Key Takeaways

  • Minnesota LLCs must file an annual renewal to remain in good standing; the renewal is free if filed on time.
  • The Minnesota LLC annual renewal fee 2025 is $0 for on-time renewals; reinstatement fees apply if you miss the deadline.
  • Filing can be done online or by mail, with online processing being immediate.
  • The filing deadline is December 31 each year; missing it can lead to administrative dissolution.
  • Reinstatement after dissolution costs $45 online or $25 by mail, plus completing the past-due renewal.
  • Reminders are typically sent in the fall to the registered agent’s address or email.

An MN LLC renewal is an annual renewal for an LLC. In many other states, it's called the annual report. It's the yearly renewal that keeps a business in good standing. 

Annual Renewal Instructions in Minnesota

All existing LLCs in Minnesota are required to file an annual renewal every year. These renewals may update business information on file with the state, such as the following: 

  • Names and addresses of LLC officers and members
  • Business address
  • Mailing address (if different)
  • Registered agent name and address

Business owners have to file annual renewals to keep their LLCs in good standing and in compliance with the state.

You have two ways to file a renewal: by mail or online. Online filing is easier and quicker, so that's the recommended method. As long as your LLC is in good standing, there's no fee to file an annual renewal. However, if your LLC failed to file a renewal and was then dissolved, or shut down, you'll have to pay fees to have it reinstated. Online fees are $45, and mail-in fees are $25.

Mail-in filings can take four to seven business days to process. Online filings are processed immediately. The deadline for the state to receive annual renewals is Dec. 31. Your initial renewal is due the year after your LLC was formed. For example, if your LLC was approved on May 20, 2018, your first renewal is due Dec. 31, 2019.

You should file your renewal as early in the year as possible. If the state doesn't receive it by the deadline, it will dissolve your business. You can file your annual renewal as early as Jan. 1.

The secretary of state office sends email and postcard reminders in the fall. These reminders typically go to a business's registered agent. 

Annual Renewal Fee and Payment Rules for 2025

For 2025, the Minnesota LLC annual renewal fee remains $0 when you file on time and your business is in good standing. This fee-free filing applies whether you submit online or by mail, provided the renewal is received by December 31. However, if your LLC has been administratively dissolved for missing a prior renewal, you must pay a reinstatement fee—$45 for online filing or $25 for mail-in filing—along with completing the overdue renewal.

If you are reinstating, the payment must be included with your submission, and processing will not occur until all outstanding fees are resolved. Fees can be paid by check (for mail-in filings) or credit/debit card (for online filings). Keep in mind that filing early in the year helps avoid last-minute issues such as website downtime or mail delays.

Instructions for Filing an Annual Renewal by Mail

  1. To mail in filing paperwork, you can download the annual renewal form from the secretary of state.
  2. Print it, complete it, and sign it. You'll need to enter your file number. If you don't know it, you can find it either in your business's approval documents or online by doing a business search for your LLC name.
  3. Under Home Jurisdiction, enter Minnesota.
  4. In the Business Name field, write your LLC's complete name, and include the designator at the end, such as Limited Liability Company or LLC.
  5. On the line for Alternate Name, you'll fill this in if you're a foreign LLC or an LLC that was formed in another state but is registering to do business in Minnesota.
  6. Complete the information for your LLC's registered agent, including the name and physical address. Registered agents who are individuals must be state residents. If a company acts as your registered agent, it must have authorization to do business in Minnesota.
  7. Other information to fill out includes the executive office address, which may be one of the following: your home residence, your registered agent's address, or an office address.
  8. Enter information for your LLC's chief manager, or the person who runs your company's day-to-day operations.
  9. Enter your business email address so the state can send online reminders about annual renewals. You might want to check the box for not allowing your email to be purchased so you avoid getting a lot of spam email.
  10. Enter the name and phone number of a contact person. If the state needs to contact someone about your LLC, this is who they will call. Most likely, you'll be your business's contact person.

You won't have to pay any fees for your annual renewal as long as your business is in good standing, but you will have to send in a $25 fee if your LLC was dissolved for failure to file a renewal in the past. Send your form and fees (if applicable) to the mailing address for the secretary of state.

You won't get a confirmation if you mail in your annual renewal. To confirm it's been received and processed, you can conduct a search at the state website and look under Renewal History for the filing date.

It's worth filing your renewal early to keep your LLC in compliance and in good standing. That way, you avoid unnecessary fees, additional paperwork, and the hassle of reinstating your business.

Annual Renewal Deadlines and Consequences

The Minnesota annual renewal is due by December 31 each year, starting the year after your LLC is formed. The Secretary of State allows renewals to be filed as early as January 1, giving owners a full year to submit. If you miss the deadline, your LLC will be administratively dissolved on January 1 of the following year, meaning you lose your legal authority to operate in the state until reinstated.

Dissolution can lead to business disruptions, loss of limited liability protections, and complications with contracts or banking. Reinstating after dissolution requires paying the reinstatement fee and filing the overdue renewal. For this reason, timely filing is crucial. Most LLCs choose to file online for immediate confirmation and to reduce the risk of missing the deadline due to mailing delays.

Frequently Asked Questions

1. What is the Minnesota LLC annual renewal fee for 2025?

The fee is $0 for on-time renewals. If reinstating after dissolution, the fee is $45 online or $25 by mail.

2. When is the Minnesota LLC annual renewal due?

It’s due by December 31 each year, starting the year after your LLC is formed.

3. Can I file my Minnesota LLC annual renewal early?

Yes. You can file as early as January 1 for that year’s renewal period.

4. What happens if I miss the renewal deadline?

Your LLC will be administratively dissolved on January 1 of the following year, and you’ll need to pay a reinstatement fee and file the overdue renewal.

5. How should I file my renewal—online or by mail?

Online filing is recommended for immediate processing. Mail-in filings take 4–7 business days to process.

If you need help with an annual renewal, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.