Minnesota S-Corp Formation

Form Your Minnesota S Corporation

Incorporate in the North Star State for $155, then elect S-corp status to unlock pass-through taxation, payroll-tax savings, and free annual renewals

All 50 states100% accuracy30-day money-back256-bit SSL
Minnesota state flag

Filed in Minnesota

The North Star State · MN

Available
  • State filing fee$155
  • Processing timeImmediate online/in-person; ~11-12 business days by mail ($135)
  • Our formation feeFree (you pay $100 if you choose a paid plan)
  • Annual report$0 (annual renewal, no fee) — due December 31st annually
  • State tax rate9.8% corporate income tax
  • Expedited optionSame day (in-person) (+$20)
Secured by Kicker · 100% accuracy guarantee

Form your Minnesota S-Corp — pay only the state filing fee, nothing more.

  • Encrypted storage
  • 256-bit SSL
  • All 50 states
  • 30-day money-back
What's included

Everything to launch your Minnesota S-Corp

Free formation means you pay only the $155 state filing fee. All core services are included at no extra charge.

Articles of Incorporation filing

We prepare and submit your Articles of Incorporation to the Minnesota Secretary of State.

Registered agent

Required in Minnesota — we act as your agent for the first year.

EIN from the IRS

Your federal Tax ID — required to open a US business bank account and file taxes.

Corporate bylaws

Professionally drafted corporate bylaws — defines ownership, voting, and profit splits.

Why Minnesota?

Benefits of forming an S-Corp in Minnesota

Minnesota pairs a deep, educated talent pool with 16 Fortune 500 headquarters and a world-class healthcare and medical device sector, giving S corporations a stable base to grow. The 9.8% corporate income tax is among the higher rates, but an S-corp election keeps profits out of entity-level double taxation and flows them through to owners' personal returns.

Pass-through taxation avoids the C-corp double tax on profits

Save on self-employment tax by splitting income into salary plus distributions

No annual renewal fee in Minnesota ($0 each year)

Liability protection from the underlying corporation structure

S-corp election adds credibility with banks, investors, and partners

Home to 16 Fortune 500 companies, the most per capita in the U.S.

World-class healthcare and medical device ecosystem

Highly educated workforce and strong Midwest economy

Key features of a Minnesota S-Corp

  • S-corp is an IRS election (Form 2553) on a Minnesota corporation
  • Pass-through taxation with payroll-tax savings on distributions
  • Free annual renewal in Minnesota ($0)
  • Up to 100 shareholders, U.S. citizens or residents only
  • One class of stock with reasonable-salary requirement

Major industries in Minnesota

Healthcare & Medical DevicesRetailFinancial ServicesFood & AgricultureManufacturingTechnology
How it works

Form your Minnesota S-Corp in 6 steps

We handle every step while you stay in the loop. Processing takes Immediate online/in-person; ~11-12 business days by mail ($135).

  1. 01

    Form a Minnesota Corporation

    An S corporation is a tax election, not a state entity. First file Articles of Incorporation with the Minnesota Secretary of State. The filing fee is $155, with immediate processing online or in person.

  2. 02

    Appoint Directors and Issue Stock

    Name at least one director and issue a single class of stock. S-corp rules cap you at 100 shareholders, all of whom must be U.S. citizens or residents.

  3. 03

    Obtain an EIN

    Apply for a free EIN from the IRS. You need it to file Form 2553, open a bank account, run payroll, and hire employees.

  4. 04

    File IRS Form 2553 to Elect S-Corp Status

    Submit Form 2553 to the IRS within 75 days of forming your corporation (or by March 15 to apply for the current tax year) to elect S corporation taxation.

  5. 05

    Set a Reasonable Salary and Run Payroll

    The IRS requires S-corp owner-employees to pay themselves a reasonable W-2 salary before taking distributions. Register for Minnesota payroll and withholding taxes.

  6. 06

    File the Free Minnesota Annual Renewal

    Minnesota corporations file an annual renewal with the Secretary of State by December 31st each year. There is no fee for the renewal.

Costs & filing details

Minnesota S-Corp costs at a glance

Kicker formation is free — you pay only the required state fees. No hidden charges.

ItemAmount / Detail
State filing fee$155
Kicker formation feeFree (paid plan from $100)
Processing timeImmediate online/in-person; ~11-12 business days by mail ($135)
Annual report$0 (annual renewal, no fee) — due December 31st annually
Franchise taxMinimum fee (tiered $0-$10,210)
State tax rate9.8% corporate income tax
EIN (federal Tax ID)Free from IRS
Expedited filingSame day (in-person) (+$20)
Requirements

Minnesota S-Corp requirements checklist

Everything you need to form and maintain a Minnesota S-Corp in 2026.

Formation checklist
  • File Articles of Incorporation with the Minnesota Secretary of State ($155)
  • Obtain an EIN from the IRS
  • File IRS Form 2553 within 75 days of formation (or by March 15)
  • Have no more than 100 shareholders, all U.S. citizens or residents
  • Issue only one class of stock
  • Pay owner-employees a reasonable W-2 salary before distributions
  • File the free Minnesota annual renewal by December 31st

Filing information

Formation document
Articles of Incorporation
Filing agency
Minnesota Secretary of State
Registered agent
Required
Corporate bylaws
Recommended
EIN
Required
Name reservation fee
$55 (12 months)
Pricing

Free formation — pay only the state fee

Kicker formation is free. You pay the $155 Minnesota state filing fee and nothing more for the Starter plan. Optional plans add registered agent, EIN, corporate bylaws, and compliance.

