How to Start an LLC in Minnesota (Step-by-Step) 2024 Guide

Home » Minnesota LLC

Need to save time?

Hire a company to form your LLC:
Northwest ($39 + state fee)
LegalZoom ($149 + state fee)

Deal alert! Northwest will form your LLC for $39 (60% discount). See details.

Starting a Minnesota LLC, step-by-step

Starting a Minnesota LLC costs $155. And it takes 1 day to get an LLC in Minnesota.

How to start an LLCHere are the 6 steps to forming an LLC in Minnesota:

  1. Choose an LLC Name
  2. Select a Registered Agent
  3. File Articles of Organization
  4. Create an Operating Agreement
  5. Get an EIN
  6. Get a Minnesota Tax ID Number

If you want to form your LLC yourself, follow our free guide below.

If you want someone to take care of it for you, we recommend hiring Northwest Registered Agent

Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(We recommend Northwest. We've reviewed all the top companies in the industry. And Northwest is our #1 pick for prices, customer support, and address privacy. Check out Northwest vs LegalZoom to learn more.)

How much does it cost to start an LLC in Minnesota?

It costs $155 to start an LLC in Minnesota.

What is this fee for?

The $155 is to file the Articles of Organization – the document that creates an LLC.

To learn more about LLC Costs, see LLC Costs in Minnesota.

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

If you file your LLC by mail, it will be approved in 11-12 business days (plus mail time).

But if you file online, your LLC will be approved immediately.

Please see How long does it take to get an LLC in Minnesota to check for any delays.

Here are the steps to forming an LLC in Minnesota

1. Search your LLC Name

LLC namesSearch your Minnesota LLC Name to make sure it’s available in the state.

You need to do this because two businesses in the state can’t have the same name.

First, search your business name and compare it to existing businesses in Minnesota. You can make sure the LLC Name you want is unique from existing businesses using the Business Entities Search tool.

Second, familiarize yourself with the naming rules in Minnesota (so your Minnesota LLC gets approved).

We’ll explain both in more detail here: Minnesota LLC Name.

2. Choose a Minnesota Registered Agent

The next step is to choose a Minnesota Registered Agent.

Registered AgentA Minnesota Registered Agent is a person or company who accepts legal mail and state notices on behalf of your Minnesota Limited Liability Company.

Who can be an LLC Registered Agent?

You have 3 options for who can be the Registered Agent:

  • You
  • A friend or family member
  • A Registered Agent Service

The Registered Agent for your LLC must have a physical street address in Minnesota. PO Boxes aren’t allowed.

And the Registered Agent’s name and address will be listed on public records.

If you don’t have an address in Minnesota, or you want more privacy, you can hire a Registered Agent Service for your LLC.

We recommend Northwest Registered Agent

Our favorite feature about Northwest is they’ll let you use their office address throughout your LLC filing. This way, you can keep your address off public records.

They’ll also scan any mail sent to your LLC and upload it to your online account.

Northwest has excellent customer service, and they’re who we trust to be our own Registered Agent.

Special offer: Hire Northwest to form your LLC ($39 + state fee), and you'll get a free year of Registered Agent service.

(Why is Northwest the best? Read our Northwest Registered Agent review)

3. File Minnesota LLC Articles of Organization

Articles of OrganizationTo start an LLC, you need to file the Minnesota Articles of Organization.

This gets filed with the Minnesota Secretary of State.

The Minnesota Articles of Organization costs $155 if you file online.

This is a one-time fee to create your LLC.

If you want to file this yourself, see our step-by-step guide: Minnesota Articles of Organization.

Or, you can hire a company to do it for you.

Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(Learn why Northwest is #1 in Northwest vs LegalZoom)

4. Create a Minnesota LLC Operating Agreement

Operating AgreementA Minnesota LLC Operating Agreement serves as a “companion” document to the Articles of Organization.

The Articles of Organization creates your LLC, and the Operating Agreement shows who owns the LLC.

Additionally, some banks require an Operating Agreement when you open an LLC bank account.

