Form Your Minnesota C Corporation

The state filing fee is $155 for immediate online or in-person filing, or $135 if you file by mail (~11-12 business days). The annual renewal is free ($0). Our service fee is added on top of the state fee.

Filing online or in person with the Minnesota Secretary of State is processed immediately. Filing by mail costs $135 and takes roughly 11-12 business days.

No. Minnesota corporations file an annual renewal with the Secretary of State by December 31st each year, and there is no fee for it — keeping ongoing compliance affordable.

C Corporations pay the 21% flat federal corporate income tax plus Minnesota's 9.8% corporate income tax, and the state applies a tiered minimum fee ($0-$10,210). Profits distributed as dividends are taxed again at the shareholder level — the 'double taxation' tradeoff of the C Corp.

Venture capitalists and institutional investors almost always require a C Corp because it can issue multiple classes of stock, maintain a clean cap table, grant employee equity, and support priced rounds and SAFEs — none of which a pass-through entity handles cleanly.

Founders who receive restricted stock should file an 83(b) election with the IRS within 30 days of receiving the shares. It lets you pay tax on the stock's low value now rather than on appreciation as it vests — missing the 30-day window is irreversible.

Qualifying C Corporation stock may be eligible for QSBS gains exclusion under Section 1202. The rules changed in 2025, so eligibility and limits depend on your specific facts — consult a tax advisor to confirm whether the benefits apply to your stock.

Under FinCEN's March 2025 interim final rule, U.S. domestic corporations and U.S. persons are exempt from Beneficial Ownership Information reporting. Only entities formed outside the U.S. and registered to do business in a U.S. state still file.