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Entity

Foreign registration · no form number

Tennessee Corporation Foreign Registration in Minnesota

A corporation formed in Tennessee that wants to do business in Minnesota files an online registration (no form number), with $220 in state fees. Minnesota may ask for Tennessee's Certificate of Existence ($20). We file it with the Secretary of State, Business Services using your Tennessee records and act as your registered agent there for the first year.

Tennessee vs Minnesota: the paperwork

Tennessee
formed here
Minnesota
registering here
DocumentTennessee Certificate of ExistenceForeign Corporation or Cooperative Certificate of Authority to Transact Business in Minnesota (no form number)
State fee$20$220 at order (filing fee $200 plus charges collected at filing)
How it is handledTennessee: online or by mailFiled online with Minnesota
OfficeTennessee Secretary of State, Division of Business and Charitable OrganizationsMinnesota Secretary of State, Business Services
Official pagesos.tn.govsos.mn.gov
Yearly filingAnnual Report, $20, every yearAnnual Renewal, $115, every year
DueDecember 31
AgentYour Tennessee registered agentOur Minnesota registered agent

How Tennessee companies register with Minnesota

  1. We prepare and file the registration

    It names us as your Minnesota registered agent, with your Tennessee name and formation date. If Minnesota wants the Tennessee certificate, it is ordered first. Once Minnesota approves it, the Tennessee company can do business there.

Will your Tennessee name work for Minnesota?

We search Minnesota's records for Tennessee's name on file before anything is filed.

Agents: Minnesota and Tennessee

Tennessee and Minnesota both call it a registered agent. Your current registered agent stays for Tennessee; ours takes Minnesota's papers and notices.

Yearly filings: Minnesota and Tennessee

Each year your corporation files Tennessee's Annual Report ($20) and Minnesota's Annual Renewal ($115). With our $149 registered agent renewal, Tennessee plus Minnesota comes to $284 a year. The new registration does not replace any home-state filing.

LLC or corporation, Tennessee to Minnesota

An LLC formed in Tennessee files its own registration with Minnesota ($205 in state fees; no home-state certificate is needed). After that come Tennessee's Annual Report ($300) and Minnesota's Annual Renewal (no fee). See the LLC filing.

The other way: Minnesota into Tennessee

A corporation formed in Minnesota that registers with Tennessee files Form SS-4431 with $600 in state fees, plus the Certificate of Good Standing ($5). See that filing.

Questions Tennessee owners ask about Minnesota

Does my Tennessee company need to register in Minnesota?

Yes, once a Tennessee business operates there; Minnesota law lists 8 activities that do not count on their own.

Is this a certificate of authority?

Yes: Minnesota issues one to Tennessee corporations once the filing is approved.

How much does the Minnesota registration cost?

$419 at checkout; Minnesota may also want Tennessee's Certificate of Existence, at extra cost.

How long does the Minnesota registration take?

Minnesota's online processing takes 2 to 5 business days, plus time for Tennessee's certificate if Minnesota asks for it.

What are the yearly costs for Tennessee and Minnesota?

$284 a year: our $149 registered agent renewal, $20 to Tennessee and $115 to Minnesota for the yearly reports.

What if I don't register with Minnesota?

A Tennessee company cannot sue in court there until it registers, and Minnesota can add a penalty of $100 for each month and a civil penalty of up to $1,000.

Does Minnesota require a registered agent?

Yes: the Tennessee registered agent stays, and ours covers Minnesota for year one.

Can I form a new Minnesota corporation instead?

Yes, but Tennessee keeps the original, so you run two companies: the new one files Minnesota's Annual Renewal (no fee), and the original keeps Tennessee's Annual Report.

How do I withdraw from Minnesota later?

Tennessee companies leave by filing an Application for Withdrawal of a Foreign Corporation; until then, Minnesota's report stays due alongside Tennessee's filings.

Official sources

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Total $419Register in Minnesota