How to Start a Business in Minnesota (2026)

Fact-checked by the LegalGlass editorial team against primary sources · Published Aug 20, 2026 · Last updated Aug 20, 2026

To start a business in Minnesota, pick a structure, clear the name with the Secretary of State, and file the formation document - Minnesota LLC Articles of Organization cost $155 filed online or in person and $135 by mail. Then take a free federal EIN, register for a Minnesota Tax ID, and file the free annual renewal each year.

Quick Answer

Formation agency: Minnesota Secretary of State, Business Services
LLC Articles of Organization: $155 online or in person; $135 by mail
Assumed name (DBA): $50 online; $30 by mail
Annual renewal: $0 while the entity is active and in good standing
Federal EIN: $0 - free from the IRS
State tax registration: Minnesota Tax ID, Department of Revenue
Registered office: Required in Minnesota for LLCs and corporations

Step 1: Choose a Business Structure

Minnesota recognizes the standard menu: sole proprietorship, general partnership, limited liability company, and corporation. A sole proprietorship requires no state formation filing at all, but it gives the owner no liability separation. An LLC creates a distinct legal entity and is the default choice for most small Minnesota businesses; see what an LLC is and single-member LLC in Minnesota.

The structure decision drives everything downstream: what you file, whether you owe entity-level filings, how profit is taxed, and whether a court can reach your personal assets. It also determines whether an S-corp election makes sense later - see S-corp vs LLC and S-corp election in Minnesota. Changing structures later is possible but means new filings, a possible new EIN, and moving contracts and licenses.

A useful test when choosing: ask what happens if the business is sued or cannot pay a debt. In a sole proprietorship or general partnership, the answer is that the claimant reaches the owners' personal assets. In an LLC or corporation properly formed and maintained, the answer is that the claimant is generally limited to business assets. That single difference is why the great majority of Minnesota businesses that hire, lease space, or carry inventory organize as LLCs rather than operating in the owner's own name.

Step 2: Clear the Name and File an Assumed Name if Needed

Minnesota requires a distinguishable entity name. Search the Secretary of State's business filings database before you commit - our Minnesota business entity search page explains how to read the results. If you will operate under a name different from the registered legal name, Minnesota requires a Certificate of Assumed Name, which costs $50 online or $30 by mail. Its annual renewal carries no fee. See Minnesota DBA filing and the national DBA overview.

Name availability at the Secretary of State is not trademark clearance. A name can be free to register in Minnesota and still infringe someone's federal trademark. If the brand matters, read how to trademark a business name in Minnesota and the national trademark guide before printing signage.

Step 3: File the Formation Document

An LLC comes into existence when the Articles of Organization are filed with the Minnesota Secretary of State. The fee is $155 for filings made online or in person, which are processed expedited, and $135 for filings submitted by mail. The articles state the LLC name, the registered office address in Minnesota, the registered agent if one is appointed, and the organizer's information. Detail is in Minnesota articles of organization and how to form an LLC in Minnesota.

Minnesota requires a registered office address in the state. Naming a registered agent is optional in Minnesota if the registered office address itself is sufficient for service, but most businesses appoint one - see Minnesota registered agent requirements. Out-of-state companies expanding into Minnesota register as a foreign entity instead of forming a new one; see foreign LLC in Minnesota.

Filing the articles does not write your internal rules. A Minnesota operating agreement - or bylaws for a corporation - governs ownership percentages, voting, distributions, and what happens when an owner leaves. Minnesota does not file it, but banks, lenders, and courts routinely ask for it, and a single-member LLC without one is easier to attack as an alter ego of its owner.

Expect a short processing window. Online and in-person filings in Minnesota are handled on an expedited basis, which is why they cost more than mail; mailed articles take longer and arrive back by post. Whichever route you choose, keep the filed and stamped copy - banks, landlords, lenders, and the IRS all ask for it, and reordering a certified copy later costs money and time.

Step 4: Get a Federal EIN

An EIN is the federal tax ID for the business. It is issued by the IRS, and it is always free; the IRS warns explicitly against sites that charge for one. Apply through the online EIN Assistant for immediate issuance, or file Form SS-4 by fax or mail. You need an EIN if the business has employees, is taxed as a partnership or corporation, or files excise returns, and virtually every bank will require one to open a business account. See how to get an EIN in Minnesota.