And having an Operating Agreement will be very helpful if you ever end up in court. Reason being, it helps prove that your LLC is being run properly.

That’s why we recommend that all LLCs have an Operating Agreement – including Single-Member LLCs.

Furthermore, an Operating Agreement is an “internal document“. Meaning, you don’t need to file it with the state or the IRS (Internal Revenue Service). Just keep a copy with your business records.

You can download a free template below.

Then, learn how to fill it out by watching our step-by-step Minnesota Operating Agreement video.

Download a free LLC Operating Agreement:
Member-managed: Google DocWordPDF
Manager-managed: Google DocWord

(What's better? See Member-managed vs Manager-managed LLC)

5. Get an EIN for your LLC

The next step is to get a Minnesota EIN Number from the IRS for your LLC.

Note: An EIN Number is also called a Federal Tax ID Number or Federal Employer Identification Number.

EIN Number for an LLCAn EIN Number is used to:

  • identify your LLC for tax purposes
  • open a business bank account
  • apply for business licenses and permits
How much does an EIN cost?

Getting an EIN Number from the IRS is completely free.

How long does it take to get an EIN?

If you apply online, it takes 15 minutes.

If you apply by mail or fax, it can take 1-3 months.

How can I get an EIN?

US Citizens/US Residents: If you have an SSN or ITIN, you can apply for an EIN online. Follow these instructions: Apply for an EIN online.

Non-US Residents: You can’t get an EIN online, but you can still get one by fax or by mail. Follow these instructions: How to get an EIN without an SSN or ITIN.

6. Get a Minnesota Tax ID Number

Minnesota also requires most businesses to get a Minnesota Taxpayer Identification number.

You’ll need this number if your LLC:

  • offers taxable goods or services
  • owes use tax on purchases
  • is a Multi-Member LLC, or
  • has employees

We recommend getting a Minnesota Tax ID number.

You can get a Minnesota Tax ID number through the Minnesota Department of Revenue’s Business Registration.

What do I do after my LLC is approved?

After your Minnesota LLC is approved, there are some additional steps.

Open an LLC business bank account

You’ll want to open a business bank account for your LLC.

This makes accounting and record-keeping much easier for your business finances.

Having a separate business bank account also maintains your personal liability protection. This is because it keeps your business entity finances separate from your personal finances.

Get Minnesota business licenses and permits

Business LicenseGood news, Minnesota doesn’t have a state general business license.

However, depending on where your LLC is located, you may need a local business license or permit.

For example, if you want to start a daycare, you may need a business license from the city or county.

You can learn more on our Minnesota Business License page.

File your Minnesota LLC Annual Renewal

LLC Annual ReportAll Minnesota LLCs must file an Annual Renewal every year.

The Annual Renewal keeps your LLC in good standing with the state.

Note: Most states refer to this as the “Annual Report”, but Minnesota uses the term “Annual Renewal”. They mean the same thing.

How much does a Minnesota LLC Annual Renewal cost?

Filing your Minnesota LLC Annual Renewal costs $0 (free).

When is the Annual Renewal due?

Your Annual Renewal is due by December 31, every year.

When is my first Annual Renewal due?

Your first Annual Renewal is due the year after your LLC was approved.

For example, if your LLC was approved on February 15, 2024, your first Annual Renewal is due by December 31, 2025.

How do I file my LLC Annual Renewal?

You can file your LLC’s Annual Renewal online or by mail. We recommend the online filing because it’s easier to complete.

Follow our step-by-step guide here: Minnesota LLC Annual Renewal.

File and pay taxes

LLC TaxesLLCs don’t pay federal taxes. Instead, the LLC Members pay the taxes for the LLC.

Said another way, the owners pay taxes for the LLC as a part of their personal tax return.

How will my LLC be taxed?

By default, a Minnesota LLC is taxed by the IRS based on the number of owners your LLC has:

  • A Single-Member LLC is taxed like a Sole Proprietorship.
  • A Multi-Member LLC is taxed like a Partnership.

