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Minnesota Registered Agent: LLC Options & Requirements

Forming an LLC in Minnesota is a big decision. Before filing the Articles of Organization, you will need to choose a registered agent. In this article, we’re going to walk through what the role of a registered agent is and what your options are as a business owner.

 

What is a Minnesota Registered Agent & is it Necessary?

Yes, a registered agent is legally required. A registered agent is an individual or service that acts as a go-between with the LLC and the state of Minnesota.

In short, the registered agent assumes statutory responsibilities. He or she must agree to receive and deliver any official communications such as tax or legal documents from the state of Minnesota to the LLC. Furthermore, the registered agent must be consistently available to carry out this responsibility without interruption.

If an LLC does not assign or maintain a registered agent, the LLC risks having the Articles of Organization (or later, the annual renewal) rejected.

 

What are the Requirements of a Registered Agent?

Aside from carrying out the statutory responsibilities defined above, a registered agent must meet the following requirements:

  • The agent must be an individual resident of the state of Minnesota or a corporation authorized for business in Minnesota.
  • The agent must have a physical address in Minnesota.
  • The agent must have a mailing address in Minnesota.
  • An LLC cannot act as its own registered agent in Minnesota. However, a manager or member can act as registered agent on behalf of the LLC.

For reference, here is a screenshot of what information is required on the Minnesota Articles of Organization:

Minnesota Articles of Organization

 

Who can be a Registered Agent in Minnesota?

The Minnesota registered agent can be either an individual or a professional service. Here are the pros and cons of each option.

Individual

As mentioned above, if using an individual as your registered agent, the individual must be a resident of Minnesota.

This means that the individual cannot be in the process of establishing residency in another state, territory, or country or receiving benefits while claiming residency in another state, territory, or country.

Otherwise, the individual can be an attorney, accountant, or even a friend or family member. Simply add the person’s name and address to the Articles of Organization.

Pros

  • Convenience – Using someone you know saves the time of searching for a registered agent service. The individual is probably also someone that you trust.
  • Cost – The cost will likely be much lower than using a service, perhaps even free.

Cons

  • Inconvenience – The individual who acts as registered agent is required to be available without interruption. She/he may not put a hold on mail. This might make vacations a bit tricky.
  • Risk that documents are not delivered in timely manner – If using an attorney, for example, you may be risking that she/he is away from the office at the time of delivery. This leaves open the possibility that the document is put in other hands, possibly slowing the process. If using a friend or family member, you run the risk of having documents misplaced or even ignored. Personal and work lives often have many distractions. For example, if quarrelling with Aunt Louise over a late or missing tax document worries you, a registered agent service may be a better option.

 

Registered Agent Service

If a service is acting as registered agent, it must be a business, professional, or non-profit corporation. It cannot be an LLC, LLP or LP. Registered agent services provide this type of assistance. The service’s name and address must be included on the Articles of Organization.

Pros

  • Privacy – If documents regarding a sensitive issue such as a lawsuit are being delivered, the service provides a cushion of privacy between your business and the public. In addition, the address of the service, not your business (or family member or friend) is public record. This means that marketing materials or junk mail will be sent to the service, not to the LLC.
  • Reliability – The registered agent needs to be available during regular business hours – all business hours. Using a service might provide a measure of comfort knowing that important documents will not slip through the cracks (as long as you use a reputable service). After all, receiving and delivering important and time-sensitive documents is what the service is experienced doing.
  • Location – An LLC is not required to maintain a physical presence in the state of Minnesota. The LLC may also do business in various states. Many services have you covered by providing that presence in multiple or even 50 states.

Cons

  • Cost – Using a service is going to cost you more than using an individual. Still, having the peace of mind that important documents are being handled by a professional service may be worth it.
  • Unfamiliarity – Using an individual usually means using someone you know and trust. With an unknown entity there is always a risk of unsatisfactory service. Of course, this is what reviews are for!

Finding a registered agent that is the right fit for your LLC may be one of many tasks when setting up your LLC, but one that is essential to running your business efficiently.

 

How to get a Free Registered Agent

The most cost effective way to get a free registered agent in Minnesota is to use a professional LLC service that also offers a free registered agent service.

How it Works

Simply hire a service like IncFile and Northwest Registered Agent to form an Minnesota LLC. As part of their package, they’ll include a free registered agent service and list their address on the Articles of Organization instead of yours.

All you pay for is the $135 Minnesota state LLC formation fee (or $155 expedited fee) + $49 or $79 service fee.

This will remove all registered agent responsibilities off your plate, take care of LLC formation paperwork and provide you with an online dashboard to keep track of things that come up in regard to your LLC in Minnesota.

 

How to Change Your Minnesota Registered Agent

If you need to change the current registered agent for your business, there are a few options for how to go about it.

If you’re all about efficiency, you’ll want to use the Secretary of State’s online filing system. You can log in by searching for your business name or file number. After you find your account, select the appropriate form and follow the instructions. You’ll be done before you know it.

But sometimes only a paper form will do. If you prefer doing business with hard copies, download the “Notice of Change of Registered Office/Registered Agent” form. Refer to page 2 for detailed instructions on how to complete and submit it. After you’ve finished, you can mail it, along with your $35 payment, to:

Minnesota Secretary of State – Business Services

Retirement Systems of Minnesota Building

60 Empire Drive, Suite 100

St Paul, MN 55103  

If you live near St. Paul, you may also hand deliver your form and payment to the same address.

Filing by mail will cost you $35, and online or in-person $55. This is because online submissions will be processed immediately and in-person ones while you wait, but mailed submissions will take 5-7 business days. Make checks payable to “Minnesota Secretary of State.” If filing online, you will need to pay with a credit or debit card.

You must use one of these methods to change your registered agent. Other states allow LLCs to make this change on their annual reports or Articles of Organization, but Minnesota does not.

If you’re too busy, or if you’d feel more comfortable letting someone else take the reins, you have the option of hiring a company or individual to file your paperwork for you. It’s a great way to save time and stress.

Submit your form? Pay your fee? Then your part is finished. You will see your new registered agent on file soon.

 

Have Questions or Concerns?

If you’d like to talk to the state directly about your questions or concerns, it’s easy!

Visit Their Website

Visit the Minnesota Office of the Secretary of State for more information about registered agents in the state of Minnesota.

Give Them a Call

If you’d prefer to call, reach out to their St. Paul office at (651) 296-2803 in the Twin Cities metropolitan area or (877) 551-6767 in the Greater Minnesota area.