How Much Does an LLC Cost in Minnesota
It costs at least $135 to form an LLC in Minnesota. But these additional expenses could increase the total to over $3,000.
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Here are the following fees to consider:
- Articles of Organization: $135 to $155
- Certificate of Authority: $185 to $205
- Annual Renewal: $0 ($25 to $45 for late filings)
- Permits and Licenses: At least $15
- Business Taxes: 5.35% to 9.85% of taxable income
- Registered Agent: $0, or $100-$300/yr
- Operating Agreement: $0, or up to $500+
- Employer Identification Number: $0, or $50 to $99
- BOI Report: $0, or $25 to $149
- Optional Fees: Up to $3,000+
Did you know Minnesota is home to 17 Fortune 500 companies? Giants like UnitedHealth, 3M, and Best Buy—to name a few.
Your dream limited liability company could also call the Land of 10,000 Lakes home. So, best prepare your budget, starting with the one-time state filing fee.
Set Up Your LLC - $0 + State Fees
- Free business plan included (no credit card required)
- Lifetime compliance alerts
- Comprehensive name check
- Lifetime customer support via email and phone
Articles of Organization
One-Time Fee: $135 (mail) | $155 (online and in person)[1]
To form an LLC in Minnesota, you must submit the Articles of Organization to the Secretary of State. Once the documents are approved, your LLC will be recognized as a separate legal entity.
A Minnesota LLC's Articles of Organization contain the following information, among other details:
- Limited Liability Company name
- Registered agent name and address
- Organizer's name, address, and signature
- Email address for official notices
You can submit the Articles of Organization online, by mail, or in person. However, the filing fees for online and in-person filings are more expensive because they're expedited. If you plan to file in person, make an appointment online first.[2]
In Minnesota, an LLC organizer is the person who filed the Articles of Organization with the Secretary of State. This person can be an LLC member, registered agent, or someone else.
Certificate of Authority
One-time Fee: $185 (mail) | $205 (online or in person)[1]
If you already have an LLC in another state and want to expand your business to Minnesota, register it as a foreign LLC.
To create a foreign LLC in Minnesota, you must file the Certificate of Authority with the Secretary of State. Don't forget to attach a Certificate of Good Standing from your domestic state
.
You can't form an LLC in Minnesota for free. At a minimum, you must pay $135 for the Articles of Organization.
Annual Renewal
Annual Fee: Free ($25 to $45 for late filings)[1]
Minnesota LLCs must submit annual reports to the Secretary of State. It lets the government, banks, and anyone who can access public records that your business is still active.
Annual renewals are due by December 31st each year.[3] It's free to file unless you submit it after the deadline. Then, you'll have to file an Annual Reinstatement, which costs $25 by mail and $45 online or in person.[1]
The Minnesota Secretary of State can close your business if you don't file an annual renewal. Your business name may also be taken by someone else, after which you won't be able to reuse it.[3]
Business Permits and Licenses
Annual Fee: Typically at least $100
Minnesota does not have a state-level general business license. Instead, the state prefers leaving business licensing requirements to local jurisdictions and specific industries.
In Minneapolis, the cost ranges from several hundred to thousands of dollars for specialized licenses like liquor licenses or adult entertainment permits.[4]
In Saint Paul, license and permit fees vary widely depending on the business type:[5]
- Entertainment - A: $278
- Auto Repair Garage: $507
- Health or Sports Club: $405
- Firearms: $405
The number of permits and licenses your LLC needs depends on its business purpose. Some businesses may be regulated by various governmental offices simultaneously and could renew yearly.
Business Taxes
Annual Cost: 5.35% to 9.85% of taxable income[6]
By default, an LLC itself doesn't pay income tax. You'll have to pay the state income tax based on your taxable income.
2024 Minnesota State Income Tax Rates:[6]
| Tax | Joint Married | Separate Married | Head of Family | Single |
|---|---|---|---|---|
| 5.35% | $0 - $46,330 | $0 - $23,165 | $0 - $39,010 | $0 - $31,690 |
| 6.80% | $46,331 - $184,040 | $23,166 - $92,020 | $39,011 - $156,760 | $31,691 - $104,090 |
| 7.85% | $184,041 - $321,450 | $92,021 - $160,725 | $156,761 - $256,880 | $104,091 - $193,240 |
| 9.85% | More than $321,450 | More than $160,725 | More than $256,880 | More than $193,240 |
On top of that, you must also pay federal income taxes.
2024 Federal Income Tax Rates:[7]
| Tax Rate | Taxable Income |
|---|---|
| 10% | $0 to $11,600 |
| 12% | $11,601 to $47,150 |
| 22% | $47,151 to $100,525 |
| 24% | $100,526 to $191,950 |
| 32% | $191,951 to $243,725 |
| 35% | $243,726 to $609,350 |
| 37% | Over $609,350 |
Don't forget the 15.3% federal self-employment tax.[8] This tax covers Social Security and Medicare contributions.
The fees that you'll incur when forming an LLC can be claimed as tax deductions. You can write off the following expenses:
Minnesota LLC Optional Fees
While the fees below are generally optional, some are unavoidable depending on your business needs.
