How to Start an LLC in Minnesota: Step-by-Step Guide
Last Updated:byTRUiC Team
To start aMinnesota LLC, you'll need to file the Articles of Organization with the Minnesota Secretary of State, which costs $155 online. You can apply online, by mail, or in person.
Follow our step-by-stepHow to Start an LLC in Minnesotaguide to get started today.
- Name Your Minnesota LLC
- Choose a Registered Agent
- File the Articles of Organization
- Create an Operating Agreement
- Get an EIN
Learn more about LLCs and their benefits in our118bet金博宝
guide. To form an LLC in any state, visit ourHow to Set Up an LLCguide.
Step 1: Name Your Minnesota LLC
Choosing a company name is the first and most important step of starting a Minnesota LLC. Be sure to choose a name that complies with Minnesota naming requirements and is easily searchable by potential clients.
1. Follow the naming guidelines:
- Your namemust include the phrase “limited liability company” or one of its abbreviations (LLC or L.L.C.).
- Your name cannot include words that could confuse your LLC with a government agency (FBI, Treasury, State Department, etc.).
- Restricted words (e.g. Bank, Attorney, University) may require additional paperwork and a licensed individual, such as a doctor or lawyer, to be part of your LLC.
- Your name must be distinguishable from any other Minnesota limited liability company, corporation, partnership, limited liability partnership, or limited partnership.
For a complete list of naming rules in Minnesota, you can read Minnesota's Availability Guidelines.
2. Is the name available in Minnesota?Make sure the name you want isn't already taken by doing aBusiness Filings Searchon the Minnesota Secretary of State's website.
To learn more aboutsearching for a Minnesota LLC name, read our full guide. Find name ideas using our free LLCname generator.
3. Is the URL available?We recommend that you check online to see if your business name is available as aweb domain. Even if you don't plan to create a business website today, you may want to buy the URL in order to prevent others from acquiring it.
Once you have verified your name is available, you may now select a professional service to complete the LLC formation process for you.
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FAQ: Naming a Minnesota LLC
What is an LLC?
LLC is short for “limited liability company.” It is a simple business structure that offers more flexibility than a traditional corporation while providing many of the same benefits. Read our118bet金博宝 guide for more information.
Or, watch our two-minute video:What is an LLC?
How do I name my Minnesota LLC?
You must follow the Minnesota LLC naming guidelines when choosing a name for your LLC:
- Include the phrase "limited liability company" or one of its abbreviations (LLC or L.L.C.).
- Do not use words that could confuse your business with a government agency (FBI, State Department, CIA, etc.).
- Receive the proper licensing when using the words such as lawyer or doctor.
If you are having trouble coming up with a name for your LLC, use ourLLC Name Generator. That will not only find a unique name for your business but an available URL to match.
After you get your business name, get a unique logo using ourFree Logo Generator.
Do I need to get a DBA or assumed name for my business?
Most LLCs do not need a DBA, known in Minnesota as an assumed name. The name of the LLC can serve as your company’s brand name and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under another name.
To learn more about DBAs in your state, read ourHow to File a DBAguide.
What is the difference between a PLLC and an LLC in Minnesota?
A professional limited liability company (PLLC) is a type of LLC where one or more members must be licensed by the state to perform a professional service (e.g., lawyers, doctors, etc.).
Minnesota PLLCs use the same Articles of Organization form as standard LLCs, but they must include an additional attachment that states that the company is allowed to operate as a "professional firm."
Step 2: Choose a Minnesota LLC Registered Agent
You arerequiredto nominate aMinnesota registered agentfor your LLC.
What is a registered agent?A registered agent is an individual or business entity responsible for receiving important tax forms, legal documents, notice of lawsuits, and official government correspondence on behalf of your business. Think of your registered agent as your business's point of contact with the state.
Who can be a registered agent?A registered agent must be a resident of Minnesota or a corporation, such as aregistered agent service, authorized to transact business in Minnesota. You may elect an individual within the company, including yourself.
Recommended:Check out thesebest registered agent services.
FAQ: Nominating a Registered Agent
Can I be my own registered agent in Minnesota?
Yes. You or anyone else in your company can serve as the registered agent for your Minnesota LLC.
Read more aboutbeing your own registered agent.
Is a registered agent service worth it?
Using a professional registered agent service is an affordable way to manage government filings for your Minnesota LLC. For most businesses, the advantages of using a professional service significantly outweigh the annual costs.
