Stay compliant in Minnesota

Minnesota’s recurring dates include a renewal by December 31, income tax on the return for your structure, sales tax on the schedule you were assigned, and employer reports if you have people on the payroll. The Secretary of State may send a yearly notice that the renewal is due, using the information on your filings. File by December 31¹ whether or not one arrives, and keep the email and registered agent on the filing current.

What’s different in Minnesota

• The company filing is due by December 31 each year, starting the year after you form. An LLC renewal requires no fee¹. A limited liability partnership’s is not.
• A foreign business corporation pays to renew. A Minnesota business corporation’s renewal requires no fee, according to the fee schedule. The foreign one is $135⁴ in person or online.
• Franchise tax is 9.8%²³, and the minimum fee is a second amount. It does not apply to a single-member LLC that reports only on the member's Form M1¹¹.
• The state wage is one number. The cities are not. Minneapolis is one rate for every employer. St. Paul still splits large, small, and micro.
• Unemployment tax and Paid Leave share a quarterly due date and are not the same charge. Workers’ compensation is generally required with one part-time employee, and there is no minimum headcount²¹.

Do this

1. File the annual renewal by December 31. For an LLC, renewal requires no fee and is due December 31 each calendar year, starting the calendar year after the year the articles are filed¹. For a business corporation, it is due December 31 each calendar year, starting the calendar year after the year of incorporation³ and the fee schedule says no fee. A nonprofit’s renewal requires no fee. A limited liability partnership pays $155 in person or online, or $135⁴ by mail. File in Business Filings Online. You file even if nothing changed. An assumed name renews the same day: no fee if the assumed name is active and in good standing. The assumed name expires if the renewal is not filed by December 31⁸.
2. If a termination or dissolution notice arrives, use the reinstatement on the notice. An LLC that misses the renewal faces administrative termination for a Minnesota LLC, or revocation of a foreign LLC's authority to do business here¹. The statute lets you reinstate by filing one renewal and paying $25². A 2025 law, section 5.60, also lets the Secretary of State add a late penalty of up to $40⁵, and in-person and online filings carry the $20⁶ expedited-service surcharge. The current fee schedule, reprinted in DEED’s January 2026 guide, charges $65 by mail and $85 in person or online. An entity that has been inactive for over six years cannot be reinstated online. A business corporation that misses faces administrative dissolution. A corporation that misses the renewal loses the exclusive right to its name, and it can get the name back only if nobody else has taken or reserved it²⁴. The statute prices that reinstatement at $25³, and the same schedule charges $65 by mail and $85⁷ in person or online. The 2017 fee schedule still on the Secretary of State’s site predates the penalty and lists lower amounts. Pay the amount for the way you file. An expired assumed name is a different pair of numbers: the 2026 renewal form charges $65 by mail, or $85 in person or online⁸, and the statute says $25⁹.* Check the total before you pay.
3. Keep the registered office as a real Minnesota address. A registered office that is only a post office box has to be replaced with an actual office location. The agent's business office has to be the same address as the registered office²⁵. A Minnesota company does not have to name an agent. A company formed elsewhere does. If the only address on file is dead, you will not see a notice.
4. File individual income tax if you are in the group that has to file. The 2026 rates are 5.35%, 6.80%, 7.85%, and 9.85%, with the bracket set by filing status and taxable income²⁶. The annual return is due April 15 of the following year for most people¹⁰, on the department’s due-dates page. The minimum fee does not apply to a single-member LLC that reports only on the member's Form M1¹¹.
5. File franchise tax if you are a C corporation, and the S corporation or partnership return if that is the classification. The franchise return is due the same day the federal income tax return is due. The rate is 9.8%²³. You get an automatic seven-month extension to file, with no Minnesota form required. The extension moves the filing date, not the payment. The minimum fee is in addition to the regular tax and the alternative minimum tax¹². Under $1,280,000 the 2026 fee is nothing. It is $260 in the first bracket and $12,830 at the top. An S corporation files Form M8, due generally March 15 of the following year for a calendar year²⁷. Most S corporation income is taxed after it passes through to the shareholders¹¹. A partnership files Form M3, due March 15 of the following year for a calendar year²⁸. The election is federal, on Form 2553²⁹. This page does not pick it.
