Minnesota Corporation cost
Forming a corporation in Minnesota costs $135 in state fees in year one, then no recurring state fees for most small businesses.
Forming a Minnesota Corporation
You file Articles of Incorporation (Business Corporation, Chapter 302A) with the Minnesota Secretary of State, Business Services. The state fee is $135 ($155 online). See the official fee.
File it yourself with the state →
Every year after
- Annual Renewal: $0, filed every year. Due: December 31 each year; may be filed any time during the calendar year.
- First one: December 31 of the calendar year after the year of incorporation.
- If you're late: No late fee; failure to file by December 31 results in administrative dissolution without further notice (Minn. Stat. 302A.821). Reinstatement requires the current renewal plus $65 by mail or $85 online/in person.
- Official report page
State taxes that apply even to a small Corporation
- Minimum fee (corporation franchise tax / pass-through entity minimum fee): $0 — $0 if total Minnesota property, payroll and sales are under $1,280,000 (2026 table); $260 from $1,280,000 to $2,559,999, rising to $12,830 at $51,280,000 or more. Applies to C corps, S corps and multi-member LLCs taxed as partnerships; single-member LLCs reporting on the owner's Form M1 are exempt. C corporations also owe the 9.8% franchise tax on Minnesota taxable income source
Worth knowing
- An LLC or corporation costs $135 by mail or $155 online; a nonprofit costs $70 or $90.
- The annual renewal is free for domestic entities and due December 31, starting the year after formation; missing it leads to administrative termination or dissolution.
- Foreign corporations pay $115-$135 a year to renew; foreign LLCs renew free.
- Small businesses with under $1,280,000 in Minnesota property, payroll and sales owe no minimum fee (2026).
Registered agent
A registered agent may not be required. A Minnesota registered office street address is required; naming a registered agent is optional (see flags). You can serve as your own agent if you have a qualifying address; paid services usually charge a yearly fee.
| Other filings | State fee | Notes |
|---|---|---|
| Name reservation | $35 | |
| DBA / assumed name (state) | $30 | Certificate of Assumed Name (Chapter 333) filed with the Secretary of State: $30 by mail, $50 online or in person. Annual renewal is free |
| Expedited processing | $20 | No separate expedite fee: online and in-person filings are treated as expedited and cost $20 more than mail (e.g. LLC $155 vs $135). Online filings typically process in 2-5 business days; mail is non-expedited |
| Foreign Corporation registration | $200 | Certificate of Authority (Foreign Business Corporation); $220 online or in person |
Fees last checked 2026-10-20 against Minnesota Secretary of State, Business Services and the state revenue department. States change fees — confirm on the linked page before you file.
Thinking about forming somewhere else?
If you operate in Minnesota, an out-of-state Corporation also has to register here as a foreign entity. See both costs side by side:
