How to File Minnesota Articles of Incorporation


Steve Bennett
Steve Bennett
Business Formation Expert
Steve runs LLCBuddy, helping entrepreneurs set up their LLCs easily. He offers clear guides, articles, and FAQs to simplify the process. His team keeps everything accurate and current, focusing on state rules, registered agents, and compliance. Steve’s passion for helping businesses grow makes LLCBuddy a go-to resource for starting and managing an LLC.

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File Minnesota Articles of Incorporation

Incorporating a business is essential for entrepreneurs looking to establish their venture as a separate legal entity. By filing Articles of Incorporation, business owners in Minnesota can enjoy myriad benefits, such as limited liability, tax advantages, and increased credibility. However, the incorporation process may seem daunting for many, especially those not well-versed in the legal intricacies of their state. This article is a comprehensive guide on how to file Minnesota Articles of Incorporation, taking you through the necessary steps and requirements to establish your corporation successfully.

Whether you are a startup founder or a seasoned business owner, understanding the process of filing Articles of Incorporation in Minnesota, popularly known as The North Star State, is crucial for the seamless formation of your corporation. The following sections will outline the paperwork, fees, and registration procedures specific to Minnesota, along with tips on navigating potential roadblocks and ensuring your application is approved. Let’s dive in and explore the ins and outs of incorporating your business in Minnesota.

What is Articles of Incorporation in Minnesota?

The Articles of Incorporation is a legal document required to file with the state government to legalize the creation of your corporation. In other words, filing these documents with the Minnesota Secretary of State ensures the formation of the corporation in Minnesota officially. The Articles of Incorporation is similar to filing the Minnesota LLC Articles of Organization while filing an LLC in Minnesota.

Minnesota, also known as The North Star State, has some rules when it comes to file the Articles of Incorporation. We shared the step-by-step process here to file the incorporation document with the Minnesota SOS. Checking with the SOS is recommended for more information.

It is always wise to consult a legal professional before you file your company under the Minnesota SOS. FIling process can be easy, but it is sensitive. If you miss anything, it can totally stope the filing process.

– LLCBuddy Editorial Team

How to File Minnesota Articles of Incorporation

You can file the Articles of Incorporation in several ways based on the state you are willing to start your corporation. In Minnesota, you can file it in three ways, online, by mail and in-person. The details are similar to the details you need when forming an LLC. Here are the details you must submit while filing the documents-

Step 1: Get the Form and Enter the Details

The first step is to get the Articles of Incorporation form from the Minnesota Secretary of State. You will get both offline and online forms on the site, as available. You must pay the $155 for filing online and in-person, and $135 for filing by mail when submitting the form. Following are the details you must add to your incorporation form-

Name of the Entity

The first thing you need to do is submit your company’s name. Make sure to mention the exact name of the company that you decided on. Like the LLC naming guidelines, you must also follow the Minnesota corporation naming requirements too. There are a few points to note when you name your company. They are,

  • You cannot have a name used by other companies or businesses.
  • You cannot have any name that is misleading or the same as government organizations.
  • Banks, Insurance, Insurer, or any such names cannot be used as they reflect the financial organization.
  • You must add terms like corporation, limited, company, incorporated, or incorporation. You can also add abbreviations like co., ltd., inc., and corp instead of the above terms.

Address of the Corporation

The next section of the form is to provide your main address. It is necessary to have a physical street address in Minnesota. For those running an online business, you must provide any address in the state (including your home address) where you will receive all the business and legal documents and mail. While sharing your address, make sure not to use abbreviations, such as N.Y. for New York or L.A. for Los Angeles.

Minnesota Registered Agent

The next point is to provide information about the Registered Agent. The Minnesota Registered Agent is an individual or business entity that is responsible for receiving all the legal and official documents on behalf of the company. They must be aged above 18 years and have eligibility to conduct business in the state. The Registered Agent should be legit and experienced because, in case of any lawsuit, you need an expert to handle your issues. In most cases, the Registered Agent’s official address is the company’s official mailing address. If you form an LLC, hiring a registered agent is the most crucial step in the process.

Shares and Stocks

The next important information you must provide is about the stocks and shares. While filing the Articles of Incorporation, you must mention a minimum of one share. In Minnesota, to start a corporation, you need at least Three director(s) initially. When filing the incorporation documents, you must provide the share of directors in the corporation. It decides the ownership of the company.

If you amend Minnesota Articles of Incorporation in the future, you will not be able to change the initial directors. You might need an additional form to change the initial directors’ details. You must check with the Minnesota SOS while filing the Articles of Incorporation amendment.

