In this Article, we will give you a snapshot of the legal compliance requirement and associated fees required to register Limited Liability Company (LLC) in Minnesota and most importantly, maintain the status of an LLC, especially as a small business e-commerce start up.
In the United States, LLCs are registered on the state level, therefore you can register an LLC in any of the 50 States in the United States, including Minnesota DC.
You can check out the best states in the US to register your LLC as a small business e-commerce start-up, if you want to pay less State fees, less State imposed taxes and do less periodic paperwork in order to maintain your LLC.
In this Article, our focus is on Minnesota LLC. What cost should you expect to pay when you register an Minnesota LLC? What periodic filings requirements are imposed on Minnesota LLCs? What State taxes are levied on e-commerce small business start ups in Minnesota and what are the tax rates? What business permits are required to be obtained by e-commerce businesses in Minnesota, what’s the cost of these permits and are there any renewal requirements?
This Article presents you a snapshot, so you know what fees and legal compliance requirements to expect if you want to register an LLC for your e-commerce small business start up in Minnesota, operate with the required licences and maintain your LLC status.
Business registration and compliance on Minnesota
LLC Registration cost; the state fee for registering an LLC in Minnesota is $155. You can register your LLC with Bizee for a service charge of $0 + the State fee.
LLC registration Publishing requirement; No, LLCs in Minnesota are not required to publish their registration in a local newspaper.
Has the Option to register as an Anonymous LLC; No, LLCs in Minnesota are not required to publish their registration in a local newspaper.
DBA requirement; DBA is required if your LLC is operating under a different name than your LLC registered name. In Idaho DBA is referred to as a “Assumed name”. Cost of registration is $30 if submitted by mail, or $50 if submitted online or in-person, the length of approval is 1 year. You can register for a DBA in Minnesota online. There is a requirement to publish your Minnesota DBA in a local qualified Legal Newspaper For two consecutive issues or outsource the registration of your Alabama DBA (if needed) to Bizee.
Annual report filing requirement; or outsource the registration of your Minnesota DBA (if needed) to Bizee cost of filing annual reports in Minnesota is $0. Annual returns can be filled online or paper form.
You can file the Minnesota annual returns yourself, you’ll need to visit the Minnesota Secretary of State website or you can outsource the filling of your annual returns to Bizee for a $99 service charge + the state fee.
Annual Franchise tax filing and compliance in Minnesota
State Franchise tax requirement; LLCs are generally not subject to the Minnesota franchise tax except if the LLC has elected to be taxed as a Corporation.
Corporation Franchise Tax applies to companies that file annual federal income tax returns as C corporations and meet at least one of the following:
- Located in Minnesota
- Have a business presence in Minnesota
- Have Minnesota gross income
You can learn more about the Minnesota Franchise tax.
Annual State income tax filing and compliance in Minnesota
State income tax requirement; Minnesota has a graduated individual income tax, with rates ranging from 5.35 percent to 9.85 percent. Minnesota also has a 9.80 percent corporate income tax rate.
- Who files State income tax; LLCs by default are passed through entities meaning that tax obligation passes through to the individuals who own the LLC. Therefore an LLC with a default tax status pays the individual state income tax. Interestingly, if the individuals behind the LLC are not resident in the state and do not have state source income (a dependent agent in the state), then they are not required to pay “individual State income tax”.
If the LLC owners are resident in the State or have State source income (a dependent agent in the state), then the LLC Owners are required to pay “individual State income tax”.
If the LLC has elected to be taxed as a corporation (C-corp), then the LLC is required to pay “Corporate State income tax”.
- How to file state income tax; You can file your Minnesota State income tax by yourself. You will need to visit the State website. Alternatively, we recommend using the Service of a Certified Public Accountant (CPA), through H&R Block to file your state income tax.
Periodic Sales tax filing and compliance in Minnesota
Sales tax requirement; Minnesota has a 6.875 percent state sales tax rate, a max local sales tax rate of 2.00 percent, and an average combined state and local sales tax rate of 7.49 percent.
