Minnesota LLC Formation

Minnesota LLC Formation Attorneys & Lawyers for Hire

Steven Stark LLC Formation Lawyer for MN

For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
196 reviews

Joshua Garber LLC Formation Lawyer for MN

Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
152 reviews

Charles Muscarello LLC Formation Lawyer for MN

Attorney Charles Muscarello works as a principal at and co-founded Denker & Muscarello, LLC. The law firm focuses on litigation and business law and specializes in helping privately held companies whether it is a startup, family owned or corporation. Mr. Muscarello has represented many well-known companies and has won a high number of cases throughout litigation.

Cassidy Loutos, Esq. LLC Formation Lawyer for MN

Cassidy Loutos, Esq. Is a licensed attorney in Florida. She finished law school at Barry University - Dwayne O. Andreas School of Law, where after she graduated Cum Laude. Her areas of expertise include Personal Injury, Wills & Estate Planning, Bankruptcy and Family Law/Guardianship. Cassidy was an Associate Attorney in Lauri J. Goldstein & Associates, PLLC from June 2015 – January 2016 and worked as a Certified Mediator in Florida Ninth Judicial Circuit County Mediation.

Dana Bucy LLC Formation Lawyer for MN

Dana Bucy has over five years’ experience in the business law field and specializes in areas such as business formation, business operations and trademarks. She is currently an attorney at DM Law LLC and have been approved to practice law in Maryland since 2011. Dana is a member of the Anne Arundel County Bar and the American Bar Associations. She completed her JD in 2011, but also obtained a Master of Laws in 2015 at the University of Baltimore.

Justin Ledden LLC Formation Lawyer for MN

Justin Ledden specializes in commercial law and has worked with some of the Top 100 AmLaw clients. He focuses on commercial litigation, intellectual property and corporate transaction cases. Justin speaks a total of four languages. He started his own law firm, Ledden Law Office, in 2009 and have since served a large number of clients. Justin has degrees in political science and law. He also obtained his J.D. in law from the Boston University School of Law in 2006.

Kristen Frizzell Kerns LLC Formation Lawyer for MN

Along with her previous employer, Kristen Frizzell started the law firm known as Borba Frizzell Kerns, P.C. She now works as an Attorney at this firm - handling legal matters dealing with formation and advisement, contract drafting, real estate law and litigation. Previously, she was the vice president of Norcal Networks, Inc. Her favorite part of practicing law is the research and writing. Kristen obtained her J.D. from the Arizona State University College of Law.

Robert Dellenbach LLC Formation Lawyer for MN

Robert Dellenbach is a licensed attorney in California. He graduated summa cum laude from Stanford Law School. He lectures regularly at e2i.acadymy. He was a partner in Fenwick & West LLP and Reed Smith LLP until he opened his own law firm in 2013. He is an expert in the fields of venture capital and private equity financings, mergers, acquisitions, public offerings, and strategic intellectual property.
2 reviews

Neil Gandhi LLC Formation Lawyer for MN

Neil Ghandhi has 12 years of experience as a corporate attorney. He is licensed to practice law in both New York and New Jersey. Neil received his legal degree from the Fordham University School of Law. Neil is experienced in securities and finances, and often assists startup companies overcome legal obstacles. He has been the chief legal officer at ComicsVerse.com since December 2015, as well as the managing attorney at his own legal office since January 2014.
8 reviews

Why use UpCounsel to form your LLC in Minnesota?

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Why use UpCounsel to form an LLC in Minnesota

Starting an LLC in Minnesota with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our LLC attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for limited liability companies.

When forming an LLC in Minnesota with UpCounsel, the attorney you choose to help you will conduct a business name search for your Minnesota LLC and assist you in preparing your LLC Operating Agreement, along with providing other legal services based on your needs. Once your Articles of Organization have been prepared and successfully filed with the Minnesota Secretary of State, your Minnesota LLC has been formed and begins its existence as a Corporation entity.

Requirements for Forming a Minnesota LLC

Choosing a Company Name for Your LLC

One of the first steps in the process of forming your Minnesota Limited Liability Company is to choose your business name.