Additional Documents

You might need additional documents to submit along with the incorporation documents. In Minnesota, you can attach a cover letter with the documents as an additional document. if you are willing to start a foreign corporation in Minnesota, then you must add one document along with the Articles of Incorporation. Foreign corporations in Minnesota must submit the Minnesota Certificate of Good Standing along with the incorporation documents.

Signature

Finally, the signature of the directors and shareholders are required on the form. You can have more than one share and director. All your initial directors must submit their official signature while filing the corporation in Minnesota. Get their signatures to file the Articles of Incorporation.

Step 2: Submit the Articles of Incorporation in Minnesota

Once you are done filling up the form, now it is time for you to submit it. The form can be submitted in three ways, online, by mail and in-person. Checking with a legal professional or a formation service while filing your corporation is recommended. It is sensitive, and one mistake can stop the entire filing process immediately.

  • Online filing: Get the online form from Secretary of State, fill it up, and submit. Don’t refresh the page during the process. It will erase everything.
  • Offline filing: Send the form by mail or drop it off in person to Minnesota Secretary of State — Business Services, Retirement Systems of Minnesota Building, 60 Empire Drive, Suite 100, St Paul, MN 55103.

Cost of Filing the Articles of Incorporation in Minnesota

The cost of filing the Articles of Incorporation in Minnesota is an important aspect to consider when starting a new business. This one-time fee is necessary for officially registering your corporation with the Secretary of State and can vary depending on the specific requirements and regulations of Minnesota. In some cases, additional fees may be required for expedited processing or other optional services. It is crucial for entrepreneurs to budget for this expense and research the specific costs associated with their Minnesota in order to ensure a smooth and successful incorporation process. To file the Articles of Incorporation in Minnesota, you must pay a filing fee. The filing fee is $155 for filing online and in-person, and $135 for filing by mail.

FAQs

What are the requirements for filing Minnesota Articles of Incorporation?
In order to file Articles of Incorporation in Minnesota, the following information is required
Is there a fee to file Minnesota Articles of Incorporation?
Yes, there is a filing fee of $155 to file Minnesota Articles of Incorporation.
How long will it take to form a corporation in Minnesota?
It typically takes 2-3 business days to form a corporation in Minnesota.
What is the purpose of filing Minnesota Articles of Incorporation?
The purpose of filing Minnesota Articles of Incorporation is to legally establish a corporation in the state and obtain a corporate charter from the state.
How do I file Minnesota Articles of Incorporation?
You can file Articles of Incorporation in Minnesota online through the Minnesota Secretary of State’s website or by mailing the completed form and filing fee.
Do I need a registered agent in Minnesota?
Yes, you must have a registered agent in Minnesota in order to file Articles of Incorporation.
What is a registered agent in Minnesota?
A registered agent in Minnesota is an individual or business entity that is designated to receive service of process and other official state documents on behalf of a corporation.
What information is included in Minnesota Articles of Incorporation?
Minnesota Articles of Incorporation must include the corporation’s name, the purpose of the corporation, the street address of its registered office, the name and address of the incorporator, the number of shares the corporation is authorized to issue, and the name and address of the initial director(s).
What documents will I receive after filing Minnesota Articles of Incorporation?
After filing Articles of Incorporation in Minnesota, you will receive a Certificate of Incorporation from the Secretary of State’s office confirming that your corporation is legally established.
How much does it cost to form a corporation in Minnesota?
The cost to form a corporation in Minnesota is $155, which includes the filing fee for Articles of Incorporation and the registered agent fee.
What is the difference between a Minnesota corporation and a non-profit corporation?
A Minnesota corporation is a for-profit business entity, while a non-profit corporation is a tax-exempt organization that is organized for a public purpose.
Is an LLC the same as a corporation in Minnesota?
No, an LLC is a Limited Liability Company, which is a different type of business entity than a corporation.
Is there a minimum number of shares that must be issued with Minnesota Articles of Incorporation?
Yes, Minnesota requires that at least one share of stock be issued with Articles of Incorporation.
How many directors are required for a Minnesota corporation?
A Minnesota corporation must have at least one director.
Are there any restrictions on the name of a corporation in Minnesota?
Yes, Minnesota has restrictions on the name of a corporation. The name must include an indication that it is a corporation (e.g. “corporation”, “incorporated”, “company”, or “limited”) and it cannot be deceptively similar to the name of another registered business in Minnesota.
Are Minnesota corporations subject to annual reports or fees?
Yes, Minnesota corporations are required to file an annual report and pay an annual fee to the Secretary of State’s office.
Do I need to publish a notice of incorporation in Minnesota?
No, there is no requirement to publish a notice of incorporation in Minnesota.
What is a Minnesota registered office?
A Minnesota registered office is the address of the corporation’s principal office, which must be located within the state.
What are the tax implications of forming a corporation in Minnesota?
The tax implications of forming a corporation in Minnesota will depend on the type of corporation and its business activities.
What are the benefits of forming a corporation in Minnesota?
The benefits of forming a corporation in Minnesota include limited liability protection, perpetual existence, centralized management, and tax advantages.
Are there any restrictions on the type of business activities a Minnesota corporation can engage in?
No, a Minnesota corporation can engage in any type of lawful business activity.
How do I amend Minnesota Articles of Incorporation?
You can amend Minnesota Articles of Incorporation by filing an Amendment to Articles of Incorporation with the Minnesota Secretary of State’s office.
How do I dissolve a Minnesota corporation?
You can dissolve a Minnesota corporation by filing Articles of Dissolution with the Minnesota Secretary of State’s office.
Can a Minnesota corporation operate in multiple states?
Yes, a Minnesota corporation can operate in multiple states by registering to do business in each state in which it operates.
Are there any restrictions on the transfer of shares of a Minnesota corporation?
Yes, there are restrictions on the transfer of shares of a Minnesota corporation. Generally, shares of a Minnesota corporation can only be transferred to a buyer who is approved by the corporation’s board of directors.
What are the reporting requirements for a Minnesota corporation?
A Minnesota corporation is required to file an annual report and pay an annual fee to the Secretary of State’s office. In addition, a Minnesota corporation is subject to federal and state tax reporting requirements.
What are the annual meeting requirements for a Minnesota corporation?
A Minnesota corporation is required to hold an annual meeting of shareholders and directors. The date, time, and location of the meeting must be specified in the corporation’s bylaws.
Do I need to register a Minnesota corporation with the IRS?
Yes, a Minnesota corporation must register with the IRS in order to obtain a federal tax ID number and file taxes.
Are there any other requirements for a Minnesota corporation?
Yes, a Minnesota corporation must have bylaws, keep corporate records, and appoint officers.
What information is required when filing Minnesota Articles of Incorporation?
The information required when filing Minnesota Articles of Incorporation includes the business name, registered agent name and address, and the incorporator’s name and address.
Are there any fees associated with filing Minnesota Articles of Incorporation?
Yes, there is a filing fee of $155 required when filing Minnesota Articles of Incorporation.
How long does it take to process Minnesota Articles of Incorporation?
Processing of Minnesota Articles of Incorporation typically takes two to three weeks.

