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How to start an LLC in Minnesota

By Brent Chudoba, editor Updated

Forming an LLC in Minnesota costs $155 to file the Articles of Organization with the Minnesota Secretary of State. After that you file an annual report of $0. Minnesota charges no franchise tax on a standard LLC. Articles of Organization cost $155 filed online/in-person or $135 by mail (SOS fee schedule). The annual renewal required every year by December 31 to stay in good standing is free ($0), Minnesota does not charge an annual report fee. Unlike most states, Minnesota does not require an LLC to have a registered agent at all (M.S. 322C.0115/0116); only a Minnesota registered office address (no P.O. boxes) is mandatory, so a single-member LLC can skip the registered-agent-service cost ($50-$300+/yr elsewhere) entirely by acting as its own registered office.

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

Minnesota LLC costs (reviewed August 29, 2026)
ItemCost
Filing fee (Articles of Organization)$155
Annual report$0/year
Franchise or business taxNone
Registered agentNot required (state acts as agent)

Source: Minnesota Secretary of State, fee schedule reviewed August 29, 2026.

What are the steps to form an LLC in Minnesota?

  1. Name your LLC. Pick a name that is available and meets Minnesota naming rules, then check it against the Secretary of State's business database.
  2. Registered agent. Minnesota does not require you to name a private registered agent; the Secretary of State is automatically the agent for service of process. You supply a mailing address for forwarding.
  3. File the Articles of Organization. Submit it to the Minnesota Secretary of State and pay the $155 fee. This is the step that legally creates the LLC.
  4. Get an EIN from the IRS. It is free and takes minutes. Do not pay a service for it. See how to get an EIN free from the IRS.
  5. Calendar your annual report. Minnesota charges $0 to keep the LLC in good standing. Missing it risks penalties or administrative dissolution.
  6. Open a business bank account. Keep business money separate from personal money so your liability protection holds up.

Does Minnesota have a franchise tax on an LLC?

No. A default (pass-through) Minnesota LLC owes no franchise tax or minimum fee. The corporate 'minimum fee' on Minnesota property/payroll/sales (M.S. 290.0922, $0-$10,210 tiered by size) only applies to entities taxed as corporations (or S corps) and to partnerships required to file under M.S. 289A.12 subd. 3, it reaches an LLC only if that LLC elects corporate tax treatment.

How is an LLC taxed in Minnesota?

By default, an LLC is a pass-through entity: it pays no income tax itself, and the profits flow to the owners' personal returns. Minnesota has a state individual income tax with a top rate of 9.85% (graduated brackets), so those profits are taxed on your Minnesota return on top of federal tax. Four brackets for single filers (tax year 2026): 5.35% up to $33,310; 6.80% to $109,430; 7.85% to $203,150; 9.85% over $203,150. Married filing jointly: 5.35% up to $48,700; 6.80% to $193,480; 7.85% to $337,930; 9.85% over $337,930. Brackets are adjusted annually for inflation under M.S. 270C.22 (rounded to nearest $10); the dollar figures printed in the codified text of M.S. 290.06 subd. 2c reflect the 2019 base year, not the current year, the Department of Revenue republishes the inflation-adjusted thresholds each December.

An LLC can also elect to be taxed as an S-corp, which changes how owners pay self-employment tax. See LLC vs S-corp vs sole proprietorship and how self-employment tax works.

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