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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
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
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
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
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
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
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Federal Tax Identifiers
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State Tax Registrations
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Licenses & Permits
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Banking & Insurance
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Compare with Nearby States
| State | LLC Filing Fee | Corp Tax Rate | Sales Tax | Franchise Tax | Tax Climate Rank |
|---|---|---|---|---|---|
| Minnesota | $135 | 9.80% | 6.88% | No | #47 |
| Iowa | $50 | 7.10% | 6.00% | No | #20 |
| North Dakota | $135 | 4.31% | 5.00% | No | #9 |
| South Dakota | $150 | None | 4.20% | No | #2 |
| Wisconsin | $130 | 7.90% | 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.