How to Reinstate a Minnesota LLC
The short answer. If your Minnesota LLC has been administratively terminated, you restore it by filing an annual renewal with the Minnesota Secretary of State. We have not confirmed whether Minnesota sets a deadline for reinstatement, so do not assume there is time to wait; check with the Minnesota Secretary of State as soon as you can. The reinstatement fee is $25.
Minnesota LLC Reinstatement at a Glance
| What Minnesota calls the status | Administratively terminated |
| What you file | Annual Renewal |
| Filed with | Minnesota Secretary of State |
| How to file | Online or paper |
| Reinstatement fee | $25 |
| Time limit to reinstate | Not confirmed |
| Tax clearance | Not confirmed |
| Retroactive | Yes (see What reinstatement does) |
Read from the government sources listed at the foot of this page, last checked September 29, 2026. See the sources.
Why Minnesota Would Terminate an LLC
Minnesota administratively terminates an LLC that does not file its annual renewal, which is due by December 31 of each calendar year after the year the LLC was formed.
We have not confirmed how long Minnesota gives an LLC to fix the problem once it is notified; check with the Minnesota Secretary of State.
How Long You Have to Reinstate
We have not confirmed whether Minnesota sets a deadline for reinstatement, so do not assume there is time to wait; check with the Minnesota Secretary of State as soon as you can.
How to File
You file an annual renewal with the Minnesota Secretary of State. You can file it online or on paper. Go to Minnesota's filing page.
What It Costs
The reinstatement fee is $25.
The LLC files a single annual renewal, for the current year, with the $25 fee.
We have not confirmed whether Minnesota requires a tax clearance to reinstate; check with the Minnesota Secretary of State.
Registered Agent Options
If your LLC's registered agent has changed, resigned or lapsed, ask the filing office named above whether Minnesotawants that updated as part of reinstatement. You do not have to buy a service for it: in most states the LLC's owner, or another individual who qualifies, may serve as its registered agent themselves, generally subject to that state's rules on keeping a street address in the state and being available there during normal business hours. A paid service is one option and not the only one. The Minnesota registered agent requirements set out what Minnesota itself asks.
Registered agent services for Minnesota LLCs
Affiliate disclosure: Northwest Registered Agent, Bizee, ZenBusiness and LegalZoom pay us a commission if you sign up through our link, at no extra cost to you. We list only the registered agent services we have an affiliate relationship with, so this is not a survey of the whole market.
This list is not scored. The four are listed cheapest annual renewal first, and every claim below is about the services listed here rather than the whole market.
- Northwest Registered Agent$125/yr renewal
Best for: Privacy-focused owners and anyone who just needs an agent, not a formation bundle
- Bizee$149/yr renewal
Best for: A free first year on every plan, renewing at $149/yr, if you're comfortable with the BBB caveat
- ZenBusiness$199/yr renewal
Best for: First-time founders forming a new LLC who want phone, email and chat support
- LegalZoom$249/yr renewal
Best for: Complex structures that want attorney consultations, which come with LegalZoom's Pro and Premium formation plans rather than this renewal price
Note: Bizee holds a C rating from the BBB and is not accredited. BBB's profile carries a live alert describing a pattern of complaints about unexpected charges, difficulty canceling and filing delays, and Bizee has posted a response to it. We flag this so you can make an informed choice.
Annual renewal is each provider's own standard published rate. Check the current terms at each provider before you buy. The scored ranking, and the formula behind it, is in our full formation services review →
What Reinstatement Does
Under Minnesota's law, a reinstated LLC continues as if it had never been administratively terminated. Assets or rights affected by acts after the termination, or sold or otherwise distributed after that time, are not restored.
If another business has taken the LLC's name in the meantime, the LLC needs a name that is still available to reinstate.
Worth Knowing in Minnesota
The Secretary of State calls a terminated LLC statutorily dissolved and says it can be reinstated only if its name is still available.
More for Minnesota LLCs
- Minnesota LLC annual report, to keep the LLC in good standing once it is reinstated.
- Minnesota annual report late fee, for what a late report costs before it comes to dissolution.
- Minnesota certificate of good standing, to prove the LLC is active again.
- How to dissolve an LLC in Minnesota, if you would rather close the LLC properly than reinstate it.
- Annual report deadline finder, to see when the next report is due.
Frequently Asked Questions
This guide is general information, not legal or tax advice, and reading it does not create an attorney-client relationship. It reports what each state's law and filing office say about bringing back an LLC the state has dissolved, with the sources this page cites. It cannot tell you where your own LLC stands: that turns on why and when it was dissolved, what it still owes, and whether anyone has since taken its name, and fees and deadlines change between our reviews. Confirm your LLC's status and the current requirements with the filing office or tax agency named on this page, and ask a lawyer about anything the LLC did while it was dissolved. In many states a missed deadline ends the right to reinstate, so do not wait.
Sources
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.
- revisor.mn.gov/statutes/cite/322C.0705Minn. Stat. 322C.0705, Administrative termination
- revisor.mn.gov/statutes/cite/322C.0706Minn. Stat. 322C.0706, Reinstatement
- revisor.mn.gov/statutes/cite/322C.0208Minn. Stat. 322C.0208, Annual report for Secretary of State
- sos.state.mn.us/business-liens/business-help/how-to-reinstate-your-business-filing/Minnesota Secretary of State, How to reinstate your business filing (archived copy)
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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.