Step 5: Register for Minnesota Taxes

The Minnesota Department of Revenue issues a Minnesota Tax ID for state tax accounts. You need one to collect and remit sales and use tax, to withhold Minnesota income tax from employee wages, and for a range of special taxes. Minnesota generally follows the federal classification of an LLC: a single-member LLC is disregarded and reported on the owner's return, a multi-member LLC files as a partnership, and an LLC that elects corporate treatment files as a corporation. See Minnesota LLC tax filing and self-employment tax in Minnesota.

If you hire employees, unemployment insurance is administered separately by the Minnesota Department of Employment and Economic Development, and workers' compensation coverage is required. Budget for those before the first payroll run rather than after.

Estimated payments deserve early attention. Because no employer withholds tax from an owner's draw, Minnesota owners generally make quarterly estimated payments to both the IRS and the Department of Revenue. Setting aside a fixed percentage of every deposit into a separate account from day one is the simplest way to avoid an underpayment surprise in the first April. Sales tax is the other cash-flow trap: money collected from customers belongs to the state, not the business, and should never be treated as working capital.

Step 6: Handle Licenses and Local Permits

Minnesota has no single general state business license. Licensing is activity-specific and often local: restaurants, contractors, childcare providers, cosmetologists, alcohol sellers, and dozens of other categories are regulated by specific state boards or by the city and county. Zoning, signage, and health permits are municipal. Work through how to get a business license in Minnesota and the national business license overview to map which apply to you.

Insurance and banking round out the setup. A dedicated business bank account opened under the EIN is what keeps the liability shield credible: commingling personal and business money is the single most common reason a court disregards an LLC. General liability coverage, and professional liability for advice-based businesses, are separate from the entity and are what actually pay a claim. Neither is filed with the state, but both belong on the launch checklist alongside the Articles of Organization.

Finally, decide who keeps the calendar. A Minnesota business accumulates recurring dates quickly - the annual renewal, sales tax returns, withholding deposits, unemployment insurance filings, quarterly estimates, and any license renewals. None of them are difficult individually, and all of them are easy to miss. Assigning one person or one bookkeeping service responsibility for the whole calendar is cheaper than the reinstatement and penalty work that follows a lapse.

Step 7: File the Annual Renewal

Minnesota requires every business entity on file to submit an annual renewal with the Secretary of State. Unlike most states, Minnesota charges no fee for the renewal as long as the entity is active and in good standing. Missing it is still consequential: an entity that fails to renew is administratively dissolved or has its authority revoked, which can be cured by reinstatement but only with additional paperwork and, in some cases, a fee. See Minnesota annual report requirements.

Put the renewal on a calendar the day you form. It is the single most commonly missed Minnesota obligation precisely because it costs nothing - there is no invoice to prompt you. Along with the renewal, keep the registered office address current; state notices go there, and an outdated address is how businesses discover they were dissolved months earlier. When the business ends, see how to dissolve an LLC in Minnesota.

Frequently Asked Questions

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

Articles of Organization cost $155 online or in person and $135 by mail. The EIN is free, and the annual renewal has no fee for entities in good standing.

Does Minnesota charge an annual report fee?

No. The annual renewal is free for entities in good standing, but skipping it leads to administrative dissolution.

Do I need a business license to start a business in Minnesota?

There is no general state license. Requirements depend on activity and locality.

What does a Minnesota assumed name cost?

$50 online, $30 by mail, with free annual renewal.

Do I need a registered agent in Minnesota?

A Minnesota registered office address is required; naming an agent there is optional but usual.

How do I register for Minnesota state taxes?

Get a Minnesota Tax ID from the Department of Revenue, and register with DEED for unemployment insurance if you hire.

Sources

Minnesota Secretary of State - Business Filing and Certification Fee Schedule ($155 online/in person; $135 mail; assumed name $50/$30).
Minnesota Secretary of State - Business Filing Fee Schedule (PDF).
Minnesota Secretary of State - Minnesota LLC Articles of Organization.
Minnesota Secretary of State - How to Renew Your Business Filing (no fee if active and in good standing).
Minnesota Secretary of State - Minnesota LLC Forms.
Minnesota Department of Revenue - Limited Liability Companies (LLCs).
Minnesota Department of Revenue - Business Tax Education.
IRS - Get an Employer Identification Number (free EIN).
IRS - Limited Liability Company (LLC).
IRS - About Form SS-4.
IRS - Single Member Limited Liability Companies.

LegalGlass provides general information for educational purposes and is not legal advice, is not a law firm, and is not a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; confirm current fees and requirements with the Minnesota Secretary of State and the Minnesota Department of Revenue before acting.