Alternatively, you can ask the IRS to tax your LLC like a C-Corporation or S-Corporation.

Besides federal taxes, there are also state and local income taxes – and sales tax. Learn more in Minnesota LLC Taxes.

How to Start an LLC in Minnesota FAQs

Can I start an LLC online in Minnesota?

Yes, you can file your LLC online in Minnesota. The Articles of Organization filing fee is $155.

When you start your LLC online, it will be approved immediately.

What are the benefits of an LLC?

The first benefit of an LLC is protecting your personal assets. Meaning, if your business is sued, your personal assets – like your home, cars, and bank accounts – are protected.

This protection applies to all LLC owners (called LLC Members). It doesn’t matter if you have a Single-Member LLC or Multi-Member LLC. All of the LLC owners are protected from the business debts and liabilities.

This type of protection wouldn’t apply if you operate as a Sole Proprietorship or Partnership. With these types of informal business structures, the owners aren’t protected in the event of a lawsuit. For that reason, Limited Liability Companies (LLCs) are a much more popular business structure.

Another benefit is LLC pass-through taxation. This means the LLC itself doesn’t pay federal income taxes. Instead, the profits “pass through” to the LLC Members. And the Members pay the taxes on their personal tax return.

And Minnesota state income taxes are very similar, since the state honors the federal tax treatment of your LLC.

To learn more, please see How are LLCs taxed.

Is Minnesota a good state to start an LLC?

Whether Minnesota is a good state to start an LLC depends on where you live – and where you’re doing business.

Meaning, if you live in or do business in Minnesota, then you should start your LLC in Minnesota. While many websites talk about tax rates and advantages of certain states, none of that applies if it’s not the state where you live and do business.

For example, if you form an LLC in Wyoming, but live in and conduct business in Minnesota, you’ll also need to register your Wyoming LLC in Minnesota (and pay extra fees). And you’ll end up paying Minnesota taxes anyway. This ends up leading to more costs and more headaches with no advantages.

In summary, if you live in and conduct business in Minnesota, then yes, Minnesota is a good state to start a business. If you don’t live in and do business in Minnesota, then no, Minnesota isn’t a good state to start a business.

Real estate exception: If you’re purchasing real estate outside of Minnesota, you should form your LLC in the state where the property is located.

For more information, please see Best State to Form an LLC.

Matt Horwitz
Matt Horwitz
Matt Horwitz is the leading expert on LLC education, and has been teaching for 15 years. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.

Want our free email course?

Get simple LLC lessons sent right to your inbox.

Thanks! You're subscribed √
Your email address is already subscribed.

21 comments on “Minnesota LLC”

Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

  1. Hi Matt, My son started a restaurant in November 2017 in Minnesota. He is listed as the member on the LLC. He and his grandmother are listed as organizers on the LLC. Now his grandmother is attempting to sue him for control of the restaurant because she borrowed him some money initially for start up costs. We can’t find a copy of the articles of the corporation. Does grandma have a legal right to this business? Thank You, Rita

    • Hi Rita, this is certainly a conversation to be had with an attorney. If his grandmother is only the LLC Organizer and not an LLC Member, then she doesn’t own the company. However, oral contracts are enforceable in Minnesota, so it all depends on what the agreement was between your son and his grandmother regarding the money. Was it just a personal loan or was it consideration to become an LLC Member. Hope that helps.

  2. Hi Matt,
    I’m a foreigner (Tunisia ) and I plan to start an online business ans sell to the US marketplace. Based on my research, I found the best way is to setup an LLC in the USA. I have never been to the USA but I have a 10 years tourism visa. Can you advise me if I’m doing the right thing or not. I have a family member in Minnesota. Should I setup my LLC there?!. Thank you.

  3. Hi Matt,

    My husband want to start a handy man construction business himself. As for now it’s only him in the business so how does he go about to start it up? Does he need to get tax license 1st and then the LLC? Help!!!

    Thank you

    Sue

    • Hi Sue, it would be LLC first and then any applicable licenses/permits. This way, the licenses/permits are registered in the name of the LLC and not in your husband’s name. Hope that helps.

