Minnesota Certificate of Authority


What is a Minnesota certificate of authority?

Companies are required to register with the Minnesota Secretary of State before doing business in Minnesota. Businesses that are incorporated in another state will typically apply for a Minnesota certificate of authority. Doing so registers the business as a foreign entity and eliminates the need to incorporate a new entity.

Operating without a certificate of authority may result in penalties or fines. In addition to the state’s requirements, licensing agencies, banks, and vendors will often request a certificate of authority.

When do I need a certificate of authority?

The most common reasons for applying for a certificate of authority include:

  • Opening an office or physical location within the foreign state
  • Hiring an employee who resides within the state
  • Before beginning a contract or a job in a new state
  • A vendor or bank’s requirements
  • Licensing authority requirements

How do I get a Minnesota certificate of authority?

To obtain your Minnesota Certificate of Authority, you will submit an Application for Certificate of Authority, along with required certificates or certified copies from your home state. You will need to appoint a registered agent in order for your filing to be approved. Be sure to follow the state’s instructions carefully, as they can reject a document for the smallest error.

Structure Filing Info Fee

Corporation

Minnesota Secretary of State

Certificate of Authority - Original Filing

MN Stat § 303.03

$200

Limited Liability Company

Minnesota Secretary of State

Certificate of Authority - Original Filing for 322C

MN Stat § 322C.0802

$185

Nonprofit Corporation

Minnesota Secretary of State

Certificate of Authority - Original Filing

MN Stat § 317A.061

$50

Professional Corporation

Minnesota Secretary of State

Certificate of Authority - Original Filing

MN Stat § 319B.04

$200

Limited Partnership

Minnesota Secretary of State

Foreign Limited Partnership Certificate of Authority Application

MN Stat § 321.0902

$100 by mail or $120 for online or expedited filing.

Limited Liability Partnership

Minnesota Secretary of State

Foreign LLP Statement of Qualification

MN Stat § 323A.1101

$135 by mail or $155 for online or expedited filing.

What do I need from my home state?

Minnesota does not require a certificate of good standing or certified copies for this filing.

What is a registered agent?

A registered agent receives service of process and government notices on behalf of your business. When you prepare your Minnesota Certificate of Authority application, you must list a registered agent with a physical address within the state (P.O. Boxes are not allowed).

Many businesses do not have an individual or physical address in a new state. Listing our local registered agent address on your certificate of authority application meets the state’s requirements. Additionally, you get same day document scanning from our local office in all 50 states and DC. Our registered agent service is a flat rate of $99 per year, and you can easily add our service to any certificate of authority order.


What is the contact information for the state?

Minnesota Secretary of State
Phone: Metro Area 651-296-2803 Greater MN 1-877-551-6767
Fax: 651-297-7067
http://www.sos.state.mn.us/index.aspx?page=18
Email: business.services@state.mn.us

© 2012 - 2020 Harbor Compliance. All rights reserved. Harbor Compliance does not provide tax, financial, or legal advice. Use of our services does not create an attorney-client relationship. Harbor Compliance is not acting as your attorney and does not review information you provide to us for legal accuracy or sufficiency. Access to our website is subject to our Terms of Use and Service Agreement.