Your Minnesota LLC Is Doing Business in Another State
The short answer. You keep one LLC. It stays registered in Minnesota, which charges no recurring state filing fee, though the LLC keeps whatever obligations Minnesota attaches to it, and a state that finds you are doing business there adds its own registration and its own filings on top. Whether your activity counts is decided by that state's own rule, not by this page. Of the 47 other states that have one figure to compare, 15 cost more in year-one registration than Minnesota's own first-year total of $155, 31 cost less, and 1 costs the same. Tennessee and Washington are outside those figures: Tennessee's fee scales with member count from $300, and Washington's $180 is before back fees, so neither has one figure to compare.
What you keep paying in Minnesota
When the Annual Report is due. by December 31 of each calendar year
Every Minnesota fee behind these figures is broken out on what an LLC costs in Minnesota.
What a second state adds
These are the states closest to Minnesota’s own cost line, plus the three dearest to enter. Each figure is that state’s first-year registration cost for an out-of-state LLC, beside what it charges every year after. Whether your activity counts as doing business there depends on the facts, and each state defines it differently.
| State | Year one to register | State charges, each year after | Against your year one ($155) |
|---|---|---|---|
| South Dakota | $750 | $55/yr | $595 more |
| Texas | $750 | None | $595 more |
| Massachusetts | $500 | $520/yr | $345 more |
| Vermont | $155 | $45/yr | the same |
| Alabama | $150 | None | $5 less |
| Arizona | $150 | None | $5 less |
| Illinois | $150 | $75/yr | $5 less |
| Louisiana | $150 | $30/yr | $5 less |
| Rhode Island | $150 | $450/yr | $5 less |
| West Virginia | $150 | $25/yr | $5 less |
| Wyoming | $150 | from $60/yr | $5 less |
A state charge of None is not a tax of none. The column is the recurring charge our fee dataset records, and a state that asks for no recurring filing may still levy an entity-level tax that sits outside it.
What we verified about Minnesota's own costs
Our notes, from Minnesota's published fee schedules and statutes.
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.
$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. Minn. Stat. §322C.0208 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
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.