Everything you need to register a foreign LLC in Minnesota.
State filing fee$205one-time
Registered agent$125/yearbased on Northwest RA
Total, all in$580
Minnesota data last reviewed Aug 20, 2026 · sos.state.mn.usTotals include the $205 filing fee once, Northwest RA at $125/year, and Minnesota recurring state costs over the selected period.
Foreign Qualification
Filing fee
$205
Form
Foreign Limited Liability Company Certificate of Authority to Transact Business in Minnesota
Annual obligation
$0/year (report required, no fee)
Processing time
Minnesota publishes no turnaround for a posted, non-expedited filing; mail is processed on a non-expedited, first-come, first-served basis. Online filings carry a mandatory $20 expedite, which is the difference between the $185 mail rate and the $205 online and counter rate, and are typically processed within 2 to 5 business days, and counter filings are expedited and processed while you wait
Expedite
$20, applied automatically rather than sold as an option. Minnesota charges $185 by post and $205 online or at the counter, and that $20 gap is the expedite. A posted filing is processed non-expedited and cannot buy speed at any price; a counter filing is done while you wait and an online one typically takes 2 to 5 business days
Minnesota data last reviewed Aug 20, 2026 · sos.state.mn.us
Formation in Minnesota
Formation fee
$155
Annual cost
$0/year (report required, no fee)
State income tax
Income tax up to 9.85% (2026 tax year)
Privacy
Moderate
What triggers foreign qualification in Minnesota?
Physical office or place of business
Employees working in the state
Important to know
The annual renewal carries no fee, but it is due December 31 every year and the deadline is easy to miss precisely because nothing is owed.
Activities that do NOT require registration in Minnesota
The following activities are explicitly carved out by statute. On their own, they do not require a foreign LLC to register in Minnesota.
Maintaining or defending a lawsuit, administrative proceeding, or arbitration, or settling it or settling claims or disputes
Holding meetings of managers, governors, or members, or carrying on internal company affairs
Maintaining bank accounts
Maintaining securities transfer, exchange, or registration offices, or appointing trustees or depositaries for its securities
Holding title to and managing Minnesota property as executor, administrator, trustee, guardian, or conservator
Making, participating in, or investing in loans, or borrowing, lending, or acquiring indebtedness, mortgages, or security interests
Securing or collecting its debts, or enforcing rights in the property securing them
Conducting an isolated transaction completed within 30 days that is not one of a number of repeated transactions of like nature
Under Minn. Stat. Section 322C.0803. Only 8 items. Minnesota has NO independent-contractor item, NO order-solicitation item and NO interstate-commerce item. Subdivision 2 reverses property ownership: owning income-producing real or tangible personal property in Minnesota DOES constitute transacting business.
This page provides general information based on publicly available state requirements. It is not legal advice. Verify with the Minnesota SOS before filing.