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Why Minnesota Articles of Incorporation is So Important

One of the most crucial reasons why the Minnesota Articles of Incorporation is so important is the legal protection it provides to the business entity. By clearly outlining essential details such as the company’s name, purpose, shareholders, directors, and registered agent, the document serves as a formal record of the business’s existence and structure. This information not only helps protect the company from potential legal disputes or challenges but also ensures that all stakeholders are aware of their roles and responsibilities within the organization.

Furthermore, the Articles of Incorporation play a key role in helping the business comply with state laws and regulations. By including specific clauses related to the company’s governance, ownership, and operations, the document ensures that the business is meeting all necessary legal requirements to operate within the state of Minnesota. This not only helps establish the credibility and legitimacy of the company but also allows it to access key benefits and incentives available to businesses registered within the state.

In addition, the Minnesota Articles of Incorporation also serve as a valuable tool for attracting and securing investments from potential stakeholders and investors. By providing a clear overview of the company’s structure, purpose, and ownership, the document instills confidence in investors and demonstrates that the business is well-organized and compliant with state regulations. This, in turn, can help attract capital and support for the company’s growth and expansion, ultimately leading to increased opportunities for success and profitability.

Moreover, the Articles of Incorporation are essential for establishing the company’s brand identity and reputation. By formally registering the company’s name, logo, and other key branding elements within the document, the business can protect its intellectual property rights and prevent others from using its identity for their own purposes. This not only helps build trust and recognition among customers and clients but also ensures that the company’s unique identity is safeguarded for future growth and development.

Overall, the Minnesota Articles of Incorporation are a critical component of any business formation process within the state. By providing legal protection, compliance with state regulations, attracting investments, and safeguarding brand identity, this document plays a vital role in setting the foundation for the company’s success and longevity. Therefore, businesses looking to establish themselves within Minnesota should consider the Articles of Incorporation as a key starting point in their journey towards growth and prosperity.

Conclusion

In conclusion, the process of filing Minnesota Articles of Incorporation is a crucial step for businesses looking to establish their presence in the state. This legal document serves as the foundation of the company’s structure and outlines essential information, such as the company’s name, purpose, and management team. To ensure a smooth and successful filing process, it is vital for business owners to familiarize themselves with the State of Minnesota’s requirements, adhere to the applicable laws and regulations, and provide accurate and complete information in the Articles of Incorporation.

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