Starter

$0
+ $155 state fee
  • Articles of Incorporation filing
  • Name availability check
  • Digital document delivery
  • Formation status tracking
Start free

Booster

$100
+ $155 state fee
  • Everything in Starter
  • Registered agent (required in Minnesota)
  • EIN / Federal Tax ID
  • Expedited processing (1–2 days)
  • Corporate bylaws
  • Priority support
  • Kicker Voice — 3-day free trial
  • Kicker Pay — free for 15 days
Start Booster

Founder

$150
+ $155 state fee
  • Everything in Booster
  • Business mailing address
  • Bookkeeping — 3 months free
  • Dedicated account manager
  • Rush processing
  • Kicker Voice — 6-day free trial
  • Kicker Pay — free for 30 days
Go Founder
Most popular

Kicker

$230
+ $155 state fee
  • Everything in Founder
  • ITIN filing & preparation
  • Same-day priority processing
  • 2nd year annual filing $0
  • Kicker Voice 12-day + Kicker Pay 60 days free
Get Kicker
100% accuracy guaranteeOn-time filing promise30-day money back

Compare all plans on our pricing page.

FAQ

Minnesota S-Corp questions, answered

Common questions about forming an S-Corp in Minnesota. Can't find an answer? Talk to our team.

Is an S corporation a separate filing in Minnesota?

No. An S corporation is a federal tax election, not a Minnesota entity type. You first form a corporation by filing Articles of Incorporation with the Minnesota Secretary of State ($155), then file IRS Form 2553 to elect S-corp tax treatment.

How much does it cost to start an S corporation in Minnesota?

The state filing fee for the underlying corporation is $155. Filing IRS Form 2553 to elect S-corp status is free. Minnesota's annual renewal is also free ($0).

How long does Minnesota take to process the filing?

Filing online or in person with the Minnesota Secretary of State is processed immediately. Mailed filings take about 11-12 business days and cost $135.

When must I file Form 2553 to elect S-corp status?

File IRS Form 2553 within 75 days of forming your corporation, or by March 15 to have the election apply to the current tax year. Missing the window pushes S-corp treatment to the following year.

How does an S corp save on taxes?

Profits pass through to owners without entity-level double taxation. Owner-employees take a reasonable W-2 salary and the remaining profit as distributions, which are not subject to Social Security and Medicare payroll taxes.

Who is eligible to own a Minnesota S corporation?

S corporations are limited to 100 shareholders who must be U.S. citizens or residents, and the company may issue only one class of stock. Foreign owners are not eligible for the S-corp election.

What taxes does an S corp face in Minnesota?

Minnesota has a 9.8% corporate income tax, a tiered minimum fee ($0-$10,210 based on activity), and a 6.875% state sales tax. S-corp income generally passes through to shareholders' personal Minnesota returns.

Does my Minnesota S corporation have to file a BOI report?

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

Official resources

Minnesota government filing resources

Filing fees for common S-Corp services

Official Minnesota state charges for the filings you may need after formation — our service fee is separate, and we confirm the current amount before filing.

Name reservation$55

Name Reservation - Original Filing: $35.00 by mail / $55.00 in-person or online.

Certificate of good standing$15

Fee is flat and does NOT vary by entity type: $5.00 mail/in-person, $15.00 online.

Learn more
Certified copy$8

Minnesota charges per filing (not per page).

Apostille / authentication$5

$5.00 per apostille certificate and $5.00 per authentication certificate.

Foreign qualification$200

$200 to file the Foreign Business Corporation Certificate of Authority by mail with the Minnesota Secretary of State.

Learn more
Resale / seller's permitNo fee

No fee to register for a Minnesota Tax ID Number and Sales and Use Tax account with the Dept.

Learn more
Articles amendment$35

$35 to file an Amendment to the Articles of Incorporation with the Minnesota Secretary of State by mail.

Learn more
Change of registered agent$35

Identical to C-Corp — S-Corp is a federal IRS election (Form 2553), not a separate Minnesota entity.

Learn more
Reinstatement$65

Identical to C-Corp: S-Corp is a federal IRS election (Form 2553), not a separate Minnesota entity or filing.

Learn more
Dissolution$35

$35 to file Business Corporation Articles of Dissolution by mail with the Minnesota Secretary of State ($55 for expedited in-person or online filing).

Learn more

Form your company in any state

Pick a state to see its filing fee and processing time — then start in minutes.

AKALARAZCACOFLGAHIIAIDILINKSKYLAMEMIMNMOMSMTNCNDNENMNVNYOHOKORPASCSDTNTXUTVAWAWIWVWYNHVTMARICTNJDEMD

Ready to form your Minnesota S-Corp?

Formation is free — you pay only the $155 Minnesota state filing fee. Personal-asset protection, pass-through taxation, and a complete document package, filed in Immediate online/in-person; ~11-12 business days by mail ($135).

No hidden fees · 100% accuracy guarantee · 30-day money back · All 50 states