Formation and Registration Forms Requiring Registered Agent Designation in Minnesota
Minnesota business forms are available on the Business Forms & Fees page. Filings may be submitted online through the Business & Liens online filing system, by mail to the Minnesota Secretary of State, First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101, or in person by appointment at the Minnesota Secretary of State, First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101. Phone: (651) 296-2803 and 1-877-551-6767. Email: business.services@state.mn.us.
LLCs
| Form | Description | Filing Fee |
| Minnesota Limited Liability Company | Articles of Organization | Forms a domestic LLC and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $135 by mail; $155 online or in person |
| Minnesota Nonprofit Limited Liability Company | Articles of Organization | Forms a domestic nonprofit LLC and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $135 by mail; $155 in person |
| Foreign Limited Liability Company | Certificate of Authority to Transact Business in Minnesota | Registers a foreign LLC and requires a Minnesota registered office and registered agent. | $185 by mail; $205 online or in person |
| Articles of Conversion | Converts certain Chapter 322C entities and requires a Minnesota service-of-process forwarding address when the converted organization will be a foreign organization not authorized in Minnesota. | $60 by mail; $80 in person |
Corporations
| Form | Description | Filing Fee |
| Minnesota Business Corporation | Articles of Incorporation | Forms a domestic business corporation and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $135 by mail; $155 online or in person |
| Foreign Corporation or Cooperative | Certificate of Authority to Transact Business in Minnesota | Registers a foreign business corporation and requires a Minnesota registered office and registered agent. | $200 by mail; $220 online or in person |
| Articles of Conversion | Converts certain Chapter 302A domestic business corporations and requires a Secretary of State service-of-process forwarding address when the converted organization will be a foreign organization not authorized in Minnesota. | $35 by mail; $55 in person |
Nonprofit Corporations
| Form | Description | Filing Fee |
| Minnesota Nonprofit Corporation | Articles of Incorporation | Forms a domestic nonprofit corporation and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $70 by mail; $90 online or in person |
| Foreign Corporation or Cooperative | Certificate of Authority to Transact Business in Minnesota | Registers a foreign nonprofit corporation and requires a Minnesota registered office and registered agent. | $50 by mail; $70 online or in person |
| Articles of Conversion | Converts a domestic nonprofit corporation to a foreign nonprofit corporation and requires a Secretary of State service-of-process forwarding address when the converted organization will be a foreign organization not authorized in Minnesota. | $35 by mail; $55 in person |
Limited Partnerships
| Form | Description | Filing Fee |
| Minnesota Limited Partnership | Certificate of Limited Partnership | Forms a domestic limited partnership and requires a Minnesota agent for service of process and related Minnesota address information. | $100 by mail; $120 online or in person |
| Foreign Limited Partnership Certificate of Authority | Registers a foreign limited partnership and the related Minnesota annual-renewal and amendment forms require a Minnesota registered agent and registered office. | $100 by mail; $120 online or in person |
Limited Liability Partnerships
| Form | Description | Filing Fee |
| Minnesota Limited Liability Partnership | Statement of Qualification | Registers domestic LLP status and requires a Minnesota registered agent only if the partnership has neither its chief executive office nor another office in Minnesota. | $135 by mail; $155 online or in person |
| Foreign Limited Liability Partnership | Statement of Qualification | Registers a foreign LLP and requires a Minnesota registered agent only if the partnership has no Minnesota office address. | $135 by mail; $155 online or in person |
Additional Entity-Specific Filings in Minnesota
Minnesota also uses registered-office and registered-agent fields for cooperatives and related cooperative entities that file with the Secretary of State.
Cooperatives
| Form | Description | Filing Fee |
| Minnesota Cooperative | Articles of Incorporation | Forms a domestic Chapter 308A cooperative and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $60 by mail; $80 online or in person |
| Foreign Corporation or Cooperative | Certificate of Authority to Transact Business in Minnesota | Registers a foreign cooperative and requires a Minnesota registered office and registered agent. | $200 by mail; $220 online or in person |
Cooperative Associations
| Form | Description | Filing Fee |
| Minnesota Cooperative | Articles of Organization | Forms a domestic Chapter 308B cooperative association and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $60 by mail; $80 online or in person |
Housing Cooperatives
| Form | Description | Filing Fee |
| Minnesota Housing Cooperative | Articles of Organization | Forms a domestic Chapter 308C housing cooperative and requires a Minnesota registered office, with a registered agent listed only if one is designated. | $60 by mail; $80 online or in person |
Changing a Minnesota Registered Agent or Registered Office (Filed by Entity)
Minnesota uses one change form for corporations, nonprofits, cooperatives, and domestic and foreign LLCs, while limited partnerships and LLPs change agent information through their amendment filings.
