All InfoSmall BusinessMinnesota

Minnesota Small Business Guide

LLC and corporation formation, state taxes, licensing, and SBA resources for Minnesota — verified against the Minnesota Secretary of State, Tax Foundation, and the U.S. Small Business Administration.

Minnesota Small Business Setup at a Glance

LLC Filing Fee

$135

One-time formation cost

Corp Filing Fee

$135

One-time C-corp / S-corp

Annual Report Fee

$0

Annually on formation anniversary

Top Corporate Tax

9.80%

Top marginal rate

State Sales Tax

6.88%

State-level base rate

Franchise Tax

No

No annual franchise tax

State Minimum Wage

$11.13

Per hour

Tax Climate Rank

#47 of 50

Tax Foundation 2025 (1 = best)

SOS business portal (Minnesota): https://mblsportal.sos.state.mn.us/
SBA district office: https://www.sba.gov/district/minnesota
SBDC (Minnesota): https://mnsbdc.com/

How to Start a Business in Minnesota

  1. 1

    Choose your entity type

    Most small businesses choose between an LLC (limited liability company), a C-corporation, or an S-corporation. LLCs offer the simplest formation and pass-through taxation; C-corps make sense if you plan to raise venture capital or issue multiple share classes; S-corps offer payroll-tax savings once income exceeds a reasonable salary threshold. Sole proprietorships require no filing but offer no liability protection.

    • Decide LLC vs. corporation based on liability + tax goals
    • Confirm your business name is available in the SOS database
    • Pick a registered agent with a physical address in the state
  2. 2

    Form your entity in Minnesota

    Minnesota's LLC filing fee is $135. Corporations pay $135 to incorporate. File Articles of Organization (LLC) or Articles of Incorporation (corporation) through the Minnesota Secretary of State business portal. Most states process online filings within 1-5 business days; expedited processing is typically available for an extra fee.

    Minnesota SOS Business Portal
  3. 3

    Register for federal and state taxes

    Apply for an EIN (Employer Identification Number) from the IRS — it is free at irs.gov/ein and takes about 10 minutes online. Top corporate income tax rate is 9.80%. Sales-tax-collecting businesses register with the State Department of Revenue.

    • Apply for federal EIN (free, online at irs.gov/ein)
    • Register with State Department of Revenue (sales tax, withholding)
    • Determine S-corp election (Form 2553) if applicable
  4. 4

    Handle licensing, permits, and ongoing compliance

    Minnesota does not impose a general statewide business license — but most cities, counties, and regulated industries (food service, contracting, cosmetology, professional services) do. Always check both the state and your local jurisdiction. Expect a $0 annual (or biennial) report fee, due annually on formation anniversary.

    Minnesota SBA District Office
  5. 5

    Plan for workforce and growth

    Minnesota's minimum wage is $11.13 per hour for non-tipped employees. Minnesota also operates a statewide paid family / medical leave program — employer contribution and notice requirements apply from day one. Minnesota's Small Business Development Center (SBDC) offers free one-on-one advising on business plans, financial projections, and SBA loan applications.

    Minnesota SBDC

Business Formation Checklist

Formation Documents

Bring 1 item from this list

Federal Tax Identifiers

Bring 1 item from this list

State Tax Registrations

Bring 1 item from this list

Licenses & Permits

Bring 1 item from this list

Banking & Insurance

Bring 1 item from this list

Compare with Nearby States

StateLLC Filing FeeCorp Tax RateSales TaxFranchise TaxTax Climate Rank
Minnesota$1359.80%6.88%No#47
Iowa$507.10%6.00%No#20
North Dakota$1354.31%5.00%No#9
South Dakota$150None4.20%No#2
Wisconsin$1307.90%5.00%No#27

Paid leave mandate in Minnesota: Employers must contribute to a state-run paid family / medical leave program from day one. Notice posters, employee handbook updates, and payroll deductions all apply. Check the State Department of Labor for current contribution rates and waiting-period rules.

Which states are the cheapest to form an LLC?

Filing fees vary widely. As of 2026, Montana ($35), Kentucky ($40), and Arkansas ($45) have the lowest one-time LLC formation fees. Arizona, Colorado, Hawaii, Iowa, Mississippi, Missouri, and New Mexico all charge $50. The two outliers on the high end are Massachusetts ($500) and Tennessee/Texas ($300+). Low filing fees are only one piece of the picture — annual reports, franchise taxes, and registered-agent requirements can add ongoing cost.

Why are Delaware and Wyoming popular for incorporation?

Delaware hosts more than 65% of Fortune 500 companies because of its specialized Court of Chancery (a centuries-old business-law court), well-developed case law, and statutory flexibility for boards and shareholders. Wyoming is the modern alternative for small businesses: no state corporate or personal income tax, strong privacy protections (members are not required on public filings), and a $100 LLC formation fee. Wyoming has ranked #1 on the Tax Foundation State Business Tax Climate Index every year since 2014.

What is a state franchise tax?

A franchise tax is a fee a state charges for the privilege of doing business there — it is owed regardless of profit. Texas, Delaware, California, New York, North Carolina, and roughly a dozen others impose franchise tax in some form. California's $800 annual LLC tax is one of the most-cited examples: even a dormant California LLC owes $800 per year to the Franchise Tax Board. The mechanics differ — gross-receipts-based (TX, WA), capital-stock-based (DE, NY), or flat-fee (CA).

Which states have no state income tax?

Nine states levy no broad-based individual income tax: Alaska, Florida, Nevada, New Hampshire (taxes only interest/dividends, phasing out by 2027), South Dakota, Tennessee, Texas, Washington, and Wyoming. For a sole proprietor or pass-through entity (S-corp, partnership, LLC), this means business profits flow through to the owner and are not taxed at the state level. C-corporations may still owe state corporate tax (e.g., Florida 5.5%, Tennessee 6.5%, New Hampshire 7.5%), or a substitute tax like Washington's B&O or Nevada's Commerce Tax.

Do I need a state business license to operate?

It depends. A handful of states require a general statewide business license for any business operating in the state: Alabama, Alaska, Delaware, Hawaii, Maryland, Nevada, New Jersey, New Mexico, Ohio, Rhode Island, Tennessee, Washington, and West Virginia maintain various general-license regimes. Most other states require licenses only at the industry level (contractors, food service, cosmetology, etc.) or local level (city/county). Always check both the state and the city/county before opening.

More Minnesota info:

Data verified: 2026-05-15 (data year 2026). Filing fees and tax rates change frequently — always confirm with the Minnesota Secretary of State and Department of Revenue before forming an entity or filing tax returns. Sources: MN SOS; Tax Foundation 2025; DOL Min Wage 2026; MN Paid Leave 2026.