Register Your Minnesota Foreign Corporation

You need to register your business name in Minnesota. Having it registered in your home state is great, but it doesn’t mean it’s available for use in Minnesota. Conduct a free business name search to make sure your corporation’s name is available. If someone else in Minnesota is already using it, you’ll have to come up with a new name that is available but easily connected to your current name.

If you’re not quite ready to register as a foreign business, that’s fine. You can reserve your business name in Minnesota for either $55 or $35, depending on filing method.

Want to make sure your business name is used only by you? Consider getting a federal trademark to secure the name in your industry.

A Minnesota registered agent is someone who accepts legal mail on your company’s behalf. Since the registered agent must be located within the state to receive legal mail, including lawsuits, it’s unlikely that you’ll be able to act as your own registered agent in this case.

However, at Northwest, we offer comprehensive registered agent services for every state. You can simplify things by using a single registered agent.

Once your business is legal in the new state, you’ll want to be ready to make sales. Forming your business identity, or the way you present yourself to your potential clients, can prepare customers for your upcoming products and services.

Maybe you’ve never started getting your business out there. Now’s a great chance to start a business website or get a custom business email address.

Maybe you already have a digital presence, but now you want to make it easier for out-of-state people to find you, and start building awareness and a trustworthy reputation in your new territory. Consider getting a phone service that has the local area code or a local business address to use on documents where possible. Either way, make sure your business has a way to market itself in the new state, especially if you are not opening a physical location.

Now submit your Foreign Corporation Certificate of Authority to Transact Business in Minnesota. It costs $35 to file by mail or $55 if you file online or receive expedited in-person service.

This form should include:

• Company’s legal name in home jurisdiction
• Alternate name company will use in Minnesota, if applicable
• Home jurisdiction
• Minnesota registered agent’s  full name and address
• Authorized officer or agent signature
• Email address for official notices
• Name and daytime phone number of person who can be contacted about form

Your foreign corporation will now have taxes and reports to file independent of the ones filed in your home state.

Annual Reports: Your Minnesota annual report is due December 31. It costs $135 for in-person and online filings, and $115 to file by mail.

Corporate Taxes: Corporations must pay the greater of either 9.8% of net income or an Alternative Minimum Tax (a tax similar to the federal AMT). Minnesota’s AMT rate is 5.8% but covers a larger tax base than the income tax.

Your business may also need to pay the Minnesota Department of Revenue’s “minimum fee.” If the combined value of your Minnesota property, payroll, and sales is $1,050,000 or more, you’ll pay the fee, which starts at $220.