  4. Hello Matt,
    You have already been very helpful. I was in the process of purchasing a building when I came across the video about putting business property in the name of the LLC instead of me personally. I quickly created a separate LLC for the property and had everything changed BEFORE the purchase was finalized. THANK YOU! Quick question, I am setting up an LLC in Minnesota. This LLC will likely have partners, but it will take a few months to establish the business and obtain partner commitments. I am required to set up the LLC now, but I do not have full commitment from the partners. Can I set the LLC up in my name now and add the partners later?
    Any help is greatly appreciated!
    Thank you!
    Todd

  5. Hi Mark,

    Your site and mission are wonderful: organized and direct! Thank you!!

    I also love that we can all interact state-specific in these comments.

    My Question:
    I want to start an LLC that will be an online-based business from my home. I want to protect my home address for privacy and security. I saw on the Business Record Details, that anyone can look up, that addresses are visible. Can you advise me?

    Thank you so much.

    • I was hoping not to use a Registered Agent – it looks like I’ll need to.

      Will that one move solve the disclosing my home address issue?

      Thanks again.

      • Hey Julie! Thanks for the kind words :) And great question. In this case, you’ll want to hire a Registered Agent that will not only serve as your Minnesota LLC’s Registered Agent, but will also let you use their office address throughout your Articles of Organization, such as the Organizer’s address and the Mailing Address. The Registered Agent we recommend for that is Northwest Registered Agent. They’ll serve as your agent and let you use their address for privacy. Any mail that is sent to your LLC, will then be scanned by them and uploaded to your online dashboard. You’ll get access to your online dashboard right after signing up with them. Hope that helps! Let me know if you need anything else.

  6. I have a registered LLC in the State of Minnesota. Legal Zoom was and is my registered agent…but their fees are outrageous and I would like to act as my own registered agent as I reside I Minnesota and business address is in Minnesota as well and thus have a place and number where any follow up can be addressed.
    How do I make this happen?

    Thank You

  7. My understanding is that the IRS will consider an LLC wholly owned by a husband and wife, filing joint tax returns, as a disregarded entity for tax purpose. Does MN do the same or does it consider the husband/wife owned LLC to be a multi-member LLC, taxed as a partnership or corporation? Thank you.

  8. I live in MN but have a few rental properties in WI.

    Can I have a MN LLC and put the WI properties in the MN LLC.

    • Hi Mike, you’re doing business in Wisconsin, so you’ll either need to form the LLC in Wisconsin or form the LLC in Minnesota and then register your Minnesota LLC as a Foreign LLC in Wisconsin. Alternatively, you could form the LLC in Wisconsin, but instead of it being owned by you, the Wisconsin LLC could be owned by a Minnesota LLC or a Wyoming LLC, which is popular among real estate investors looking for better asset protection (namely, charging order protection). Hope that helps.

      • So if I want to set each of my rentals with there own LLC and I have three properties. I would need 6 llc total. 3 in Wisconsin and 3 in mn claiming the Wisconsin llc’s? Thank you for your time.

        • Hey Mike, you could have them each owned by a separate Minnesota LLC, although it’s more common to have them all owned by 1 parent LLC. In this case, that’d be your parent LLC in Minnesota. So, here’s how that looks. You form the Parent LLC first in Minnesota, which is owned by you. Then you form the Child Wisconsin LLCs. Now many states have a field for Member’s info in the Articles of Organization, but Wisconsin does not. They don’t disclose who LLC Members (owners) are. To make your paper trail better, you can list the LLC Organizer as your Minnesota LLC and then you’d be signing on behalf of the Minnesota LLC. Alternatively, you could personally organize the Wisconsin LLC then sign a Statement of LLC Organizer appointing the Minnesota LLC as Member. And of course the Minnesota LLC would be listed as the Member in the Wisconsin LLC’s Operating Agreement. Hope that helps.

Leave a comment or question

Comments are temporarily disabled.

×