The business name that you choose must contain the words "limited liability company" or the abbreviation "LLC" or "L.L.C." as the last words in the name of the limited liability company. A professional LLC must contain the words "professional limited liability company" or the abbreviations "P.L.L.C.", "P.L.C.", "PLLC", or "PLC." The words "limited" and "company" may be abbreviated to "Ltd." and "Co.", respectively.

It must be distinguishable (not the same as or deceptively similar to) the name of an Minnesota Limited Liability Company or foreign LLC reserved or registered and the words "Bank", "Banc", and "Bancorp", must be for a company that is a bank and must be approved by the Department of Banking.

Your LLC name may contain the name of one or more members.

By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your Minnesota Limited Liability Company before filing to see which names are available. Once you have chosen an available name, your chosen LLC attorney can help you properly register your name with the State of Minnesota.

Articles of Organization: When forming an LLC in Minnesota, the Articles of Organization must be filed with the Minnesota Secretary of State. Minnesota state law requires that certain information be included in your Articles of Organization when forming your Minnesota LLC.

This information must include:

  1. The LLC's name and address.
  2. The LLC's duration.
  3. The LLC's registered agent's name, address, and signature (accepting the position).
  4. The name and address of at least one organizer for the LLC.

Additionally, a Minnesota LLC formation generally requires inclusion and/or consideration of the following:

LLC Operating Agreement: Although the LLC Operating Agreement is not required with the Articles of Organization, it is a good idea for every LLC with more than one member to have one. The Articles of Organization may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement. Minnesota recognizes operating agreements as governing documents.

Membership: A limited liability company must have one or more members.

Eligibility Requirements: A natural person or an entity.

Procedure for Membership: The member may acquire an interest in the LLC directly from the limited liability company at the time of formation and, after formation, at the time provided in and upon compliance with the Articles of Organization or the operating agreement or, if not provided, only upon the vote of a majority in interest of the LLC members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the LLC's operating agreement.

Business Licenses: Business licenses and/or permits are required for most LLC's offering specific professional services. Contact the Minnesota Secretary of State for specific licenses.

Resident Agent needed for a Minnesota LLC

Remember every Minnesota LLC must have a registered agent in the state, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The statutory agent must be a Minnesota full-time resident or business entity registered with the Minnesota Secretary of State. Your LLC cannot serve as its own agent.

Minnesota Secretary of State

Once you create an LLC in Minnesota, the Minnesota Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

Once you create an LLC in Minnesota, the Minnesota Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

For further information, contact the Minnesota Secretary of State.

Recurring Responsibilities and Duties for Minnesota LLCs

Annual Renewal: Minnesota requires LLCs to file an Annual Renewal before December 31st of each year. There is no filing fee, but the LLC must be in good active standing with the state.

Records: Each Minnesota LLC must keep complete Corporation records open to inspection at its principal office.

Filing Fees for a Minnesota LLC

The processing fee for the Articles of Organization is generally about $135 but may be expedited online for $155. Also, the filing and reservation of the LLC's name is $45. These fees can change so it would be best to check with the Minnesota Secretary of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.

Taxes for a Minnesota LLC

A Minnesota LLC is not required to be a separate tax entity like a corporation; instead, it can be considered a "pass-through entity", so that the owners of the LLC report business losses or profits on their personal tax returns, just like in a partnership.

Minnesota state law follows federal law for income tax purposes. Therefore if the LLC is classified as an association taxable as a corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.

Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS will treat a single-member LLC in Minnesota as a sole proprietorship for tax purposes. This means that the LLC itself does not have to pay taxes or file a tax return. Unless you elect to tax the Limited Liability Company as a corporation, the IRS treats multi-member LLCs as partnerships for tax purposes. This means that LLC owners will each need to pay taxes on their lawful share of the profits on their personal income tax returns, not just on the LLC itself.

Federal Tax Identification Number: Your LLC will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). An EIN is similar to an individual's social security number. You will need an EIN for your LLC as long as there is one member, even if the LLC does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.

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