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Form a Minnesota LLC (Limited Liability Company)

Minnesota LLC Formation Service $99!*

Start Your Formation — $99 + state fees Minnesota Registered Agent

Minnesota LLC Formation Service $99!*

*Plus state fees for all 50 States and D.C. Prices may vary for USA territories.

FORM YOUR MINNESOTA LLC

InCorp is the industry leader in providing world-class, cutting-edge, and cost-effective services to help create your brand-new Corporation, Minnesota Limited-Liability Company (LLC), or any other form of legally recognized business structure. We assist in the formation of companies in all 50 of the United States as well as the District of Columbia, the U.S. Virgin Islands, and Puerto Rico.

What Is an LLC?

A Minnesota Limited Liability Company or "LLC" is a specific type of business structure that combines beneficial characteristics of partnerships, corporations, and sole proprietorships into a consolidated and flexible form of business that is widely used and preferred amongst many small business owners.

How Can Forming a Minnesota Limited Liability Company Help Your Business?

  • Easy to Run

    The concepts which helped create the LLC structure are intended to provide companies the freedom to contract. This means that owners only need to agree on how their business will operate, and the courts will uphold this agreement. LLCs are not bound to the same legal requirements as corporations, such as recording amendments, resolutions, meeting minutes, and annual board meetings. Most states will remove the asset and liability protection typically granted to the corporate structure if they do not meet these requirements. Nevada is a different example, though, as these corporate procedures are not legally required, and the corporate veil will not be pierced unless there are instances of fraud. Again, various factors will help establish which business structure is the best choice in forming your business.

  • Tax Advantages

    The structure of an LLC legally separates a business from its owners (like a corporation) and allows the LLC to choose to be treated as a partnership for tax purposes. In this case, the LLC pays no taxes, and the income is shifted over to the owners, similar to partnerships. The tax laws applied to partnerships are more flexible than corporations, which grants a greater degree of freedom and maneuverability in how businesses choose to prepare for their taxes. Companies can find creative ways to take advantage of all the tax breaks they may qualify for while minimizing their tax burdens. Each business will have a different set of circumstances that will help determine whether an LLC or corporation is the best option in creating the greatest tax advantages.

  • Ability to Raise Capital

    Businesses that choose to structure themselves as LLCs can add new owners (called members) in a simple and straightforward process, and there is no limit to how many new members can be added. These additional members and investors can include individuals, corporations, trusts, or pension plans and do not need to be within the same state or even within the country itself. LLCs or corporations can also be formed by their owners in a state where they do not personally live. For example, an LLC can be created by its owners in the pro-business state of Nevada, even if the owners have never been to Nevada themselves.

  • Liability and Asset Protection

    Our modern society is a "lawsuit-friendly" environment, and this is why it is important to put a legal barrier between you and your creditors. LLCs operate as entirely separate legal entities from their owners, and in doing so, they separate their owners from the business itself and protect them. The owner is not personally liable for any LLC debt, including debt related to contract or tort. For the most part, the operating agreement can hold any procedures and rules that the participating parties may desire, and when it is put into place, it can exist as is without the need to update or maintain it. The initial drafting of this operating agreement is of key importance because it is necessary to comply with any IRS and state regulations so the LLC can be taxed as a partnership instead of as a corporation.

  • Co-Owner Liability

    In all U.S. states, LLC owners (members) are not typically held personally liable for another co-owner's or employee's wrongdoings. Corporations also protect this type of personal liability, while partnerships and sole proprietorships do not.

    Suppose an LLC is held responsible for negligence or wrongful actions of an employee or another owner. In that case, it can have financial assets or property taken from it due to an unfavorable judgment against it. The innocent LLC members will not be held personally liable; however, the owner or employee who perpetrated the act can be held personally responsible for their actions.

"Friendly and helpful customer service. Thank you."

Madlen M.

Why choose InCorp Services to form your Minnesota LLC?

  • Help Prevent Corporate Identity Theft

    EntityWatch® advises you of changes to help prevent corporate identity theft. Through EntityWatch®, the innovative and proprietary technology developed first by InCorp, our information system ties into most of the state databases to give you up-to-date information on the status of your entities including the filing status, the current registered agent, officers, and directors.

  • Consolidate Expenses

    For multi-state companies, you will receive a consolidated bill for all your business entities in every state represented.

"Chat was quick (1 minute wait) and it easy to add a service that I forgot to order on the initial order."

