Minnesota Foreign Corporation Certificate of Authority

Minnesota corporation certificate of authority at a glance

Filing

Foreign Corporation or Cooperative Certificate of Authority to Transact Business in Minnesota (no form number)

State fee

$200 filing fee ($220 with the charges Minnesota collects at filing)

Total with us

$419, first year of Minnesota registered agent service included

Online processing

2 to 5 business days

Home-state certificate

Set by the state

Minnesota yearly filing

Annual Renewal, $115, every year

Filed with

Minnesota Secretary of State, Business Services

What the Minnesota filing asks for

The filing has 7 numbered items. In practice, Minnesota needs:

• The exact name of your corporation as formed
• The state it was formed in and its date of formation
• A Minnesota registered agent with a street address there; we fill in ours
• A principal office address

Corporation into Minnesota, by home state

Every home state pays the same $419 at checkout for Minnesota.

When Minnesota expects a corporation to register

Minnesota law lists 8 activities that do not, on their own, count as doing business in Minnesota; the list gives examples and is not the full test. An office, staff, or regular sales and contracts there are what typically lead to registration.

If you do business in Minnesota without registering

An unregistered corporation doing business there cannot start a lawsuit in Minnesota courts until it registers. Its contracts stay valid, and it can still defend a case brought against it. Minnesota penalties for unregistered business: $100 for each month and a civil penalty of up to $1,000. The Minnesota attorney general can ask a court to stop the corporation doing business there until it registers.

Minnesota registered agent rule

Minnesota requires every registered foreign corporation to keep a registered agent there. Switching agents later costs $35. Our $199 includes the first year of Minnesota registered agent service, then $149 a year.

Minnesota yearly filings

Once registered, your corporation files the Minnesota Annual Renewal every year, at $115, due December 31. The Minnesota filing window opens January 1 and closes December 31. From year two, keeping the Minnesota registration costs $264 a year with our registered agent service.

How long Minnesota takes

We file it online with the Minnesota Secretary of State. Minnesota online processing: 2 to 5 business days.

Leaving Minnesota later

If your corporation stops doing business there, it ends the registration by filing an Application for Withdrawal of a Foreign Corporation. Until that is filed, Minnesota's yearly filing stays due.