How To Fill Out The Minnesota Articles of Organization
The Minnesota Articles of Organization is the official document filed with the Minnesota Secretary of State to establish a Limited Liability Company (LLC). After the filing is approved by the state, the business can officially begin operating and register for the necessary business licenses and permits.
To file the Minnesota Articles of Organization, you will need to submit the completed form to the Minnesota Secretary of State. The form can be completed and sent by mail or filed online.
IncFile is currently running a special where you only pay state fees for your LLC formation!
Let’s go over how to fill out the LLC Articles of Organization in Minnesota. To get started, visit the Minnesota Secretary of State’s website.
Step 1: Pick a Name for the LLC
The first step in filling out the Minnesota Operating Agreement is to pick a business name.
There are a couple of requirements when choosing a Minnesota LLC name.
1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of Minnesota. You can verify name availability by doing a Minnesota LLC name search with the Minnesota Secretary of State to be sure the LLC name is available.
2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Limited Company
– L. L. C.
Enter the LLC name including the identifier to continue. If you choose a name that is taken, the Secretary of State will return your application.
Step 2: Appoint a Registered Agent
One Minnesota LLC formation requirement is to appoint a Minnesota registered agent. The registered agent is a party that is physically located in the state of Minnesota (Registered Office Address) that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC.
Provided the LLC member lives in the state of Minnesota, they may act as the registered agent or the agent can be an adult resident of the state or registered agent service.
Related: Should you be the registered agent?
Step 3: Duration of the LLC
Limited Liability Companies formed in Minnesota are automatically registered as having a perpetual existence. In many states, some LLCs, such as investment-related businesses, have a specific end date in mind to shut down the entity.
There is nothing to enter for this step.
Step 4: Include the Names of the LLC Organizers
Include the name and address of one of the initial LLC organizers (people helping with the formation of the entity). This person will certify the information in the Articles of Organization is correct and will sign the document.
This is often the owner or one of the LLC members, but this can be anyone who is 18 years or older or a commercial entity, helping to form the LLC.
Related: Who can be the organizer of an LLC?
Step 5: Email Address for Official Notices
Enter an email address, name and phone number for someone to receive official notices, such as annual report notices, from the Minnesota Secretary of State.
You’ve filed your Minnesota LLC Articles of Organization! Now what?
After the LLC is officially filed with the Minnesota Secretary of State, there are a few additional things to follow up on. Below is a list of some of the tasks to consider.
Prepare a Minnesota LLC Operating Agreement
The operating agreement is an internal document that covers items like ownership rights, profit and loss distribution, member responsibilities, and more.
Minnesota Statute § 322C.0110 states that an LLC Operating Agreement is optional. Despite the Operating Agreement not being required, it is recommended to have one as it can help to prevent disputes among members and protect the LLC’s legal status.
Obtain an EIN
The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).
The EIN will be needed before filing business tax returns, opening a bank account, hiring employees, registering for business licenses and permits, and more.
Related: How to Apply for an EIN