Chris

"Phenomenal, personal service. We use InCorp in a few states and they know exactly what to do for each state and guide you the entire way."

Andy M.

  • Save Money

    For over 20 years we have provided top-tier service with one of the lowest prices in the industry and have only raised our prices one time (while many of our competitors raise their prices on their long-term clients yearly!) Our standard fee to Form your LLC is $99 and to serve as your Minnesota registered agent is only $129 per state per year! And you can save even more when you choose multi-year registered agent service.

  • Fast Support and Service

    Over-the-counter expedited business document filing service are available for most states. Receive notification of all service of process forms in real-time and receive said service of process within 24-hours of receipt via Express Mail, facsimile, or email.

  • File Correctly with Expert Assistance

    In choosing InCorp, you are given the opportunity to choose between filing online with our safe and secure ordering system or you can choose to employ the expertise, knowledge, and dedication of our experienced and professional business specialists to meet the needs of your LLC formation process. Our expansive options, extensive range of services, technological innovation, and dedication to creating a highly satisfying customer experience are what sets InCorp apart and designates us as the preference amongst business owners across the country for LLC registration and registered agent services.

  • Registered Agent Service in Minnesota & Nationwide

    As with other business structures, limited liability companies generally require a registered agent to be compliant with business regulations, and InCorp would be happy to help you satisfy and manage this requirement.

    Take the time today to put into place the legal protections warranted to you by the law!

"InCorp Services has served me well for 8 years now. Quick human responses to emails and a nice professional website to manage my incorporated businesses. Thanks!"

Chad D.

Still unsure whether to choose an LLC for your business?

Whichever structure you choose, it should be chosen for the right reasons. Take our two-minute entity quiz to see which structures businesses like yours commonly choose — and review the details on our Compare Entity Types page.

If you are planning on starting a new business, it's important to know your options concerning LLC registration. By selecting InCorp, you can be confident that our knowledgeable and skilled business specialists will be dedicated to assisting you throughout the entire LLC creation process, from the beginning until completion. In addition, we will make sure that you are provided with a broad understanding of all of the things your business entity can do for you. We will also happily guarantee to beat all competitors' prices on corporate or LLC formation, and any other business services or products we present to our customers.

Read our Why Should I Incorporate page or Compare Entity Types page for more information.

InCorp will beat any competitor's price* on any product or service!

Call (800) 2-INCORP now for a free consultation

How to order an LLC with Registered Agent Service

Other helpful information on forming corporations in Minnesota:

Corporation or LLC Formation

$99 plus state fees

Filed in Minnesota by people who do this every day.

Start Your Formation

We will beat any competitor's price on registered agent service.

Step by Step Guide: How to Start a Minnesota LLC

A limited liability company is a business entity that provides liability protection, certain tax advantages, and a simple, user-friendly management structure. Due to LLCs' ease of operation, they are commonly preferred by small businesses. However, creating an LLC will require that you complete certain processes, which include correctly filing paperwork with the Minnesota Department of Commerce. The following will serve as a step-by-step guide detailing the steps to form an LLC in Minnesota.

Steps to Form a Minnesota LLC

  1. Pick a Name for Your Minnesota LLC
  2. Designate InCorp Services as your Registered Agent
  3. Submit LLC Articles of Organization
  4. Create an Operating Agreement
  5. Receive a Certificate from The State
  6. Acquire a Business License
  7. Obtain a Federal Tax ID Number/Employer Identification Number

1. Pick a Name for Your Minnesota LLC

You will need to have a name that you can use while filing your Minnesota LLC Articles of Organization, and there are certain things you will need to keep in mind in order to make sure that your name complies with the state's LLC naming requirements.

The following list contains some of the things to consider while naming your LLC:

  • Your Minnesota LLC name needs to include LLC, LLC, Ltd. Liability Co., Ltd. Liability Company, or Limited Liability Company.
  • The name of your Minnesota Limited Liability Company must not contain words or acronyms that could confuse it with a governmental entity, such as FDA, EPA, State Department, etc.
  • The LLC name can use the name of a city, town, or state, but it cannot include words such as "city" as it may be confused with a municipal entity.
  • Your LLC name must not be used by another Minnesota LLC within the state.
  • The name of your Minnesota LLC cannot include words such as Corporation, Inc., Trust, Incorporated, etc., that make it sound like a different type of business entity.
  • Including words in the LLC name such as bank, credit union, lawyer, university, etc., may require that you provide certain licensure and documentation.