For example, obtaining a Certificate of Good Standing is often necessary when opening an LLC bank account.
| Minnesota LLC Optional Fees | Cost |
|---|---|
| Registered Agent Services | Up to $300+ |
| Change of Agent or Office | $35 to $55 |
| Operating Agreement | Up to $500+ |
| Employer Identification Number | $50 to $99 |
| BOI Report | $25 to $149 |
| LLC Name Reservation | $35 to $55 |
| LLC Assumed Name | $30 to $50 |
| Assumed Name Publication | $40 to $200+ |
| Articles of Correction | $35 to $55 |
| Amendment of Articles | $35 to $55 |
| Certificate of Good Standing | $5 to $15 |
| Certified Copy of Documents | At least $5 |
| Website Domain | $10 to $20 |
| Business Insurance Premiums | Varies |
The Minnesota Secretary of State has no separate fee or add-on for expedited services. However, you can process your LLC formation faster by filing online or in person. Filings received at the counter are processed while you wait.[1]
Registered Agent Services
Annual Cost: $0, or $100-$300/yr
In Minnesota, you must have a registered agent to receive business and legal documents for your LLC. This includes government notices, tax forms, and annual reporting forms.
You can technically be your LLC's registered agent—as long as you're at least 18 and have a physical street address in Minnesota. You must also be available to receive documents during business hours.
However, your address will be public record. So many LLCs like to hire a registered agent service to keep their personal details private. These services usually charge $100-$300 per year to be your registered agent.
No, you don't need an attorney to form an LLC in Minnesota. You can form on your own or hire a formation service to help you.
Change of Registered Agent or Office
Cost: $35 (mail) | $55 (online or in person)[1]
In Minnesota, an LLC can change its registered agent's details by filing a form with the Secretary of State. Changes include the registered agent's name and address. Your new agent must sign the form before filing it.
In Minnesota, the Amended Articles are used to change the business name, address, and other details. The Change of Agent form is focused solely on changes regarding the registered agent.
Operating Agreement
Cost: $0, or up to $500+
LLCs in Minnesota are not required to have an operating agreement. However, it's recommended because it defines important rules and regulations that all members must follow.
An LLC operating agreement contains the following:
- The roles and responsibilities of each member
- How new or departing members will be treated
- How business profits and losses will be divided
Ideally, you should already have a signed Operating Agreement before forming an LLC in Minnesota. But if your LLC is already formed, you can always draft it yourself after.
Alternatively, an LLC attorney might charge you a $500 flat fee for a standard operating agreement. If you have more complex details, the cost could be higher.
You can write your own with free online operating agreement templates. If you want a professional to create it for you, LLC services usually offer this as a part of their packages for much less than attorney costs.
Employer Identification Number
Cost: $0, or $50 to $99
Any LLC with more than one member or with employees must have an EIN, regardless of how it's taxed. This is a unique nine-digit number assigned by the Internal Revenue Service (IRS) to identify a business entity for tax-related purposes.
You can just apply for an EIN for free on the IRS website. But if you'd like an LLC service to process it for you, you can do so for a small fee. Here are some providers that do this and their pricing:
- Northwest Registered Agent: $50
- Bizee: $70
- ZenBusiness: $99
Single-member LLCs in Minnesota don't require an EIN, but it's almost essential in practice. For instance, you'll need one if you hire employees or want to open a business bank account.
Yes. Separating your LLC's finances from personal assets is a requirement of liability shielding. Use a separate bank account to accept payments and pay business expenses to prevent piercing the corporate veil .
BOI Report
One-Time Cost: $0, or up to $149
The Beneficial Ownership Information (BOI) is a one-time report that must be submitted to the Financial Crimes Enforcement Network (FinCEN) within 90 calendar days of your LLC's formation.[9]
It includes information about the LLC's beneficial owners, including name, birth date, and address.
FinCEN doesn't charge a fee to submit your BOI report. But you can pay an LLC service to process it for you and save yourself the hassle:
- Northwest Registered Agent: $25
- LegalZoom: $149
- ZenBusiness: $149
You're considered a beneficial owner if you own 25% or more of the ownership interests in your LLC. Or if you exercise substantial control over the LLC.
LLC Name Reservation
Cost: $35 (mail) | $55 (online or in person)[1]
You can reserve your desired name first if you've already got a business name but aren't ready to form an LLC. This will prevent others from using that name for 12 months.[10]
If you need more time, renew the name reservation for the same fee and get another 12 months.[10]
Don't forget to review Minnesota's naming regulations. For example, an LLC name must include LLC, Ltd., or similar.
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 today, you may want to buy the URL to prevent others from acquiring it.
Assumed Name
Cost: $30 (mail) | $50 (online or in person)[1]
An assumed name (also known as "Doing Business As" or DBA) allows your LLC to operate under a name different from its legal name registered with the state.
Some LLCs use a DBA for branding purposes. It's also ideal if you want to use a name without an "LLC" at the end.