For more information, read our article onMinnesota registered agents.
步骤3:文件Organiz明尼苏达LLC的文章ation
To register your Minnesota LLC, you will need to file theArticles of Organization国务卿。You can apply online, by mail, or in person.
Now is a good time to determine whether your LLC will bemember-managed vs. manager-managed.
File the Articles of Organization
OPTION 1:File Online With the State of Minnesota
- OR -
OPTION 2:File by Mail or In Person
Filing Fee:$155 online and in person, $135 by mail, payable to the Secretary of State (Nonrefundable)
Filing Address:
Minnesota Secretary of State — Business Services
Retirement Systems of Minnesota Building
60 Empire Drive, Suite 100
St Paul, MN 55103
For help with completing the form, visit ourMinnesota Articles of Organizationguide.
If you’re expanding your existing LLC to the state of Minnesota, you will need to form aforeign LLC.
FAQ: Filing Minnesota LLC Documents
What is the processing time to form my Minnesota LLC?
Processing can take one to two weeks online or by mail. In-person filings are expedited.
国内LLC和之间的区别是什么foreign LLC?
An LLC is referred to as a "domestic LLC" when it conducts business in the state where it was formed. A foreign LLC must be formed when an existing LLC wishes to expand its business to another state.
Read ourWhat Is a Foreign LLCarticle to learn more.
How much does it cost to start a Minnesota LLC?
The cost to start a Minnesota LLC is $155 online and in person or $135 by mail.
To learn more, read our guide on thecost to form a Minnesota LLC.
Step 4: Create a Minnesota LLC Operating Agreement
A Minnesota LLC is not required to have an operating agreement, but it's a good practice to have one.
What is an operating agreement?An operating agreement is a legal document outlining the ownership and operating procedures of an LLC.
Why are operating agreements important?A comprehensive operating agreement ensures that all business owners are on the same page and reduces the risk of future conflict.
在运营协议的更多信息,阅读188金宝搏官方网站ourMinnesota LLC operating agreementguide.
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FAQ: Creating a Minnesota LLC Operating Agreement
Do I need to file my operating agreement with the state?
No. The operating agreement is an internal document that you should keep on file for future reference. However, many states do legally require LLCs to have an operating agreement in place.
Step 5: Get a Minnesota LLC EIN
You can get an Employer Identification Number (EIN) from the IRS for free. It is used to identify a business entity and keep track of a business’s tax reporting. It is essentially a Social Security number (SSN) for the company.
Why do I need an EIN?An EIN number is required for the following:
- To open abusiness bank accountfor the company
- For federal and state tax purposes
- To hire employees for the company
Where do I get an EIN?An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.
FOR INTERNATIONAL APPLICANTS:Youdo not need an SSNto get an EIN.Learn more here.
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax:(855) 641-6935
Fee:Free
FAQ: Getting an EIN
How do I get an EIN if I don’t have a Social Security number?
A SSN isnotrequired to get an EIN. You can simply fill outIRS Form SS-4and leave section 7b blank. Then call the IRS at (267) 941-1099 to complete your application.Learn more about applying as an international applicant.
Do I need an EIN for my LLC?
All LLCs with employees, or any LLC with more than one member, must have an EIN. This isrequiredby the IRS.
Learn why we recommendalwaysgetting an EIN and how to get one for free in ourDo I Need an EIN for an LLCguide.
What tax structure should I choose for my Minnesota LLC?
When you get an EIN, you will be informed of the differenttax classification optionsthat are available. Most LLCs elect the default tax status.
However, some LLCs can reduce their federal tax obligation by choosing theS corporation (S corp) status. To learn more, read ourLLC vs. S Corpguide.
Considering Using an LLC Formation Service?
We reviewed and ranked the top LLC formation services. Find out which is best for you.
How to Maintain Your LLC
File the Annual Renewal
Minnesota requires LLCs to file a free annual reportonlineorby mail国务卿。米的年度报告innesota is also referred to as an annual renewal.
Annual renewals must be submitted by December 31 each year. Failure to file on time may result in your LLC being administratively dissolved by the state.
Steps After LLC Formation
Read all the steps you’ll need to maintain your LLC’s personal liability protection, open a business bank account, get business insurance, and stay up to date with state reporting requirements.
Visit ourAfter Forming an LLCguide to learn more.
What is the corporate veil?