2. Designate InCorp Services as your Registered Agent

Your Minnesota registered agent's physical address will be publicly available through your Articles of Organization; for this reason, many business owners choose to use a registered agent service in order to keep their physical address private.

All states require that your LLC have a registered agent. A registered agent is a designated individual or legal entity that receives official legal documents, service of process in the case of a lawsuit, and notifications from the state on behalf of your LLC. A registered agent must have a physical address within the state and must be able to receive mail at all times during standard business hours.

You can designate InCorp Services as your registered agent and have the benefits and protection of a professional service provider.

3. Submit Minnesota LLC Articles of Organization

Your Articles of Organization are a public and legal document that is used to establish your LLC by laying out its basic information. You can submit your Articles of Organization online, in person, or by mail.

You will need to have the following information in order to file your Articles of Organization:

  • The business name of your Minnesota LLC.
  • Your registered agent's name and physical address within Minnesota.
  • The purpose and basic description of the company.
  • Management structure: Will your LLC be managed by its members or by designated managers.
  • Contact name and phone number.

Once your Articles of Organization have been approved by the state, your Minnesota LLC will officially be established.

4. Create a Minnesota LLC Operating Agreement

An operating agreement that details the manner in which your LLC will conduct its business. The LLC operating agreement will help outline how your business will function and can help settle any potential disputes regarding financial matters or other issues amongst the LLC's members.

For example, your operating agreement can outline the distribution of control, responsibilities, membership duties, etc. If there is a lawsuit that arises within your LLC without this operating agreement in place, the courts will utilize state law in order to make decisions on the case, which may or may not be in the best interest of the LLC or its members.

Your Minnesota LLC operating agreement can include the following details:

  • The LLC's business name, address, and main contact number.
  • Name and address of the LLC's Minnesota registered agent.
  • Information regarding the LLC's Articles of Organization.
  • Why the LLC was created and what role it seeks to fill.
  • Who the LLC's various members are and what duties they are expected to perform.
  • How financial gains and losses will be divided amongst the LLC's members.
  • How the LLC will add new members.
  • How the LLC will manage departing members.
  • How the LLC will be managed.
  • Liability concerns.

5. Receive a Certificate from the State

Once your Articles of Organization have been filed and approved by the state, you will receive a Certificate of Organization that formalizes the existence of your Minnesota LLC.

If your Articles of Organization were filed through the mail, you should expect to receive this certificate along with your stamped and approved Articles of Organization in the mail. If you filed your Articles of Organization online, you can access and print out your Certificate of Organization and stamped and approved Articles of Organization on the state's online database.

Once you receive this certificate, you will be able to obtain a business license, a Federal Tax ID Number/Employer Identification Number or EIN, and open an LLC bank account.

6. Acquire Local and/or Minnesota Business License

A business license is a government-issued permit that will allow your LLC to conduct business legally within the governmental body's jurisdiction.

Business licenses in Minnesota can be applied for through the state online or through the mail. Depending on the type of business licensing you apply for, it may require that you renew it annually and pay a fee in order to do so. Once you receive your business license, your LLC can lawfully conduct business in the state.

7. Obtain a Federal Tax ID Number/EIN and Open an LLC Bank Account

A Federal Tax ID Number or Employer Identification Number (EIN for short) functions as a social security number for your Minnesota LLC.

It is assigned to you by the Internal Revenue Service and helps identify your LLC for tax filings and reporting. You can apply for a Federal Tax ID Number/Employer Identification Number through the IRS or InCorp can obtain your EIN number for you.

Once you obtain your Federal Tax ID Number/Employer Identification Number, you will be able to do the following:

  • Open a bank account on behalf of your new LLC
  • File and manage your LLC's federal and state taxes
  • Hire employees to work for your LLC

Conclusion

Once these initial steps have been completed, you'll be ready to operate your Minnesota LLC legally. An LLC can provide you legal protection so that you can safely operate your business without jeopardizing your own personal assets. Once your LLC is established, you will be able to do the following:

  • Obtain specific permits and licenses that are relevant and necessary to operate the type of business you own.
  • File your LLC's taxes on the federal and state levels.
  • Apply for business credit cards.
  • Obtain various types of insurance for your LLC.
  • Protect your intellectual property such as your LLC business name and logo with a trademark.

