How to Start an LLC in Minnesota (Step-by-Step Guide)

Forming an LLC in Minnesota requires filing Articles of Organization with the Minnesota Secretary of State and paying a $155 filing fee online. The process takes about 3-5 business days for standard processing.

Follow these steps to start your Minnesota LLC in 2026.

How to Start an LLC in Minnesota (6 Steps)

Step 1: Name Your Minnesota LLC

Your LLC name must be distinguishable from other business names registered in Minnesota. The name must include “Limited Liability Company,” “Limited Company,” “LLC,” or “LC.”

Search the Minnesota Secretary of State business name database to check availability. You can also reserve a name for 12 months by filing a Name Reservation ($55 online, $35 by mail).

Minnesota naming rules:

• Must include an LLC designator (LLC, LC, Limited Liability Company, or Limited Company)
• Cannot be the same as or deceptively similar to an existing entity on file with the Secretary of State
• Cannot contain restricted words like “bank,” “insurance,” or “trust” without proper authorization

Step 2: Choose a Registered Agent

Minnesota requires every LLC to have a registered agent with a physical street address in Minnesota. The registered agent accepts service of process and official state correspondence on behalf of your LLC.

You can serve as your own registered agent (if you have a Minnesota address), or use a professional service. Our top recommendation is Northwest Registered Agent ($39/year), which also handles LLC formation for $39 + the $155 state fee.

Step 3: File Your Articles of Organization

File your Articles of Organization with the Minnesota Secretary of State. You can file online, by mail, or in person.

Filing details:

• Filing fee: $155 (online or in person), $135 (mail)
• Online filing: Minnesota Business Filing Portal (recommended — faster processing)
• Processing time: 3-5 business days (online), 5-7 business days (mail)

Information required:

• LLC name
• Registered office address in Minnesota
• Name and address of registered agent
• Duration (perpetual is standard)
• Name and address of each organizer
• Whether the LLC is member-managed or manager-managed

Step 4: Create an Operating Agreement

Minnesota doesn’t legally require an operating agreement, but having one is strongly recommended. It establishes ownership structure, profit distribution, and management responsibilities — and it’s usually required to open a business bank account.

Step 5: Get an EIN

Apply for an Employer Identification Number (EIN) through the IRS website. It’s free and takes about 15 minutes online. You need an EIN to open a business bank account, hire employees, and file taxes.

Step 6: File Your Annual Renewal

Minnesota requires all LLCs to file an annual renewal with the Secretary of State by December 31 each year. The renewal keeps your LLC in good standing.

Good news: There is no fee to file your Minnesota LLC annual renewal. It’s completely free if your LLC is in good standing.

Minnesota LLC Costs

Total first-year cost: $155-$454 (depending on whether you use a registered agent service). See our complete guide to LLC costs by state.

Minnesota LLC Taxes

Minnesota LLCs are treated as pass-through entities by default — profits flow through to members’ personal tax returns.

• State income tax: 5.35% to 9.85% (graduated individual income tax rates)
• Corporate franchise tax: Flat 9.8% (only if you elect corporate taxation)
• No entity-level LLC tax: Minnesota does not impose a separate entity-level tax on pass-through LLCs
• Sales tax: 6.875% state rate, plus local taxes that can bring the total to over 8% in some areas
• Federal taxes: Standard pass-through taxation — profits pass to members’ personal returns
• Self-employment tax: 15.3% on net self-employment income (federal)

Annual Requirements for Minnesota LLCs

• Annual renewal: Due December 31 each year, filed with the Minnesota Secretary of State. No filing fee.
• State income tax: Minnesota individual income tax returns are due April 15.
• Maintain a registered agent: Must have a registered agent with a Minnesota address at all times.

Frequently Asked Questions

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

Online filings are typically processed within 3-5 business days. Mail filings take approximately 5-7 business days, not counting transit time.

Is the Minnesota annual renewal really free?

Yes. Minnesota does not charge a fee for the annual renewal filing. You still need to file it by December 31 each year to maintain your LLC’s good standing, but there is no cost.

Does Minnesota require an operating agreement?

No, Minnesota doesn’t legally require an operating agreement. However, we strongly recommend creating one. It protects your personal liability and most banks require one to open a business account.

Can I form a Minnesota LLC if I live in another state?

Yes. You can form a Minnesota LLC regardless of where you live. You’ll need a registered agent with a physical Minnesota address. However, if you primarily do business in another state, you may be better off forming your LLC there instead. See our how to start an LLC guide for more on choosing the right state.

Why is Minnesota’s income tax rate so high?

Minnesota’s top marginal income tax rate of 9.85% is among the highest in the nation. However, this top rate only applies to higher income levels. Lower income brackets are taxed at 5.35% to 6.80%. Despite the higher taxes, Minnesota consistently ranks well for quality of life, infrastructure, and business climate.

Start an LLC in Another State

Click your state below for a step-by-step formation guide with filing fees, requirements, and timelines.