| Form | Description | Filing Fee |
| Notice of Change of Registered Office/Registered Agent | Changes the registered office address, the registered agent, or both for Minnesota and foreign corporations, Minnesota and foreign LLCs, Minnesota and foreign nonprofit corporations, and Minnesota and foreign cooperatives. | Minnesota business corporations, Minnesota cooperatives, and Minnesota and foreign LLCs: $35 by mail; $55 online or in person; Minnesota nonprofit corporations: no fee if only the office changes, otherwise $35 by mail and $55 online or in person; foreign corporations, foreign cooperatives, and foreign nonprofits: $50 by mail; $70 online or in person |
| Minnesota Limited Partnership | Amendment to Certificate of Limited Partnership | Changes a domestic limited partnership’s registered agent name, registered agent address, registered agent mailing address, or designated office information. | $50 by mail; $70 online or in person |
| Foreign Limited Partnership | Amendment to Certificate of Limited Partnership | Changes a foreign limited partnership’s registered agent name, registered agent address, registered agent mailing address, or principal office information. | $50 by mail; $70 online or in person |
| Statement of Amendment or Cancellation | Changes or cancels an LLP statement, including registered-office or registered-agent information described in the amendment text. | $135 by mail; $155 online or in person |
Online filing is available for the entities covered by the Secretary of State’s business filing system, and the limited-partnership and LLP amendment forms also permit mail and in-person filing.
Changing a Minnesota Registered Agent’s Own Name or Address (Filed by Agent)
Minnesota uses the same change form for an agent-filed update for corporations, nonprofits, cooperatives, and LLCs, and partnership-based entities use their amendment filings instead.
| Form | Description | Filing Fee |
| Notice of Change of Registered Office/Registered Agent | This form may also be used when the registered agent changes its own name or address, and the form states that a copy of the change must be sent to the business entity or its legal representative. | Minnesota business corporations, Minnesota cooperatives, and Minnesota and foreign LLCs: $35 by mail; $55 online or in person; Minnesota nonprofit corporations: no fee if only the office changes, otherwise $35 by mail and $55 online or in person; foreign corporations, foreign cooperatives, and foreign nonprofits: $50 by mail; $70 online or in person |
| Minnesota Limited Partnership | Amendment to Certificate of Limited Partnership | A domestic limited partnership uses this amendment to change the registered agent’s name or address. | $50 by mail; $70 online or in person |
| Foreign Limited Partnership | Amendment to Certificate of Limited Partnership | A foreign limited partnership uses this amendment to change the registered agent’s name or address. | $50 by mail; $70 online or in person |
| Statement of Amendment or Cancellation | An LLP uses this filing to amend the statement on file, including registered-agent or registered-office information when applicable. | $135 by mail; $155 online or in person |
For LLP filings, a person who files the statement must promptly send a copy to every non-filing partner and to any other person named as a partner in the statement.
Reinstatement Forms Requiring Registered Agent Information in Minnesota
Minnesota generally reinstates administratively dissolved or revoked entities through the current annual-renewal form rather than through a separate reinstatement certificate, and the renewal forms listed below contain the registered-office or registered-agent information carried on the state record.
| Form | Description | Filing Fee |
| Limited Liability Company | Annual Renewal | Reinstates a domestic or foreign LLC after administrative dissolution or revocation by filing the current year’s renewal, and the form includes the registered office and registered agent fields. | Active and in good standing: no fee; reinstatement: $65 by mail and $85 online or in person |
| Foreign Corporation or Cooperative | Annual Renewal | Reinstates a foreign business corporation or foreign cooperative by filing the current year’s renewal, and the form includes the registered office and registered agent fields. | Annual renewal: $115 by mail and $135 online or in person; reinstatement: $540 by mail and $560 online or in person |
| Minnesota Limited Partnership | Annual Renewal | Reinstates a domestic limited partnership after administrative dissolution by filing the current year’s renewal, and the form includes registered-agent and registered-office information. | Active and in good standing: no fee; reinstatement: $65 by mail and $85 online or in person |
| Foreign Limited Partnership | Annual Renewal | Reinstates a foreign limited partnership after revocation by filing the current year’s renewal, and the form includes registered-agent and registered-office information. | Active and in good standing: no fee; reinstatement: $65 by mail and $85 in person |
| Limited Liability Partnership | Annual Renewal | Reinstates a domestic or foreign LLP by filing the current year’s renewal, and the form includes registered-agent and registered-office information when an agent is on file. | Annual renewal: $135 by mail and $155 online or in person; reinstatement: $200 by mail and $220 online or in person |
An entity shown as inactive for more than six years cannot reinstate online under the current fee schedule notes.
FAQ
Where can I find all current Minnesota Secretary of State business forms?
