Minnesota enjoys a strong economic climate and high quality of life. It is ranked 3rd in the United States as one of the top states to form a business. The state has a good business-friendly environment and a pro business tax structure. As a result, some of the top Fortune 500 companies are situated in the state and this includes Target, UnitedHealth Group, Mayo Clinic, 3M, Cargill, Sanford Health, Pentair, Country Inns & Suites by Carlson, Best Buy, and LTF Holdings Inc., among others.

There are different types of businesses that can be formed in the state. If you are planning to form a Minnesota business LLC or Corporation then what is the procedure? There is a specific procedure that will ensure proper registration of your business in the state. We have created a small guide to help you in getting an insight into the process.

If you feel overwhelmed by the process or require any information regarding company formation in Minnesota then we are there to help you! We are one of the top Minnesota registered agents and are familiar with all business processes pertaining to the state of Minnesota.

Minnesota LLC Registration and Formation

LLC company formation in Minnesota is governed by Chapter 322C – Minnesota Revised Uniform Limited Liability Company Act. The procedure for registration and formation of LLC is as follows:

Step#1: Maintain a registered agent

If you are planning to form a Limited Liability Company in Minnesota then you will be required to continuously maintain a registered agent in the state pursuant to 2017 Minnesota Statutes 322C.0114. This law is applicable for domestic limited liability companies as well as foreign limited liability companies. We would take this opportunity to share with you the fact that we are one of the top registered agents in the state and have been responsible for over 11,494 businesses set up in Minnesota. We can assist you to form a Minnesota business LLC.

Step#2: LLC Name Reservation

One of the foremost steps towards company formation in Minnesota is identifying a name for your business entity. What is the process? The process is as follows:

1. Identify a name for your business entity
2. According to 2017 Minnesota Statutes 322C.0108, the name should contain the phrase or words “limited liability company” or the abbreviations “L.L.C.”, or “LLC”.
3. The chosen name should be distinguishable and should not be deceptively similar to the name of any limited partnership, corporation, or limited liability company
4. Apply for reservation of name pursuant to the provisions of 2017 Minnesota Statutes 322C.0109
5. Submit the form through mail or online with the Office of the Minnesota Secretary of State along with the applicable fee. An LLC can reserve its name for a period of twelve months.

Step#3: Articles of Organization and Certificate of Authority

If you are planning to form a Minnesota business LLC then the most important step is to prepare and file the proper documents for a Limited Liability Company. The steps are:

• If you want to register a domestic LLC then you will be required to file “Articles of Organization” governed by 2017 Minnesota Statutes, 322C.0201.
• If your business entity is a foreign LLC then you will be required to file “Certificate of Authority” pursuant to 2017 Minnesota Statutes, 322C.0802.
• The application or documentation for registration of LLC can be filed with the office of the Minnesota Secretary of State – Business Services, through mail, in person or online.

We can file the form on your behalf as your registered agent in the state and provide you with certified copies of the LLC registration.

In case, you have any questions regarding how to form a Minnesota business, feel free to call us at 702-871-8678.

Minnesota Corporation Registration and Formation

If you are planning to form a Corporation in Minnesota then the procedure for registration and formation is as follows:

Step#1: Maintain a Registered Agent

If you are planning to form a business or professional corporation in Minnesota then you will be required to continuously maintain a registered agent in the state pursuant to 2017 Minnesota Statutes 302A.121. This law is applicable for domestic as well as foreign corporations. We would take this opportunity to share with you the fact that we are one of the top registered agents in the state and have been responsible for over 11,494 businesses set up in Minnesota. We can assist you to form a Minnesota business as we are in compliance with all regulations in the State of Minnesota.

Step#2: Corporate Name Reservation

In order to form a corporation in Minnesota, one of the key steps is identifying a name for your business entity. What is the process? The process is as follows:

1. Identify a name for your business entity
2. According to 2017 Minnesota Statutes 302A.115, a corporate name should contain the phrase or words “corporation”, “company”, “incorporated”, or the abbreviations “Corp.”, or “Inc.”
3. The chosen name should be distinguishable and should not be deceptively similar to the name of any limited liability company, limited partnership, or corporation
4. Apply for reservation of name pursuant to 2017 Minnesota Statutes 302A.117.
5. Submit the form though mail or online with the Office of the Minnesota Secretary of State along with the applicable fee. A business corporation can reserve its name for a period of twelve months.

