Minnesota LLC vs New Jersey LLC (2026)
Written for owners based in Minnesota.
Verdict: for most owners, form where the business is based
New Jersey files a Certificate of Formation for $100 and bills $75 a year in the anniversary month, against Minnesota's $155 and free renewal. Above that sits a charge keyed to ownership rather than income: an LLC with more than two owners and New Jersey source income owes $150 per owner on Form NJ-1065, and must prepay half that amount toward the next year. It sits outside the $75. Minnesota's Minimum Fee starts at $0 and only engages above $1,280,000 of Minnesota activity. Foreign registration home costs $185.
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Compare Minnesota LLC vs New Jersey LLC on filing fees, taxes, privacy laws, and annual costs. Find out which state is actually better for your business.
By Edmond Hui · Last updated: October 1, 2026
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| Factor | Minnesota | New Jersey |
|---|---|---|
| Filing Fee | $135 by mail, $155 online or in person | $100 |
| Processing Time | Not published by the state | Not published by the state |
| Annual Report Fee | $0 | $75 |
| Annual Report Due | December 31 | Anniversary month |
| State Income Tax | Yes | Yes |
| Anonymous LLC | No | No |
| Publication Requirement | No | No |
| Foreign LLC Cost (if forming out-of-state) | N/A, you're in your home state | $185 + registered agent ~$150/yr |
Full fee breakdown for either state: Minnesota LLC cost and New Jersey LLC cost. Owner privacy options for either state: Minnesota anonymous LLC guide and New Jersey anonymous LLC guide.
Business Climate: Minnesota vs New Jersey
| Factor | Minnesota | New Jersey |
|---|---|---|
| 5-year business survival rate | 54.9% (#6 of 51) | 50.5% (#29 of 51) |
| Business application growth (2026 YTD (Jan to Jul) vs 2025 YTD (same months)) | +6.5% YoY (#29 of 51 by volume) | +12.2% YoY (#9 of 51 by volume) |
Sources: U.S. Bureau of Labor Statistics, Business Employment Dynamics · U.S. Census Bureau, Business Formation Statistics (BFS)
Compare LLC Costs: Minnesota vs New Jersey
Minnesota
New Jersey
A figure shown as "from" is the least the state can charge, not a price. Tennessee's report is $300 for up to six members and $50 for each member above six, its franchise tax is the greater of $100 or 0.25% of Tennessee net worth, Wyoming's report is the greater of $60 or $.0002 per dollar of in-state assets, Kentucky's entity tax is $175 up to $3 million of gross receipts and graduated above it, and New York's annual filing fee is graduated on New York source gross income. A total that contains one of those is shown as "from" for the same reason. Costs include every mandatory state charge: the filing fee, the report fee (annualised where a state files biennially), any state entity-level tax shown in its own row above, a one-time publication cost where the state publishes a rate for it, and any one-time registration charge a state requires before the LLC may trade. Two exclusions follow from that wording. Arizona and Nebraska require publication and publish no rate, so no newspaper cost is carried for either and their totals are not the whole cost. Alaska's $50 annual state business licence is a separate charge from the Secretary of State fees and is not carried here either. Annualising makes the 1, 3 and 5 year rows a cost of ownership rather than a payment schedule: a biennial state charges its whole report fee in the years it falls due and nothing in between. Entity-level taxes that only apply after a corporate election, or above an owner or income threshold, are excluded and flagged on the state's own cost page. New York's publication cost is carried at a $250 floor, roughly $200 of newspaper cost in a low-cost county plus the $50 Certificate of Publication fee. No county-clerk-designated New York City newspaper publishes a rate card, so the four-figure NYC estimates in wide circulation cannot be traced to a primary source and are not asserted here; budget for materially more than the floor if you file in a NYC county. Every fee was verified against the state's own fee schedule, statute, or revenue authority on 29 July 2026. Excludes registered agent and legal fees. For informational purposes only, not legal or tax advice.
Filing Fees & Formation Costs
Minnesota charges $155 to form an LLC, while New Jersey charges $100. New Jersey is $55 cheaper upfront. The cost that usually gets overlooked: if you form in New Jersey but operate in Minnesota, you must also register as a foreign LLC in Minnesota (a $185 filing) and maintain a registered agent in New Jersey (typically around $150 per year). That puts the realistic first-year cost of the New Jersey route at roughly $435, versus $155 for simply forming in Minnesota. Speed isn't a basis for choosing between them: neither Minnesota nor New Jersey publishes a standard processing time, so any figure comparing the two is guesswork.