Current Minnesota business-entity forms are organized by entity type on the Business Forms & Fees page. That page separates domestic and foreign corporations, LLCs, nonprofits, partnerships, cooperatives, and general business filings.
Online filing and record search are handled through the Business & Liens online filing system. Current filing charges are listed on the Business Filing & Certification Fee Schedule.
Is the registered agent consent form required to be filed with the Minnesota Secretary of State?
Minnesota does not use a separate registered-agent consent form for the entity types covered in this article. The domestic formation forms require a Minnesota registered office and allow the filer to name a registered agent in the same filing, while the foreign registration forms require the Minnesota registered office and registered agent in the same filing.
Minnesota does use a separate Consent to Use of Name for name conflicts, but that is not a registered-agent consent filing. Naming an agent without authority can still create filing defects or service-of-process problems because the forms require the registered-office and agent information to be accurate when submitted.
What form is used to change a registered agent in Minnesota?
Corporations, nonprofits, cooperatives, and domestic and foreign LLCs use the Notice of Change of Registered Office/Registered Agent. Minnesota business corporations, Minnesota cooperatives, and Minnesota and foreign LLCs pay $35 by mail or $55 online or in person; Minnesota nonprofit corporations pay no fee if only the office changes, but $35 by mail or $55 online or in person if the agent is being added, removed, or changed; foreign corporations, foreign cooperatives, and foreign nonprofits pay $50 by mail or $70 online or in person.
Domestic limited partnerships use the Minnesota Limited Partnership | Amendment to Certificate of Limited Partnership, foreign limited partnerships use the Foreign Limited Partnership | Amendment to Certificate of Limited Partnership, and LLPs use the Statement of Amendment or Cancellation.
Filings may be submitted online through the Business & Liens online filing system, by mail to Minnesota Secretary of State, First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101, or in person by appointment at Minnesota Secretary of State, First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101. Business Services can be reached at (651) 296-2803, 1-877-551-6767, and business.services@state.mn.us.
What is the difference between the entity-filed change form and the agent-filed change form in Minnesota?
For corporations, nonprofits, cooperatives, and LLCs, Minnesota uses the same Notice of Change of Registered Office/Registered Agent whether the entity is changing its own record or the registered agent is changing the agent’s own name or address. The distinction is in the authorization language on the form, not in a separate state-issued document.
For limited partnerships, the change is made through the partnership amendment form, and for LLPs the change is made through the statement amendment filing. LLP filings also carry an express notice requirement to send a copy to every non-filing partner and to any other person named as a partner in the statement.
Is there a fee to form a nonprofit corporation in Minnesota?
Yes. The filing fee for the Minnesota Nonprofit Corporation | Articles of Incorporation is $70 by mail or $90 online or in person.
That is lower than the fee for a domestic business corporation, which is $135 by mail or $155 online or in person, and lower than the fee for a domestic LLC, which is $135 by mail or $155 online or in person. Current charges are listed on the Business Filing & Certification Fee Schedule.
What forms are used to register an out-of-state LLC in Minnesota?
An out-of-state LLC files the Foreign Limited Liability Company | Certificate of Authority to Transact Business in Minnesota. The filing fee is $185 by mail or $205 online or in person.
The form requires a Minnesota registered office and registered agent. If the foreign LLC later needs reinstatement after revocation for failure to renew, it uses the current-year Limited Liability Company | Annual Renewal with the reinstatement fee.
What forms are used to form or register a partnership in Minnesota?
A domestic limited partnership files the Minnesota Limited Partnership | Certificate of Limited Partnership. The filing fee is $100 by mail or $120 online or in person, and the form requires an agent for service of process and related Minnesota address information.
A foreign limited partnership files the Foreign Limited Partnership Certificate of Authority, which is available on the Secretary of State business downloads pages. The filing fee is $100 by mail or $120 online or in person.
A domestic LLP files the Minnesota Limited Liability Partnership | Statement of Qualification, and a foreign LLP files the Foreign Limited Liability Partnership | Statement of Qualification. Each filing costs $135 by mail or $155 online or in person, and LLP status registers limited-liability status for a partnership rather than creating a limited partnership.
Minnesota limited partnerships may elect limited-liability limited partnership status on the domestic or foreign limited-partnership filing or amendment, so there is no separate LLLP formation form in the materials covered here. Minnesota also provides a Statement of Partnership Authority for partnership authority filings.
Can I file Minnesota SOS forms online?
Yes. Minnesota business filings can be submitted through the Business & Liens online filing system. The system also supports searches, renewals, reinstatements, and many amendment filings.
Online and in-person filings usually carry the expedited fee shown on the form, while mailed filings use the lower mail fee. Several reinstatement forms also state that online reinstatement is unavailable once an entity has been inactive for more than six years.