Step#3: Articles of Incorporation and Certificate of Authority

If you are planning to form a corporation in Minnesota, then the most important step is to prepare and file the proper documents for a business corporation. The steps are:

• If you want to register a domestic corporation then you will be required to file “Articles of Incorporation” pursuant to MN Stat § 302A.111 (2013).
• If your business entity is a foreign corporation then you will be required to file a ” Certificate of Authority” to transact business in the state pursuant to MN Stat § Chapter 319B.01 to 319B.12.
• The application or documentation for registration of a corporation can be filed with the office of the Minnesota Secretary of State – Business Services, through mail, in person or online.

We can file the form on your behalf as your registered agent in the state and provide you with certified copies of the incorporation.

If you have any questions regarding Minnesota incorporation or LLC formation, you can simply visit the Minnesota Business formation page.

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Minnesota is a state that provides every start-up and small and medium sized enterprise with several advantages including a bright and sunny business climate. Forbes ranked Minnesota as the 15th best state to establish and operate a business. Some of the factors that provide the most favorable conditions for a start-up company in Minnesota to grow include competitive tax rates, strong pro-business policies, streamlined regulatory processes, and a low operating expense. Apart from this, businesses can benefit from an educated and highly skilled workforce.

Advantages of setting up an LLC Or Corporation

When you register a new company in Minnesota, your business entity gets the much needed platform and opportunities in the form of advantages and benefits that will drive economic change and overall growth. One of the major factors behind the growing economy of the state is innovation and based on this, it is ranked seventh in the nation.

If you are planning to form an LLC or a Corporation in Minnesota then what advantages or benefits can the business benefit from? Let’s look at the advantages of the most common forms of formal associations:

Advantage#1: Salient benefits of Corporation or LLC formation

Corporation

• Favorable Tax Advantage: If you register a new business in Minnesota, you can take advantage of the fact that the state does not tax the following:
  – Personal property
  – Utilities
  – Inventories
  – Internet access
  – Custom-created software
  – Information services
• Change in Ownership: If you have formed an S Corporation in Minnesota then sale, purchase, as well as gifting of stock can facilitate changes in ownership. The changes can take place without disturbing the ability of the corporation to conduct its business.
• Independent Life: If you register a new business in Minnesota as an S Corporation then the most important advantage is that it will enjoy an independent life. The business entity will continue operations undisturbed even if it is faced with the death of one of its stockholders.

LLC

• Resources for Entrepreneurs: A start-up company in Minnesota can benefit from different resources that will be available to help in the journey towards innovation and growth. These resources are being implemented through several programs initiated by Minnesota Department of Employment and Economic Development (DEED).
• Limited Liability: The owner of a Minnesota LLC will be able to enjoy limited liability protection, which means creditors can sue the LLC but not the owner or investors.
  No Minutes of meetings: Unlike a corporation, an LLC startup company Minnesota will not be required to maintain any minutes of the meetings or resolutions.

Advantage#2: Business Incentives

Once you register a new company in Minnesota as an LLC or a C or S Corporation, there are a variety of incentives and state based programs that you can benefit from. Let’s take closer look at the most popular incentives for businesses in Minnesota:

• Minnesota Opportunity Zones: This is a type of new community development program that has been established to encourage long-term investments from a start-up companies in Minnesota in a low-income community. A business entity located in an opportunity zone will be eligible to receive the following:
  – Temporary tax deferral on capital gains
  – Permanent exclusion from taxable income on capital gains
  Map of Opportunity Zones
• DEED Financing Programs: There are a number of financing programs introduced by Minnesota Department of Employment and Economic Development (DEED) to help businesses in creating high quality jobs and retain existing jobs. The fund amount varies from one program to another. For instance, the ceiling amount for the Minnesota Job Creation Fund is $1 million while the Minnesota Innovation Loans for Entrepreneurs (MILE) provides a maximum of $20,000 to $50,000. Know More

If you register a new business in Minnesota, there are several other incentive programs that you can benefit from including Minnesota Foreign Trade Zones, Emerging Entrepreneur Loan Program, Greater Minnesota Business Expansion Tax Credits, Border Cities Enterprise Zones, Tax Abatement Program, Bioscience Incentive Program, and Research and Development Tax Credit among others.

Are there any Disadvantages of Incorporating in Minnesota?

A start-up company in Minnesota, whether domestic or foreign will enjoy more benefits in the state. Of course there are a few disadvantages. For example, incorporation may lead to higher overall taxes. The good news is that the disadvantages will not have any negative impact on business growth in the long run.

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Once you have registered your new business in Minnesota, what is the next step? You have to make the business operational. This can be achieved through applying for a proper business license or permit. It is important to know that Minnesota does not have a single comprehensive license or permit for businesses. At the same time, all types of businesses don’t require a license to operate in the state.

