Minnesota Certificate of Authority
The Minnesota Certificate of Authority is a crucial legal document that allows businesses to operate and conduct transactions within the state of Minnesota. This certificate serves as evidence that a company has successfully registered with the Minnesota Secretary of State and is authorized to conduct business activities in the state. Without obtaining this certificate, businesses may face legal consequences and restrictions on their operations in Minnesota.
Businesses seeking to expand their operations into Minnesota must apply for a Certificate of Authority to ensure compliance with state regulations. This certificate enables businesses to establish a presence in Minnesota, open bank accounts, enter into contracts, and engage in various business activities legally. By obtaining the Minnesota Certificate of Authority, businesses can demonstrate their commitment to operating ethically and lawfully within the state, fostering trust with customers and partners.
Contents
Businesses must register with the Minnesota Secretary of State before conducting operations in the state. Companies incorporated elsewhere typically seek a Minnesota certificate of authority to operate as a foreign entity, avoiding the need to establish a new entity.
Failure to possess a certificate of authority may lead to penalties. State regulations, as well as requirements from licensing bodies, financial institutions, and suppliers, often necessitate having this certificate.
Common situations requiring a certificate of authority include:
- Establishing a physical presence or office in the state
- Employing residents of Minnesota
- Commencing contracts or work in the state
- Meeting the demands of vendors or financial institutions
- Complying with licensing regulations
To acquire your Minnesota Certificate of Authority, you must complete an Application for Certificate of Authority, accompanied by essential documents or certified copies from your home state. Appointing a registered agent is crucial for approval. Adhere closely to the state’s guidelines to prevent rejection due to minor errors.
For Foreign Corporations:
- Agency Fee: $200 via mail or $220 for online or in-person filing.
- Law: MN Stat § 303.03
For Foreign Limited Liability Companies:
- Agency Fee: $185 via mail or $205 for online or in-person filing.
- Law: MN Stat § 322C.0802
For Foreign Nonprofit Corporations:
- Agency Fee: $50 via mail or $70 for online or in-person filing.
- Law: MN Stat § 317A.061
For Foreign Professional Corporations:
- Agency Fee: $200 via mail or $220 for online or in-person filing.
- Law: MN Stat § 319B.04
For Foreign Limited Partnerships:
- Agency Fee: $100 by mail or $120 for online or expedited filing.
- Law: MN Stat § 321.0902
For Foreign Limited Liability Partnerships:
- Agency Fee: $135 by mail or $155 for online or expedited filing.
- Law: MN Stat § 323A.1101
Requirements from your home state
Minnesota does not mandate a certificate of good standing or certified copies for this filing.
Understanding a registered agent
A registered agent accepts legal documents and official notices on behalf of a business. When completing your Minnesota Certificate of Authority application, you must designate a registered agent with a physical address within the state. Utilizing a local registered agent address can fulfill the state’s requirements. Our registered agent service offers same-day document scanning in all states for $99 annually, easily added to any certificate of authority application.
State contact information
Minnesota Secretary of State
Physical Address: First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101
Phone: Metro Area (651) 296-2803, Greater MN 1-877-551-6767
Fax: (651) 297-7067
Website: www.sos.state.mn.us
Name Search: mblsportal.sos.state.mn.us
Forms: www.sos.state.mn.us/business-liens/business-forms-fees/
Online Filing: mblsportal.sos.state.mn.us
Email: business.services@state.mn.us