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Register Your Texas LLC in Minnesota

Step-by-step foreign qualification requirements, fees, and filing instructions for Texas LLCs expanding into Minnesota.

Cost Summary

Minnesota filing fee
$205
Texas Certificate of Fact - Status
$15
Annual obligation in Minnesota
$0/year (report required, no fee)
Estimated year 1 total
$220
Note: Year 1 total includes the $205 filing fee in Minnesota, the $15 Certificate of Fact - Status fee from Texas. Registered agent fees (typically $100-$200/year) are not included.
Texas data last reviewed Aug 1, 2026 · sos.texas.gov
Minnesota data last reviewed Aug 1, 2026 · sos.state.mn.us

How to register your Texas LLC in Minnesota

1

Check name availability in Minnesota

Before filing, verify that your LLC name (or a distinguishable variation) is available in Minnesota. If your exact name is already taken, you may need to register under a fictitious or assumed name.

Search the business name register on the Minnesota Secretary of State website before you file.

2

Get a Certificate of Fact - Status from Texas

Minnesota requires a Certificate of Fact - Status from Texas to prove your LLC is in good standing. The fee is $15. Available to order online. No expiration; third parties typically require certificate dated within 60-90 days.

Order from Texas ↗
3

File the Certificate of Authority in Minnesota

Submit your application along with the Certificate of Fact - Status and the $205 filing fee. Processing time is 5-10 business days. Expedited processing available for $50. Online filing is available.

Minnesota filing portal ↗
4

Appoint a registered agent in Minnesota

You must designate a registered agent with a physical address in Minnesota to accept legal documents on behalf of your LLC. This is required as part of the foreign qualification application.

Ongoing compliance in Minnesota

Annual report
$0/year (report required, no fee)
Report due
December 31
Processing time
5-10 business days
Expedite
$50

Important to know about Minnesota

  • The annual renewal carries no fee, but it is due December 31 every year and the deadline is easy to miss precisely because nothing is owed.

Already operating in Minnesota without registering? Our guide to what Minnesota charges unregistered LLCs covers fines, back fees, and court access.

Activities that do NOT require registration in Minnesota

  • Maintaining or defending a lawsuit, administrative proceeding, or arbitration
  • Holding meetings of members or managers, or carrying on internal company affairs
  • Maintaining bank accounts
  • Maintaining offices or agencies for the transfer, exchange, or registration of the LLC's own securities
  • Selling through independent contractors
  • Soliciting or obtaining orders if orders require acceptance outside the state before becoming contracts
  • Creating or acquiring indebtedness, mortgages, or security interests in real or personal property
  • Securing or collecting debts, or enforcing mortgages or security interests
  • Owning real or personal property
  • Conducting an isolated transaction completed within 30 days that is not part of repeated similar transactions
  • Transacting business in interstate commerce

Minnesota's Revised Uniform Limited Liability Company Act, codified at Chapter 322C, lists activities that do not constitute transacting business at Section 322C.0803 ('Transactions Not Constituting Transacting Business'). Subdivision 2 carves IN ownership of income-producing real or tangible personal property as transacting business, a deviation from the standard RULLCA list.

Need a registered agent in Minnesota?

A registered agent is required for foreign qualification. These services operate in all 50 states.

Get Northwest Registered Agent ↗
Recommended · $125/year · Privacy included
Registered Agents Inc
$200/year · Report filing included, state fees extra
Visit site ↗
Harbor Compliance
$99 first year, then $149/year · Full-service compliance option
Visit site ↗

Not sure which service fits? Our full Northwest Registered Agent review and Harbor Compliance review cover pricing, renewal terms, and where each one fits.

Check your full compliance

Use our free tool to check if you need to register in additional states.

Start free compliance check ↗

This page provides general information based on publicly available state requirements. It is not legal advice. Verify all fees and requirements with the Minnesota Secretary of State before filing.