How to Start an LLC in Minnesota

A Minnesota LLC comes into existence when the Minnesota Secretary of State, Business Services accepts your Articles of Organization. The filing is authorized by Minn. Stat. § 322C.0201, Minnesota's version of the Revised Uniform Limited Liability Company Act, and the price depends entirely on how you submit it: $135 if you mail the paperwork, $155 if you file online or walk it in. Those are two filing channels, not a base fee plus a rush charge, and the state's fee schedule labels the online and in-person channel "expedited service."

One quirk worth knowing before the checklist: Minnesota does not put numbers on its Secretary of State business forms. There is no "Form LLC-1" equivalent here. The document you want is simply titled Articles of Organization, and any site quoting a Minnesota form number is making one up.

Steps to Form a Minnesota LLC

1. Clear the name first. Your name needs "Limited Liability Company," "LLC," or "L.L.C." and has to be distinguishable from every entity already on file. Search the state's records through the Business Filings portal before you print anything or buy a domain.
2. Settle the registered office question. Every Minnesota LLC must list a registered office, meaning an actual office location at a Minnesota street address. A PO box by itself will not satisfy the statute. Naming a registered agent at that office is a separate decision, and for a Minnesota-formed LLC it is genuinely a decision: § 322C.0201 subd. 2 asks for an agent only "if any." More on that below.
3. Complete the Articles of Organization. The unnumbered state form collects the LLC name, the registered office street address, the agent if you are naming one, and the organizer's name, address, and signature. The statute puts it plainly: one or more persons form the company "by signing and filing with the secretary of state articles of organization."
4. Pick your channel and pay the fee. Mail the signed articles with $135, or file online or in person for $155. The $20 gap is simply what Minnesota charges for its faster "expedited service" channels; nothing extra is bolted on either way.
5. Adopt an operating agreement. Minnesota never sees this document, but your bank will ask for it and the members will need it the first time money or control is disputed. Without one, Chapter 322C's default rules decide those questions for you.
6. Get your EIN from the IRS. Free, immediate for most applicants, and done directly at IRS.gov. Nobody needs to charge you for this step.
7. Put December 31 on the calendar. Beginning the calendar year after formation, your LLC owes the state an Annual Renewal every year. The renewal itself is $0, but skipping it carries the harshest penalty in the state's toolbox, covered below.

Minnesota Filing Fees at a Glance

We prepare and file the articles for a flat $199, and that price includes your first year of registered agent service. After year one the agent service renews at $99 a year.

The Registered Agent Decision

Minnesota is unusual here. A domestic Minnesota LLC is not required to appoint a registered agent at all; the mandatory piece is the registered office. An LLC formed in another state and registering to do business in Minnesota, on the other hand, must designate a Minnesota agent.

If you do appoint one, the eligible candidates under Minn. Stat. § 5.36 are a Minnesota-resident individual, a domestic corporation or LLC, or a foreign corporation or LLC authorized in the state. Your own LLC is not on that list, and the state's form instructions say outright that an entity may not act as its own agent. The agent's business office address must match the registered office address exactly.

Appointing an agent anyway is what most owners choose, because someone then owns the job of receiving lawsuits and state mail the day they arrive, and because a service address on the public record beats a home address there.

After Formation

Keep the registered office current with the state, file the free Annual Renewal by every December 31, and keep the LLC's money separate from your own. An LLC that misses the renewal deadline is dissolved by statute under Minn. Stat. § 322C.0705, and the Secretary of State owes you no warning before it happens.

Ready to skip the paperwork? We file with the Minnesota Secretary of State on your behalf, first-year registered agent included.

Form Your Minnesota LLC