Minnesota Form an LLC FAQs

What is the difference between INC and LLC?
"LLC" and "Corporation" have many of the same characteristics. The most important characteristic they share is that they both offer limited liability protection to their owners. Typically, shareholders are not liable for the debts and obligations of the corporation; thus, creditors will not come knocking at the door of a shareholder to pay the debts of the corporation. In a partnership or sole proprietorship, the owner's personal assets may be used to pay debts of the business. With an LLC, the members are not personally liable for the debts and obligations of the corporation. There are many important differences between the corporation and LLC. The entities are taxed differently. An LLC is a pass-through tax entity. This means that the income to the entity is not taxed at the entity level; however, the entity does complete a tax return. The income or loss as shown on this return is "passed through" the business entity to the individual shareholders or interest holders, and is reported on their individual tax returns. With a standard corporation, the corporation is a separately taxable entity. Corporations are treated as separate legal taxable entities for income tax purposes. Therefore, corporations pay tax on their earnings. If corporate earnings are distributed to shareholders in the form of dividends, the corporation does not receive the reasonable business expense deduction, and dividend income is taxed as regular income to the shareholders. Thus, to the extent that earnings are distributed to shareholders as dividends, there is a double tax on earnings at the corporate and shareholder level.
What is the difference between an "S" corporation and a Limited Liability Company?
In terms of reporting income, they are quite similar. The LLC is somewhat less restrictive than the "S" corporation. There can be any number of members, and there are few restrictions on who those members may be. They are also a relatively new entity, so there is not as great a definitive body of tax rulings on them as there is with corporations.
How do I get started and what information do I need?
Getting started is easier than you think! , or call us at 1-800-2INCORP (1-800-246-2677) today to speak with one of our consultants. We will give you a free consultation with no obligation to purchase!
How long does the process take?
We can begin today and in some cases (like Nevada), have your corporation formed within 24-hours. All states differ in the turnaround time of their processing of your corporation. However, through relations with the various state offices, we strive to maintain the fastest turn-around times in the industry. Call and speak with one of our consultants to obtain the average turn-around time for any given state.
Do I have to be present to sign the paperwork when forming a new LLC?
In most cases, the answer is no. In most states, InCorp assigns itself as the "incorporator" and is able to file all of the paperwork without an officer's signature. Some states require the officer's signatures on the Articles of Incorporation. In those cases, we will overnight the documents to you for your signature and have you return them to us, or use a facsimile signature to fulfill the requirement. In either case, you are not required to be present to form your corporation.
Do I have to have a certain income before it makes sense to form an LLC?
No. This is a common misconception among small-business owners, usually fostered by advice from an inexperienced accountant. Any seasoned advisor will tell you that incorporating is the first and foremost thing you should do when starting a business. Forming an LLC will not only save you taxes but it will also limit your exposure to IRS audits by separating your personal and business expenses.
What are Articles of Organization?
The title of the document filed in many states to register a limited liability company (LLC) with the state. Also known as articles of formation.
What is the purpose and role of "Managers"?
Managers are the individuals who are responsible for the maintenance, administration and management of the affairs of a limited liability company (LLC). In most states, the managers serve a particular term and report to and serve at the discretion of the members. Specific duties of the managers may be detailed in the articles of organization or the operating agreement of the LLC. In some states, the members of an LLC may also serve as the managers.
What is the purpose and role of "Members"?
The owner(s) of a limited liability company (LLC are the Members. Unless the articles of organization or operating agreement provide otherwise, management of an LLC is vested in the members in proportion to their ownership interest in the company.

Minnesota state fees

Minnesota state filing fees by entity type
Entity Type Registered Agent Change Formation State Fee
Minnesota Limited Partnership $0 $120
Minnesota Limited Liability Company $55 $155
Minnesota Limited-Liability Partnership $0 $155
Minnesota Non-Profit Corporation $55 $90
Minnesota Profit Corporation $55 $155
Minnesota S-Corporation $55 $155
Foreign Limited Partnership Qualification $50 $120
Foreign Limited Liability Company Qualification $55 $205
Foreign Limited-Liability Partnership Qualification $155 $155
Foreign Non-Profit Corporation Qualification $70 $70
Foreign Profit Corporation Qualification $70 $220

State fees are set by the state and are never discounted. Fees shown are pass-through amounts collected with your order.

Related

Minnesota Registered Agent Form an LLC in all states Which entity is right for me? Foreign Qualification

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