There are several types of businesses that require a permit or business license in Minnesota and the licensing information is available with Minnesota Bureau of Business Licenses (BBL). BBL also publishes a directory that contains detailed information and is known as State of Minnesota Directory of Licenses and Permits.

Minnesota Business License Requirements

How do you obtain a business license in Minnesota? More importantly, does your business require a license or a permit or both? Who is responsible for issuing these licenses? These are some of the important questions that you might be confronted with and hence, we have created a guide that will help answer some of these questions.

Here is a step-by-step approach towards acquiring a business license in the state of Minnesota.

Step#1: The Industry or Business Type

The state of Minnesota issues more than 680 licenses that are administered by 46 state agencies. The type of industry or the activities a business is engaged in helps in identifying the type of business license required. It is also important to know that if your business activities are being regulated and supervised by a federal agency then you will be required to obtain a federal business permit or license. A business that imports animal products, biotechnology, or biologics across state lines will require a federal license.

The requirement for a permit or Minnesota company license is dependent on the type of industry or services. Some of the main categories of services or industry for which a license or permit is required are as under:

• Adult Care
• Agriculture
• Alcoholic Beverages
• Aviation
• Buildings and Construction
• Financial Services
• Hospitality Industry
• Technology
• Corporations and Organizations including Charitable Organizations

Step#2: Licenses issued by City/County

If your business type doesn’t fall under a statewide license then you will have to check with the local city or county office. A general business license in Minnesota is normally issued in some cases and in other cases a specific business entity might be required to maintain compliance with the local ordinances.

Let’s take a look at an example to understand this better.

If you are planning to establish your business in Minneapolis and if your business belongs to the entertainment industry then you will require a business license depending on the type of entertainment establishment being set up. The license and fee will vary according to the following:

• Amusement: Mechanical Device
• Place of Amusement
• Place of Entertainment
• Pool and Billiard Halls
• Theater
• Shooting Galleries
• Children’s Rides
• Carnival
• Charitable Gambling
• Circus

Step#3: Issuing of Business License

How is a business license in Minnesota issued? Who issues the license? The license is issued by different state agencies and counties depending on the type of business, industry, location, and services or products offered. If you are planning to establish a Satellite Systems Contractor (SSC) business then the license will be issued by Minnesota Department of Labor and Industry (DLI). On the other hand, if you are planning to establish a Debt Collection Agency then the license will be issued by the Minnesota Department of Commerce. The business licenses are normally valid for a year.

Once you have identified the type of business and the permit or license required, you can simply go ahead and apply to the specific licensing board or state agencies or county for that particular business type.

If you have any questions regarding registration of your business or require information regarding business license in Minnesota, feel free to call us on 702-871-8678.

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Business Information & Rankings

• Minnesota ranked 3rd on the Work Environment Index. (Political Economy Research Institute, 2005)
• Minnesota ranked 8th in the State Technology and Science Index (Millken Foundation, 2005)
• Minnesota is headquarters for 19 Fortune 500 companies.
• Minnesota is typically one of the nation’s leaders in most important economic and social indicators.

Cost of Living Index

Crime Rate

Minnesota has the 19th lowest overall crime ranking in the U.S. (FBI, 2004)

Fees & Taxes

Business Inventory Tax
Business inventory is exempt.

Corporate Income Tax
Minnesota has a flat rate tax of 9.8%. Minnesota does not have a capital value tax. Unlike a corporate income tax which is imposed only on a business’ profits, a capital value tax is imposed regardless of whether a business is profitable or not.

Personal Income Tax
Minnesota’s personal income tax system consists of three separate brackets with a top rate of 7.85% starting at an income level of $61,460.

Personal Property Tax
Minnesota is one of the 38 states that collect property taxes at both the state and local levels. Most commercial and industrial property is assessed at 1.5% on the first $150,000 of market value and 2.0% of remainder.
No tax on intangible property.

State Sales and Use Tax
Base Rate: 6.5%
Machinery Rate: None

A refund for the tax on sales of capital equipment is imposed and collected at the general tax rate, and upon application by the purchaser, a refund will be paid to the purchaser.

Unemployment Insurance
Minnesota’s new employers’ rate is 2.88% for 1 year.

Once your company is set up, you will need:

1. Tax ID (EIN) – free over the Internet or phone.
2. Yearly Requirements and Fees for Mississippi companies
3. Company Minutes & Stock Certificates – are included in incorporation. You will have access to documents generated on your client account.

Mississippi additional services

• Registered Agent
• Annual Report
• EIN (Tax ID)
• More Additional Services

• Why Mississippi?
• Mississippi Registered Agent
• Mississippi Annual Requirements
• Mississippi Corporation Statutes: The Constitution of Mississippi; Title 79, Chapter 4 (Corporations)