurance
Even though an LLC offers limited liability, you’ll still likely need to purchase some form of business insurance to protect your LLC’s assets. The most common types are:
- General Liability Insurance: A broad insurance policy that protects your business from lawsuits. Most small businesses get general liability insurance.
- Professional Liability Insurance: A business insurance for professional service providers (consultants, accountants, etc.) that covers against claims of malpractice and other business errors.
- Workers’ Compensation Insurance: A type of insurance that provides coverage for employees’ job-related illnesses, injuries, or deaths. In Minnesota, businesses with one or more employees, including LLC members and corporate officers, are required by law to have workers compensation insurance.
What This Means:
Without insurance: If someone sues your bakery for $40,000, they could take your commercial mixer and empty your business account ($25,000 total), but won’t be able to touch your house or personal savings.
With insurance: Your business liability policy could cover the $40,000 claim, meaning that both your personal and business assets would remain untouched.
That’s why many small business owners turn to providers like Next Insurance for affordable, tailored coverage. Get a free quote today.
Want to learn exactly what coverage your Minnesota business may need? Read our full Minnesota Business Insurance Guide.
Obtain Business Licenses If Needed
While Minnesota doesn’t require a general state business license, your LLC may need specific licenses or permits based on its industry, location, and activities.
- State-Level Licenses: Use the Minnesota Elicensing website to determine if your business requires any state-issued licenses or permits.
- Local Licenses: Check with your city or county clerk’s office to identify any local licensing requirements, such as zoning permits or health department approvals.
- Federal Licenses: If your business activities are regulated by a federal agency (e.g., selling alcohol, firearms, or operating in transportation), consult the U.S. Small Business Administration’s guide to determine necessary federal licenses or permits.
For a comprehensive overview and step-by-step instructions, refer to our Minnesota Business License Guide.
If you’d rather have a service handle this step for you, we recommend checking out LegalZoom’s Business License service.
Pay Minnesota LLC Taxes
Your Minnesota LLC will have several key tax obligations:
Federal LLC Tax Requirements
As a pass-through entity, profits typically flow to your personal tax return. LLC members pay self-employment tax (15.3%) on their earnings.
Income Taxes
Minnesota imposes multiple income taxes that may be applicable to your LLC: individual income tax, corporate income tax, and pass-through entity tax. You can file returns for these taxes online or by mail using the forms listed below.
- Individual Income Tax: Paid by all members of an LLC filing as a disregarded entity, the rate of this tax varies between 5.35%-9.85%. You can file the tax return by paper using Form M1: Individual Income Tax.
- Corporation Franchise Tax: LLCs filing as C Corps will be required to pay Minnesota’s 9.8% corporate tax on their total adjusted income and file the current version of Form M4: Corporation Franchise Return. S Corps can file using Form M8.
- Pass-Through Entity (PTE) Tax: PTE tax allows your LLC to pay income tax at a flat rate of 9.85% on behalf of its partners, members, or managers. An LLC can elect to be taxed in this way if a qualifying owner completes Schedule PTE: Pass-Through Entity Tax and submits it to the Department of Revenue alongside their individual tax return.
Sales and Use Taxes
If you’re selling a physical product or tangible personal property, you will need to obtain a Minnesota Tax ID, or seller’s permit, and Sales and Use Tax account through the Minnesota Department of Revenue.
This allows a business to collect sales tax on taxable sales.
Sales tax, also called “Sales and Use Tax,” is a tax levied by states, counties, and municipalities on business transactions involving the exchange of certain taxable goods or services.
Read our sales tax guide to find out more.
Partnership Tax
Partnership tax applies to LLCs with income of $1,220,000 or greater, that file their federal income tax returns as a partnership, and are:
- Located in Minnesota;
- Have a business presence in Minnesota, or;
- Generate gross income in Minnesota.
Note: While your LLC will be exempt from this tax if it earns less than the $1,220,000 threshold, it will still need to file Form M3, Partnership Return if it otherwise meets the requirements.
Employer Taxes
If you have employees in Minnesota, you will need to register for Unemployment Insurance Tax through the Minnesota Unemployment Insurance Agency. You will also need to sign up for Withholding Tax through the Minnesota Department of Revenue.
Local Taxes
Some Minnesota cities impose their own taxes such as local option sales tax, local lodging tax, and property tax, to name a few.
You can learn more about required local taxes on the Minnesota Department of Revenue’s website.
Most Minnesota LLCs must file their state tax returns by April 15. For help understanding your full tax obligations — and making sure nothing gets missed — check out our full Minnesota LLC Tax Guide.
Need personalized help? Schedule a free consultation with 1-800Accountant to get expert guidance from CPAs who specialize in small business taxes.
File Your LLC Annual Renewal
Minnesota requires LLCs to file an annual renewal, also known as an annual report, with the Minnesota Secretary of State. The deadline for this is December 31st annually, and it can be filed online or by mail. There is no fee required for this filing if your LLC is in good standing.
Note: Failure to file an annual renewal by the annual due date may result in the dissolution of your LLC. To stay on top of this deadline and other important compliance tasks, we recommend hiring a professional registered agent service — they can help ensure you never miss a filing.