New York LLC vs Minnesota LLC (2026)
Written for owners based in New York.
Verdict: for most owners, form where the business is based
Minnesota's advertised $135 is the mail-only price. The online and counter channels most people use cost $155, against $200 in New York. Its annual renewal is free, so recurring cost is $0 against at least $29.50 here, but there is no grace period whatever: miss December 31 and the Secretary of State administratively terminates the LLC. New York's cliff is the publication one, six weeks in two county-designated newspapers plus a $50 Certificate of Publication, with the LLC's authority suspended if the proof is filed late. Add $250 to bring a Minnesota LLC onto the New York register.
Based in Minnesota? Read Minnesota LLC vs New York LLC →
Compare New York LLC vs Minnesota 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: September 23, 2026
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| Factor | New York | Minnesota |
|---|---|---|
| Filing Fee | $200 | $135 by mail, $155 online or in person |
| Processing Time | Not published by the state | Not published by the state |
| Annual Report Fee | $9 (biennial) | $0 |
| Annual Report Due | Anniversary month (biennial) | December 31 |
| State Income Tax | Yes | Yes |
| Anonymous LLC | No | No |
| Publication Requirement | Yes | No |
| Foreign LLC Cost (if forming out-of-state) | N/A, you're in your home state | $250 + registered agent ~$150/yr |
Full fee breakdown for either state: New York LLC cost and Minnesota LLC cost. Owner privacy options for either state: New York anonymous LLC guide and Minnesota anonymous LLC guide.
Business Climate: New York vs Minnesota
| Factor | New York | Minnesota |
|---|---|---|
| 5-year business survival rate | 51.9% (#23 of 51) | 54.9% (#6 of 51) |
| Business application growth (2026 YTD (Jan to Jul) vs 2025 YTD (same months)) | +10.9% YoY (#4 of 51 by volume) | +6.5% YoY (#29 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: New York vs Minnesota
New York
Minnesota
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
New York charges $200 to form an LLC, while Minnesota charges $155. Minnesota is $45 cheaper upfront. The cost that usually gets overlooked: if you form in Minnesota but operate in New York, you must also register as a foreign LLC in New York (a $250 filing) and maintain a registered agent in Minnesota (typically around $150 per year). That puts the realistic first-year cost of the Minnesota route at roughly $555, versus $200 for simply forming in New York. Speed isn't a basis for choosing between them: neither New York nor Minnesota publishes a standard processing time, so any figure comparing the two is guesswork. Note that New York also requires newly formed LLCs to publish a newspaper notice (New York requires publication of the LLC's formation once a week for six successive weeks in two newspapers designated by the county clerk, within 120 days of formation, followed by a $50 Certificate of Publication. Newspaper rates are set by the newspapers and vary sharply by county), which adds to the true formation cost.
Taxes: New York vs Minnesota
Both New York and Minnesota 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 Minnesota doesn't change what a New York-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 York LLCs with any income, gain, loss or deduction from New York sources owe an annual filing fee of $25 to $4,500, unless they have elected to be taxed as a corporation. An LLC taxed as a partnership pays by its NY-source gross income for the preceding tax year ($25 where that is $100,000 or less), and a disregarded single-member LLC pays a flat $25. 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.
Privacy & Asset Protection
Neither New York nor Minnesota offers anonymous LLC formation: both states require owner or manager information on public filings. Minnesota's Articles of Organization require only organizer names, but under Minnesota law the mandatory annual renewal must include the name and business address of 'the manager of a limited liability company, or chief executive officer,' so at least one governing person appears on a routine public filing. 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
New York LLCs file a biennial report ($9, due in the anniversary month, every two years), and Minnesota LLCs file a free annual report (due December 31). If you form in Minnesota while operating in New York, you maintain filings in both states, Minnesota's report plus New York's equivalent for your foreign registration, and pay a Minnesota registered agent roughly $150 per year. Counting report fees, the agent and any entity-level tax, that brings the Minnesota route to roughly $159 a year, versus at least $34 to keep a domestic New York LLC in good standing. The taxes inside those totals: New York LLCs with any income, gain, loss or deduction from New York sources owe an annual filing fee of $25 to $4,500, unless they have elected to be taxed as a corporation. An LLC taxed as a partnership pays by its NY-source gross income for the preceding tax year ($25 where that is $100,000 or less), and a disregarded single-member LLC pays a flat $25. 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.
When Minnesota Actually Makes Sense
Forming in Minnesota makes sense in a few specific situations: your business genuinely operates in Minnesota, with a real office, employees, or property there, or you're relocating to Minnesota in the near future. For a typical small business based in New York, none of these usually apply. Registering a Minnesota LLC to do business back home means $250 in New York foreign-registration fees, on top of Minnesota's $155 formation fee, while New York's own biennial report runs $9 and is due in the anniversary month, every two years. 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.
- Minnesota statute: Minn. Stat. § 322C.0201 (articles of organization contents)
- Minnesota statute: Minn. Stat. § 5.34(a)(5) (annual renewal contents)
- dos.ny.gov/forming-limited-liability-company-new-yorkNew York Department of State, Division of Corporations: business entity filings
- dos.ny.gov/fee-schedulesNew York LLC filing fees
- 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
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.