Minnesota LLC Cost (2026)
By Edmond Hui · Fees verified July 29, 2026 against the Minnesota Secretary of State fee schedule

How much does it cost to form an LLC in Minnesota?
Minnesota prices the same document two ways: Articles of Organization are $135 by mail and $155 in person or online, because the in-person/online channel is the expedited one. The annual renewal itself is free but is due every December 31, and Minnesota charges $25 by mail or $45 online to reinstate an LLC that misses it. Ancillary fees follow the same mail/online split, name reservation $35 mail / $55 online, certificate of good standing $5 mail or in person / $15 online, and a certified copy is built from a $3 copy fee (mail and in person) or $13 online plus $5 per certification. A foreign LLC's Certificate of Authority is $185 by mail and $205 in person or online.
Which fees does a Minnesota LLC pay, and how often?
| Cost | Amount | How often | Charged by |
|---|---|---|---|
| Articles of Organization | $155 | One time | Minnesota Secretary of State |
| Same filing, submitted on paper | $135 | One time | Minnesota Secretary of State |
| Annual Renewal | $0 | Every year | Minnesota Secretary of State |
| Required state cost, first year | $155 | N/A | N/A |
| Registered agent service (optional) | $50 to $300 | Every year | Commercial provider |
| Expedite and special handling fees in our record: Expedited service (built into the in-person and online filing fee) ($20) | $20 | One time | Minnesota Secretary of State |
| Name reservation (optional) | $35 | One time | Minnesota Secretary of State |
| Certificate of good standing (optional) | $5 | Per copy | Minnesota Secretary of State |
The official Articles of Organization form states it directly: "Filing Fee: $155 for expedited service in-person and online filings, $135 if submitted by mail", the $20 gap is the expedite charge, and the online channel most filers use is the $155 one.
Minimum Fee: Graduated on the sum of Minnesota property, payroll, and sales/receipts. 2026 brackets: $0 below $1,280,000; $260 from $1,280,000 to $2,559,999; $770 from $2,560,000 to $12,829,999; $2,560 from $12,830,000 to $25,639,999; $5,140 from $25,640,000 to $51,279,999; $12,830 at $51,280,000 or more. The thresholds and fee amounts are inflation-adjusted annually.
No newspaper publication requirement for LLC formation anywhere in Minnesota's LLC statute; Minnesota's publication requirement applies only to Certificates of Assumed Name under the state's assumed name law.
Registered agent is listed separately because it is a commercial service, not a state charge. Commercial registered-agent services, not a state charge. Range and $125 midpoint match the assumption used by /tools/llc-true-cost. Most states let you serve as your own registered agent at no cost if you have a physical in-state address. Run your own numbers in the true-cost calculator. For what formation services charge on top of these state fees, see the best LLC services in Minnesota.
Next steps for an LLC in Minnesota
What does a Minnesota LLC cost over five years?
State charges only in the first column; the second adds a registered-agent service at the $125/yr market midpoint.
| Period | State cost only | With registered agent |
|---|---|---|
| Year 1 (formation + first filing) | $155 | $280 |
| Each year after | $0/yr | $125/yr |
| Five-year total | $155 | $780 |
First filing timing: Under Minnesota law the obligation starts "each calendar year beginning in the calendar year following the calendar year in which" the LLC filed its articles of organization, so an LLC formed in 2026 files its first annual renewal by December 31, 2027.
Is Minnesota expensive compared with other states?
Minnesota ranks 20th cheapest of 50 states on first-year cost , $77.16 below the $232.16 national average. On ongoing annual cost it ranks 4th.
A cheaper filing fee elsewhere rarely saves money if you live and operate in Minnesota. Doing business here with an out-of-state LLC generally means registering it as a foreign LLC in Minnesota anyway. Paying both states. See foreign qualification in Minnesota before forming elsewhere to save on fees.
When is the Minnesota filing deadline, and what happens if you miss it?
Annual Renewal
| Frequency | every year |
| Due | by December 31 of each calendar year |
| Fee | $0 |
There is no late fee because there is no late window. Minnesota goes straight from a missed December 31 to administrative termination. Getting back requires an Annual Reinstatement at $25 by mail or $45 in person/online.
Minnesota law requires the Secretary of State to notify LLCs that failing to file the annual renewal results in administrative termination of the LLC (or revocation of a foreign LLC's authority). Annual Reinstatement is $25 by mail / $45 in-person or online per the fee schedule.
Full Minnesota annual report filing guide · Deadline calculator
What cost traps are specific to Minnesota?
$135 is the mail-only price
Almost every fee table quotes Minnesota as a $135 state, but $135 is the non-expedited mail fee. Filing online or at the counter, how most people actually form an LLC, costs $155, because those channels are the expedited tier. The official Articles of Organization form spells this out on its first line.
Free annual renewal, but no grace period
The December 31 annual renewal costs $0, which makes it easy to treat as optional. Minnesota law has the Secretary of State administratively terminate an LLC that fails to file it, and there is no late fee stage in between. The next cost you see is a $25 (mail) or $45 (online) Annual Reinstatement.
Minimum Fee at $1.28M of Minnesota activity
A multi-member Minnesota LLC (or one taxed as an S corp) owes the Department of Revenue's Minimum Fee once its Minnesota property plus payroll plus sales reaches $1,280,000 for 2026, $260 at that first bracket, rising to $12,830 above $51,280,000. Single-member LLCs reporting on the owner's Form M1 are exempt.
Frequently Asked Questions
Where do these numbers come from?
Every fee above was checked against Minnesota's own published sources on July 29, 2026 , the Minnesota Secretary of State fee schedule, the governing statute, and where a state-level tax applies, the state tax authority. Commercial formation-service pages were not used.
The first-year total is the Articles of Organization fee plus the first year of any recurring state charge. Where a state's first report is not due until the following year, that is noted above. The five-year total is the filing fee plus five years of recurring charges, which avoids the timing question entirely. Registered-agent service is excluded from all state figures.
Sources
8 documents
Each entry below is a document recorded in our verified Minnesota 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.
- sos.mn.gov/media/2851/businessentityfees.pdf
- sos.mn.gov/media/1824/llcarticlesoforganization.pdf
- revisor.mn.gov/statutes/cite/322C.0208
- revenue.state.mn.us/minimum-fee
- Minnesota statute: Minn. Stat. §322C.0208 (annual renewal timing)
- Minnesota statute: Minn. Stat. §322C.0208 (annual renewal and administrative termination)
- Minnesota statute: Minn. Stat. ch. 322C (LLC statute, no publication step)
- Minnesota statute: Minn. Stat. ch. 333 (assumed name publication)
More for Minnesota LLCs
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- Minnesota certificate of good standing
- Change your Minnesota registered agent
- Minnesota business license guide
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- Minnesota LLC reinstatement
- How to dissolve a Minnesota LLC
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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.