Extending a foreign corporation into Minnesota, regardless of its corporate structure, is a simple proceeding. One can file online (via the Business and Lien System which requires the creation of an account) or in person or through the mail, the fees varying based on the filing method and corporation type. The types of foreign corporations available for creation in Minnesota are listed below, fees included. Select the corporate model you wish to form and follow the instructions below. Paper filers will find their instructions located at the end of this page.

It is necessary that all entities operating in Minnesota do so under a name which is unique to their business and is distinguishable from that of any other business on file with the Secretary of State. To ensure that this is the case, you would be well advised to perform a Business Entity Search prior to registering. Furthermore, if you need additional time with which to prepare for filing, a Name Reservation may be useful.

How to File a Business / Professional Corporation (Online)

Filing a foreign corporation online requires virtually the same process regardless if the corporation is standard or professional. The main difference in filing between standard and professional filings is that professional corporations will have to indicate which professional service they intend to provide.

Step 1 – To begin your filing, login to your Business and Lien System account. If you have not created an account yet you may do so quickly with the help of our brief tutorial on the subject.

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Once logged in you will need to navigate to the homepage in order to select your filing type. Select Business Corporation (Foreign) to continue.

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Step 2 – Indicate if your corporation is going to be professional or standard at this step.

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Step 3 – Input your desired operating name and business designation and select Search to continue.

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Step 4 – If applicable, divulge the name of your registered agent(s) as well as his/her (their) address(es) to complete this section.

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Step 5 – To complete this section please input the address of your registered office and select Next.

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Step 6 – If you are unable to receive mail at the previously entered address you must enter a mailing address at this juncture.

mn-domestic-llc-8Step 7 – Enter the operating name of your corporation in its home jurisdiction.

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Step 8 – You must now indicate which, of the listed, is your home jurisdiction.

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Step 9 – Extra files may be attached, digitally, at this time if you would like do so for the sake of your filing.

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Step 10 – At this point you must input a contact and delivery address.

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Step 10a – Individuals filing for a professional corporation will need to indicate the nature of the professional service to be provided at this point.

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Step 11 – Finally, add client reference information if you would like to do so.

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Step 12 – Add an email address here and select Next to review your filing.

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If everything looks right, select Submit to finalize your filing.

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finally, e-sign the document and select Submit to complete the filing.

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Step 12 – You will be presented with a confirmation of your filing. Select Continue to US Bank to make your payment.

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Step 13 – Login to your US Bank account, or, if you have none, select Pay Without Registering to continue.

mn-domestic-llc-16Step 14 – Input the following information and select Continue to complete your payment:

  • Full name
  • Address
  • Phone number
  • Email address
  • Card number
  • Expiration date
  • Card security code
  • Billing address (if different)

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How to File a Non-Profit Corporation (Online)

Step 1 – Although filing a corporate non-profit entity online is an incredibly short procedure, you will still need to create an online account with the Business and Lien System. To learn how to do so please see our tutorial. Once you have your account, to begin the filing process, you must login to your Business and Lien System account.

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Now that you are logged in, navigate to the homepage and select Non-Profit Corporation (Foreign) to continue.

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Step 2 – You must now verify that your desired operating name is indeed available. To do so, input your name and select Search.

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Once the availability is confirmed you will able to move on with the filing.

Step 3 – You will need to download the Certificate of Authority to Transact Business PDF form and complete it by submitting the following information:

  • Name of corporation in home jurisdiction
  • Alternate operating name, if applicable
  • Home jurisdiction
  • Registered office address
  • Resident agent name
  • Non-profit status
  • Cooperative status
  • E-signature and date
  • Email address for official notices
  • Name/phone number of filer

mn-fcorporation-form-1mn-fcorporation-form-2Once complete, save it and re-upload it to the online filer. Additionally, input your delivery information, including phone number and email address. Select Next when complete.

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Step 4 – Review your application. If it all looks good, select Submit to submit the form finally.

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Step 5 – You will be presented with a confirmation of your filing. Select Continue to US Bank to make your payment.

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Step 6 – Login to your US Bank account, or, if you have none, select Pay Without Registering to continue.

mn-domestic-llc-16Step 7 – Input the following information and select Continue to complete your payment:

  • Full name
  • Address
  • Phone number
  • Email address
  • Card number
  • Expiration date
  • Card security code
  • Billing address (if different)

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How to File a Business / Non-Profit Corporation (PDF)

Step 1 – To file a foreign corporation in person or through the mail, non-profit or otherwise, you must download the Certificate of Authority to Transact Business PDF and enter the following information into the form:

  • Name of corporation in home jurisdiction
  • Alternate operating name, if applicable
  • Home jurisdiction
  • Registered office address
  • Resident agent name
  • Non-profit status
  • Cooperative status
  • E-signature and date
  • Email address for official notices
  • Name/phone number of filer

mn-fcorporation-form-1mn-fcorporation-form-2Step 2 – Print the PDF and attach a check with the proper amount (see top of page) made out to the Secretary of State. Once your corporate filing package is complete send it or deliver it to the following address:

Minnesota Secretary of State – Business Services

Retirement Systems of Minnesota Building

60 Empire Drive, Suite 100 St Paul, MN 55103

Tips

Renewal – To renew your corporation each year, a step that is necessary in order to remain in good standing, you may file online ($135) via the Business and Lien System or in person ($135) or through the mail ($115) at the address listed below. Paper filers must download the Foreign Corporation PDF and, with check attached, send it to the following address once completed:

Minnesota Secretary of State – Business Services

Retirement Systems of Minnesota Building

60 Empire Drive, Suite 100 St Paul, MN 55103