Taxes: Minnesota vs New Jersey
Both Minnesota and New Jersey levy a personal income tax on pass-through business income, and your LLC's profits will be taxed where you live and operate. Forming in New Jersey doesn't change what a Minnesota-based owner pays. Minnesota levies a graduated individual income tax (four brackets, 5.35% to 9.85%) on wage and pass-through business income, administered by the MN Department of Revenue. New Jersey levies a graduated Gross Income Tax on individuals, with a top rate of 10.75% (rate in effect since 2018 per NJ Division of Taxation); LLC pass-through income is taxed to members. No franchise tax, but LLCs taxed as partnerships or S corporations owe Minnesota's 'minimum fee' (tiers starting at $250) if the sum of Minnesota property, payroll, and sales/receipts is at least $1,250,000 (inflation-adjusted); single-member LLCs reporting on the owner's Form M1 are exempt. LLCs classified as partnerships with more than two owners and NJ-source income owe an annual partnership filing fee of $150 per owner (capped at $250,000); LLCs electing corporate taxation are subject to the Corporation Business Tax instead. Otherwise no franchise tax beyond the $75 annual report.
Privacy & Asset Protection
Neither Minnesota nor New Jersey offers anonymous LLC formation: both states require owner or manager information on public filings. The Certificate of Formation requires only the name and registered agent/office, but under New Jersey law the annual report must set forth 'the name and addresses of the managing members or managers,' so management identities become public each year. Business owners who prioritize privacy typically form a holding company in a state like Wyoming or New Mexico instead. Both states provide charging-order protection for LLC members, and for most small businesses the practical difference in asset protection between the two is minimal.
Annual Maintenance Costs
Minnesota LLCs file a free annual report (due December 31), and New Jersey LLCs file an annual report ($75, due in the anniversary month). If you form in New Jersey while operating in Minnesota, you maintain filings in both states, New Jersey's report plus Minnesota's equivalent for your foreign registration, and pay a New Jersey registered agent roughly $150 per year. Counting report fees, the agent and any entity-level tax, that brings the New Jersey route to roughly $225 a year, versus about $0 to keep a domestic Minnesota LLC in good standing. The taxes inside those totals: No franchise tax, but LLCs taxed as partnerships or S corporations owe Minnesota's 'minimum fee' (tiers starting at $250) if the sum of Minnesota property, payroll, and sales/receipts is at least $1,250,000 (inflation-adjusted); single-member LLCs reporting on the owner's Form M1 are exempt. LLCs classified as partnerships with more than two owners and NJ-source income owe an annual partnership filing fee of $150 per owner (capped at $250,000); LLCs electing corporate taxation are subject to the Corporation Business Tax instead. Otherwise no franchise tax beyond the $75 annual report.
When New Jersey Actually Makes Sense
Forming in New Jersey makes sense in a few specific situations: your business genuinely operates in New Jersey, with a real office, employees, or property there, or you're relocating to New Jersey in the near future. For a typical small business based in Minnesota, none of these usually apply. Registering a New Jersey LLC to do business back home means $185 in Minnesota foreign-registration fees, on top of New Jersey's $100 formation fee, while Minnesota's own annual report stays free to file and is due December 31. When in doubt, form where you actually do business.
Frequently Asked Questions
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Sources
Each entry below is a document recorded in our verified sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so. Where we hold the citation but no stable public link, the citation is printed on its own rather than pointed at a guessed address.
- New Jersey statute: N.J.S. 42:2C-18 (certificate of formation)
- New Jersey statute: N.J.S. 42:2C-26 (annual report contents)
- sos.mn.gov/business-liens/business-forms-fees/minnesota-limited-liability-company-forms/Minnesota Secretary of State: business entity filings
- sos.mn.gov/media/2851/businessentityfees.pdfMinnesota LLC filing fees
- nj.gov/treasury/revenue/New Jersey Division of Revenue and Enterprise Services: business entity filings
- nj.gov/treasury/revenue/fees.shtmlNew Jersey LLC filing fees
Edmond Hui · Founder, MyStateLLC
Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.