6. File sales tax on the schedule you were given. More than $500 a month is due the 20th day of the following month. $100 to $500 a month is due April 20, July 20, October 20, and January 20. Less than $100 a month is due February 5 of the following year¹³. The state rate is 6.875%. Some cities and counties add a local sales and use tax. Every seller collects that local tax based on where the customer receives the product or service.³⁰ Who registers is on Get your tax IDs. Close the account if you stop selling. Do not leave a registration open and silent.
7. If you have employees, file the quarterly wage report even in a quiet quarter. Reports are due the last day of the month after the calendar quarter. For example, the report is due April 30 for the first quarter. A quarter with no employees still needs a zero wage report¹⁴. The 2026 wage base is $44,000. The new-employer rate is assigned from the average for your industry, not one rate for every new employer. The additional assessment is 14%³¹ of the UI tax. Wages of owners, officers, or members who own 25 percent or more are not covered unless you elect coverage. A corporation or LLC that pays only those people does not have to register.³²
8. Pay the Paid Leave premium on that same quarterly date, as its own charge. The statute’s starting rate for both programs is 0.7%. The commissioner may adjust the rates, and must set the next year's rates by July 31, and the rate cannot exceed 1.1%. The employer pays at least half of the premium. Any employee deduction is the rest, and it cannot drop the wage below the required minimum. A qualifying small employer pays 75 percent of the annual premium rate. An employer with an approved private plan does not pay the state premium¹⁵. The rate DEED now assigns is 0.88%, or 0.66%¹⁶ for a small employer, on the small employer premium page. Use the rate on your Premium Rate Notice.
9. Carry workers’ compensation if you have even one employee, unless an exclusion on the sheet fits. Coverage is generally required with one part-time employee, and there is no minimum headcount²¹. An LLC manager who owns at least 25 percent is excluded when the LLC has 10 or fewer members and fewer than 22,880 payroll hours in the prior year. The sheet says spouses, parents, and children of that manager are excluded too, and that more distant relatives need a written election. Those excluded owners can be covered if the employer elects coverage²². A closely held corporation has a parallel rule for officers who own at least 25 percent. Read the coverage sheet before you skip a policy.
10. Pay the wage that applies to the city where the hour is worked. The state rate is $11.41 an hour as of January 1, 2026, and $11.87 on January 1, 2027. The 90-day training wage for workers under 20 is $9.31, rising to $9.68. No employer may take a tip credit against the state minimum wage. St. Paul and Minneapolis ordinances may require a higher rate¹⁸.
11. In Minneapolis, use one city rate. It is $16.37 in 2026 and $17.02 on January 1, 2027¹⁸. It is the same rate for every employer and every age. It covers at least two hours of work in a Minneapolis calendar week, even if the employer is outside the city. Tips do not count toward the Minneapolis minimum wage¹⁹.
12. In St. Paul, use the size table. Large employers, 101 to 10,000 employees, are at $16.37 as of January 1, 2026¹⁸. Small employers, 6 to 100, are at $16.37 as of July 1, 2026. Micro employers, 5 or fewer, are at $14.25 as of July 1, 2026. Youth workers are at least 85 percent of the small-employer city rate for 90 days after hire, for workers age 14 to 17, rounded up to the nearest nickel²⁰. Count every employee, including part-time, when you pick the size. The city page has the later years.
13. Renew the other credentials on their own dates. A contractor license, a cottage-food registration, and an alcohol permit do not renew on December 31¹. Those rules are on Licenses and permits.

Employer rules

Unemployment, from the rate page and the due-dates page: the 2026 wage base is $44,000³¹. File quarterly, the last day of the month after the calendar quarter. A quarter with no employees still needs a zero wage report¹⁴.

Paid Leave: due on that same calendar. The rate DEED now assigns is 0.88%¹⁶, above the statute’s starting rate of 0.7%¹⁵. Your notice shows yours.

New hires: within 20 days, to the Minnesota Department of Human Services¹⁷.

Workers’ compensation is generally required with one part-time employee, and there is no minimum headcount²¹. The owner exclusions are on the coverage sheet. They are not a blanket exemption for every owner.

Minimum wage: $11.41 an hour statewide as of January 1, 2026¹⁸. Minneapolis and St. Paul can be higher for hours worked inside the city.

What you get back

A filed annual renewal, an income-tax filing if you are in the group that has to file, sales-tax filings where you are registered, and current employer accounts. If an LLC is terminated, reinstatement is one renewal plus the fee for the way you file. If a corporation is dissolved, getting the name back depends on whether someone else has taken it.