Assumed names in Minnesota must be renewed yearly.[11] It's free unless you renew it after the due date. If that's the case, you must file an annual reinstatement with the filing fee ($25 by mail, $45 online or in person).[1]
An assumed name allows a business to operate under a name different from its legal name. Meanwhile, a trademark is an intellectual property protection that legally protects your brand name, logo, or slogan at the national level.
DBA Publication
Cost: Typically $40 to $200+
After filing an assumed name, you must publish the name with a qualified legal newspaper for two consecutive issues in the county where your business is located.[11]
After publication, the newspaper will give you an affidavit of publication. You must keep this with your business documents.
The cost of publishing your assumed name ranges from $40 to $200 or more. It depends on factors like the newspaper circulation, notice size, and any additional charges the newspaper might have.
Articles of Correction
Cost: $35 (mail) | $55 (in person)[1]
After your Minnesota LLC application is approved, review all the details of the Articles of Organization carefully.
If there are errors, like a misspelled business name or incorrect address, correct them as soon as possible by filing the Articles of Correction.
Amendment of Articles
Cost: $35 (mail) | $55 (online or in person)[1]
Your Minnesota LLC's Articles of Organization contains specific details about your business. Should these details change, you must file the Amended Articles to the Secretary of State.
File the Articles of Amendment if you:[12]
- Change the LLC name
- Have a new business email address
- Move to a new address
The Articles of Correction are for fixing mistakes in initial filings. Meanwhile, the Articles of Amendment update key details as the LLC evolves.
Certificate of Good Standing
Cost: $5 (mail and in person) | $15 (online)[1]
A Certificate of Good Standing verifies that your LLC is updated with all state filings and has paid all its fees and taxes. You can request one from the Secretary of State.
You might need a Certificate of Status to:
- Open a bank account
- Apply for business loans
- Qualify for business insurance
- Conduct business as a foreign LLC
Contact the Secretary of State to ask why your LLC is in bad standing. The most common reasons include:
- Failure to file the annual renewal
- Failure to renew permits and licenses
- Not having a registered agent in Minnesota
Pay any outstanding fees and penalties. Then, file an Annual Reinstatement with the filing fee ($25 by mail, $45 in person or online).
Certified Copies
Cost: $5 per certification + $3 per filing[1]
You might need certified copies of documents for circumstances like opening a bank account or expanding your business.
Additionally, some LLCs keep certified copies of their initial Articles of Organization and Amendments (if any) for recordkeeping purposes.
Business Website Domain
Annual Fee: $10 to $20
A website domain and social media presence provide dedicated online spaces for your business. It's essential for marketing, customer engagement, and brand visibility in today's digital world.
Even if you aren't planning to build a business website now, you could still buy the domain name. This will prevent others from using your LLC's name as a web address.
Domain squatters often monitor newly registered LLC names. They purchase corresponding website domains and then resell them at significantly higher prices.
Business Insurance Premiums
Cost: Varies
Most employers in Minnesota must have workers' compensation insurance.[13] You might also be required to get these:
- General liability insurance
- Commercial property insurance
- Professional liability insurance
- Cyber liability insurance
You can self-insure or purchase from an insurance carrier. The cost depends on factors like the number of employees, the risk level of your industry, and your past insurance claims.
Bottom Line
In Minnesota, the Articles of Organization costs $135 by mail or $155 online or in person. Annual renewals are free, but you'll pay at least $25 if you file after the due date.
The total cost of forming an LLC in Minnesota will increase depending on the additional services, documents, and licenses you need. Ultimately, setting aside an extra budget for unexpected fees is never a bad idea.
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References
- ^ Office of the Minnesota Secretary of State. Business Filing & Certification Schedule, Retrieved 08/20/2024
- ^ Office of the Minnesota Secretary of State. How to Schedule an Appointment, Retrieved 08/20/2024
- ^ Office of the Minnesota Secretary of State. Renewals, Retrieved 08/20/2024
- ^ City of Minneapolis. License Fees, Retrieved 08/20/2024
- ^ St. Paul Minnesota. Business License Fees, Retrieved 08/20/2024
- ^ Minnesota Department of Revenue. Income Tax Rates and Brackets, Retrieved 08/20/2024
- ^ IRS. Federal income tax rates and brackets, Retrieved 08/20/2024
- ^ IRS. Self-employment Tax (Social Security and Medicare Taxes), Retrieved 08/20/2024
- ^ Financial Crimes Enforcement Network. Beneficial Ownership Information, Retrieved 10/02/2024
- ^ Office of the Minnesota Secretary of State. Name Reservation, Retrieved 08/20/2024
- ^ Office of the Minnesota Secretary of State. Assumed Name/DBA, Retrieved 08/20/2024
- ^ Office of the Minnesota Secretary of State. Amendment to Articles of Organization, Retrieved 08/20/2024
- ^ Minnesota Department of Labor and Industry. Work Comp: Mandatory Coverage Information, Retrieved 08/20/2024
Nicole King is a research analyst at CreditDonkey, a business formation services comparison and reviews website. Write to Nicole King at nicole.king@creditdonkey.com. Follow us on Twitter and Facebook for our latest posts.
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