A Guide for Starting an LLC in Minnesota

Get your Minnesota LLC formed and running in just five steps. You’ll name your company, designate a registered agent, and file Articles of Organization. After that, there are just a few more steps to do business in the Land of 10,000 Lakes. We’ll walk you through it.

5 Steps to Start an LLC in Minnesota:

1. Name Your Minnesota LLC
2. Designate a Registered Agent
3. File Articles of Organization
4. Organize Operations
5. File Beneficial Ownership Information

Step 1: Name Your Minnesota LLC

Your business name is often a customer’s first impression of your brand, so you want to pick one that’s memorable—the Mall of America is a household name for a reason! Here are a few considerations for naming your LLC in Minnesota:

• What naming requirements should you follow?
  Minnesota Statutes 322C.0108 specify the requirements for naming your LLC in Minnesota. The name must be written in the English alphabet, and it must contain the words “limited liability company” or “LLC.” Your business name must be distinguishable from any other business name, including reserved names, in the North Star State. Check the business name search to see if the name you’d like is already in use.
   
  There are some restrictions. You can’t use words that indicate your company is a corporation, so don’t use “incorporated,” “inc.,” or “corporation.” You also can’t use language indicating your Minnesota LLC is organized for a purpose that isn’t permitted. For example, you can’t imply that you’re conducting illegal activity.  
• Is the name being used already online?
  Consistency is key to a successful online business presence. After you choose a name that meets Minnesota’s requirements, search online for domain name availability. Check social media handles, too.
   
  When you hire us to form your LLC in Minnesota, we’ll register your domain free for the first year. We’ll also give you three free months of website and email services.
• Is the trademark reserved?
  Trademark availability should be an early consideration if you might want to trademark your business name in the future. You may face impediments to trademark registration if the name has already been federally trademarked and connected to goods or services like yours. We offer federal trademark registration service that you can add on when you hire us to form your LLC. Our attorneys will conduct a clearance search and offer recommendations if they anticipate barriers to registration.

Can I reserve a business name in Minnesota before registering my LLC?

Yes. You can reserve your business name for up to one year by filing an application with the Secretary of State. Since names need to be distinguishable to form your Minnesota LLC, it’s a good plan if you have a business idea but aren’t quite ready to file paperwork.

Are there exceptions to using distinguishable names?

Yes, there are a few ways you can use a non-unique name for your LLC in Minnesota. You’ll need to file the written consent of the business whose name you want to use unless there are extenuating circumstances, like a court order or a complex affidavit. Check Minnesota Statute 322C.0108 for more information.

Step 2: Designate a Registered Office and Registered Agent

A registered office and registered agent are the next two pieces of information you’ll need to complete your Articles of Organization. We’ll cover those in more detail in Step 3.

Your registered office is an address you designate for your business. It must be a street address, not a P.O. Box.

Your registered agent can be an individual who resides in Minnesota, or another Minnesota business—your company can’t act as its own registered agent, but you can.

Limited liability companies formed in Minnesota are not required by law to maintain a registered agent to receive service of process. The Secretary of State acts as your agent for service of process if you don’t choose a registered agent, or if your agent cannot be served with due diligence.

We’ll include a year of Registered Agent service for free when you hire us to form your Minnesota LLC, and you can use our office address for your registered office address.

Is an agent for service of process the same as a registered agent?

Step 3: File Articles of Organization

Register your Minnesota LLC with the state by filing your company’s Articles of Organization with the Secretary of State. You can file online or in person for $155, which counts as expedited service, or by mail for $135.

To file online, create an account with the Minnesota Secretary of State following the prompts. Once you’re logged in, you’ll go to the Business Filings Online page and select the business structure “Limited Liability Company (Domestic).” From there:

1. Answer questions about non-profit status and professional status.
2. Enter your Minnesota LLC’s name, and use the drop-down menu to choose how you’d like the suffix displayed.
3. Enter your registered office address, which must be a street address and not a P.O. box, and the name of your registered agent at that address.
4. Enter the name and street address of the organizer—the person filing the articles—and type that name in the signature box to digitally sign the document.

Once you review the filing, submit it with your credit card payment.

If you’d prefer to file in person, you can schedule an appointment at the First National Bank Building location. This is the same address to which you’ll send Articles of Organization if you’re filing by mail:

Minnesota Secretary of State – Business Services
First National Bank Building
332 Minnesota Street, Suite N201
Saint Paul, MN 55101

What if I’m filing as a professional firm?

Professional firms filing Articles of Organization are subject to additional requirements as outlined in Minnesota Statutes 319B.01–319B.12. If you don’t know whether you qualify as a professional firm, you can view a list here.

Can my LLC be a nonprofit in Minnesota?

Yes! Minnesota LLCs can choose to be organized as nonprofit LLCs governed by the rules outlined in Minnesota Statute 322c.1101. If you’re planning to apply for tax-exempt status 501(c)(3), get more information about additional required language in your articles of organization from IRS publication 557.

Step 4: Establish Business Operations

Your Minnesota LLC is registered once the Secretary of State records the filing. There are just a few more steps to get you set up to succeed.

• Write an operating agreement.
  This contract documents the agreements made between LLC members about how to actually run the business, especially where those agreements differ from the default rules spelled out in Minn. Stat. Chapter 322C. Each operating agreement is specific to the LLC creating it. When you hire us, we’ll provide a free operating agreement template—written by our attorneys and specific to Minnesota—that you can customize for your LLC.
• Apply for an EIN.
  An Employer Identification Number, or EIN, serves as your company’s federal tax ID. You’ll need one to hire employees, establish bank accounts for your Minnesota LLC, apply for licenses, and file your tax returns.
• Create business bank accounts.
  Establishing a bank account for your business keeps those finances separate from your own. This helps maintain your LLC’s limited liability.
• Obtain licenses and permits.
  Depending on your local municipality and industry, there may be additional licenses or permits you need to acquire to legally operate your business. Check Minnesota’s e-licensing online for state-required licenses, then check your county’s website. Some cities, like St. Paul and Minneapolis, have their own licensing departments—check those too for any additional requirements.

Step 5: File Beneficial Ownership Information Report

The Corporate Transparency Act, effective January 1st 2024, requires most LLCs to file a Beneficial Ownership Information (BOI) Report. The report identifies the people who own at least 25% of the ownership interest or exercise substantial control over the company.

Qualifying Minnesota LLCs formed in 2024 must file this report to the Financial Crimes Enforcement Network within 90 days of registration. If you form your LLC in Minnesota in 2025 or later, you’ll have just 30 days to file.

Hire us to form your LLC and you can add BOI Report filing services.

Frequently Asked Questions