Business entities, such as LLCs and corporations, protect their owners from personal liabilities for the business’s debts. This protection is often referred to as the corporate veil. Learn how to protect your LLC's corporate veil in ourguide.
Keep Your Company Compliant
Minnesota LLC Business Licenses & Permits
To operate your LLC, you must comply with federal, state, and local government regulations. Fees and requirements for licenses and permits will vary depending on what sort of business license you need.
Find out how to get the necessary business licenses and permits for your LLC with ourMinnesota Business Licenseguide.
Recommended:Consider having a professional service research your business’s licensing requirements. Read ourbest business license servicesreview.
Minnesota LLC Tax Filing Requirements
In order to keep your business in good standing, it's important to stay up to date on yourMinnesota LLC taxes.
Depending on the nature of your business, you may be required to register for one or more forms of tax:
Minnesota Sales Tax
If you are selling a physical product, you’ll typically need to register for aseller's permitthrough theMinnesota Department of Revenuewebsite.
The state general sales tax rate in Minnesota is 6.875%. The current local sales tax rates (which are on top of the state sales tax) range from 0.5% to 3%.
Minnesota Employer Taxes
If you have employees in Minnesota, you will need to register forUnemployment Insurance Taxthrough the Minnesota Department of Employment and Economic Development website. You will also need to sign up forEmployee Withholding Taxthrough the Minnesota Department of Revenue website.
Partnership Tax
Minnesota imposes a Partnership Tax on multi-member LLCs with property, annual payroll, and annual sales totaling more than $1.08 million (indexed annually for inflation). Multi-member LLCs with revenue below that threshold are exempt from paying the minimum fee but still need to file Minnesota Form M3. This form can be filedonlineorby mail.
Income Tax
State:
Minnesota currently has four individual income tax brackets, ranging from 5.35% to 9.85%. Your bracket will depend on your LLC's taxable income (rounded to the nearest $10).
State tax returns are due each year by April 18. To determine your tax bracket, file your return, or find a list of potential credits, visit theMinnesota Department of Revenue website.
Federal:
You’ll also need to report your federal income tax using eitherForm 1065(multi-member LLC) orForm 1040 Schedule C(single-member LLC).
What are the LLC income brackets for the Partnership Tax?
- If annual sales for your business in Minnesota total less than $1,160,000, you owe $0 in partnership tax
- If annual sales for your business in Minnesota total between $1,160,000 and $2,309,999, you owe $240 in partnership tax
- If annual sales for your business in Minnesota total between $2,130,000 and $11,569,999, you owe $690 in partnership tax
- If annual sales for your business in Minnesota total between $11,570,000 and $23,139,999, you owe $2,310 in partnership tax
- If annual sales for your business in Minnesota total between $23,140,000 and $46,279,999, you owe $4,460 in partnership tax
- If annual sales for your business in Minnesota is $46,280,000 or more, you owe $11,570 in partnership tax
What is the Minnesota Nonresident Withholding Tax?
If any of your LLC’s partners are not residents of Minnesota, and they receive at least $1,000 in distributive income from the partnership, the partnership must withhold 9.85% of the non-resident’s income.
What is the Minnesota Partnership Tax?
The Partnership Tax is for multi-member LLCs formed in Minnesota which varies depending upon your LLC’s income.
Hiring Employees in Minnesota
If you plan to hire employees for your Minnesota LLC, stay compliant with the law by following these steps:
- Verify that new employees areable to work in the US
- Report employeesas "new hires" to the state
- Provideworkers' compensationinsurance for employees
- Withhold employee taxes
- Printworkplace compliance postersand place them in visible areas of your workspace
Find out more information from theMinnesota Employment and Economic Developmentwebsite.
Check out ourHiring for Your Small Business Guidefor resources like sample job descriptions, payroll service reviews, and more.
What is the minimum wage in Minnesota?
The minimum wage in Minnesota is $8.63 per hour for businesses with gross annual revenue of less than $500,000 per year. The minimum wage for businesses with gross annual revenue of $500,000 or more a year is $10.59 per hour.
In Minneapolis, the minimum wage for businesses with 100 or fewer employees is $13.50 per hour, while the minimum wage for businesses with more than 100 employees is $15.19 per hour.
How often do I need to pay employees in Minnesota?
In Minnesota, most employees are only required to be paid monthly. Employees in "transitory employment" or who work for public service corporations must be paid within 15 day intervals.