- Sales tax nexus; Sales tax nexus is
the state-defined threshold between a Seller and a state, which when reached makes it obligatory for the Seller to register for a Seller permit in the state, charge sales tax to customers in the state and remit the sales tax to the State Government.
Generally, there is the “physical sales tax nexus” and “economic sales tax nexus”.
Physical sales tax nexus is reached when the Seller had physical presence in the state (i.e have an office address, a warehouse etc).
In most States, “economic sales tax nexus” is reached when a Seller makes up to 200 transactions or $100,000 in sales in a State.
It’s important to note that, when you register your LLC in the State of Minnesota (which generally requires that you have a registered business address in Minnesota), you automatically meet the physical sales tax nexus and will be required to obtain a Sales tax permit in Minnesota, charge applicable sales tax rates to customers in Minnesota and remit sales tax to the Minnesota State Government.
Sales tax permit; It costs $0 to register for Minnesota sales and use tax number/account Sales tax permit in Minnesota does not expire but can be revoked if businesses don’t comply with sales and use tax laws.
- Businesses who purchase products from their suppliers for the purpose of reselling those products to their customers can make sales tax free purchases from their suppliers if they have a resale certificate.
This means that Resale businesses can get cheaper product prices from their suppliers (that is product prices without sales tax included) which can help these Businesses have a higher profit margin and/or maintain competitive selling prices to their Customers.
Generally, suppliers will charge the sales tax rate applicable in the State where the product is to be delivered unless the business presents to the supplier a Resale Certificate (also called a Reseller Certificate).
The Resale certificate must be valid and acceptable in the state where the product is to be delivered.
Reseller/Resale Certificate; Businesses who purchase products from their suppliers for the purpose of reselling those products to their customers can make sales tax free purchases from their suppliers if they have a resale certificate.
This means that Resale businesses can get cheaper product prices from their suppliers (that is product prices without sales tax included) which can help these Businesses have a higher profit margin and/or maintain competitive selling prices to their Customers.
Generally, suppliers will charge the sales tax rate applicable in the State where the product is to be delivered unless the business presents to the supplier a Resale Certificate (also called a Reseller Certificate).
The Resale certificate must be valid and acceptable in the state where the product is to be delivered.
Businesses can present any of the below listed Resale certificates to suppliers if they want to make sales tax free purchases for product delivery to an Minnesota address.
- Exemption certificate | Form ST3
- MTC Uniform Sales & Use Tax Resale Certificate (The SSTform serves as a uniform resale certificate for various states, streamlining the process by replacing the need for multiple state-specific resale forms when dealing with your supplier.)
- SST Certificate of Exemption (The SSTform serves as a uniform resale certificate for various states, streamlining the process by replacing the need for multiple state-specific resale forms when dealing with your supplier.)
Note; Minnesota accepts the use of out-of-State Seller ID.
This means that Resale Businesses seeking sales-tax-free purchases in Minnesota can use an out-of-state seller ID (i.e a seller ID issued by another US state or their home state) to fill-out the MTC uniform resale certificate or SST Certificate of Exemption. They can indicate an out-of-state seller ID as their Minnesota Seller ID on the MTC form or SST form.
Minnesota Resale certificate does not expire unless the information on the certificate changes.
Conclusion
This Article shows you a snapshot of the legal fillings and compliance requirements for LLCs that are registered in Minnesota, specifically for LLCs that want to carry on the business of selling and especially for small e-commerce start up LLCs that are registered in Minnesota.
If you are wondering what might be the best State in the United States to register your small business (especially if you are a reseller or an e-commerce business), we have written this Article, where we go over our most recommended states for registering a business in the United States, if you want to pay less LLC filling and legal compliance fees, if you want less state imposed taxes and if you want to do less periodic legal paperwork required to maintain your LLC status.
