Minnesota charges $155 to form an LLC; Mississippi charges $50. Day-one sticker price is only part of the story, since most of the real cost comes from the annual obligations that stack up each year you keep the LLC open.

Over a rolling three-year window, Mississippi runs about $105 less in total state fees than Minnesota. Whether that gap matters depends on whether you actually operate in one of these states or are weighing a non-resident filing.

On speed, Minnesota typically clears standard online filings faster than Mississippi. Both states offer expedited tiers at an additional cost for filers on tight timelines.

For most small operators the choice is not really between these two states at all. It is between forming where the business actually operates and trying to route through a non-resident filing. The data below shows what each option actually costs.

Formation filing fee
Minnesota $155
Mississippi $50
Mississippi saves $105
Year 1 total estimate
Minnesota $255
Mississippi $150
Mississippi saves $105
Ongoing per year
Minnesota $100
Mississippi $100
Tied
3-year total
Minnesota $455
Mississippi $350
Mississippi saves $105

Key differences at a glance

  • Mississippi costs $105 less to form ($50 vs $155).

Where each state fits

For most filers, forming in the state you actually operate from is the right call. The side-by-side below shows where the two states meaningfully diverge.

Three-year cost, side by side

Rough estimate of the state-facing cost to form and keep an LLC through three years. Both totals include a $100 per year registered-agent estimate.

Minnesota Mississippi
Year 1
$255
$150
Year 2
$355
$250
Year 3
$455
$350

Running total includes the one-time filing fee and annual ongoing costs (report fee or franchise tax plus a $100/year registered agent estimate).

What it costs under your specific situation

The table below runs the same LLC through four common scenarios. "Non-resident" rows assume a typical home-state foreign LLC registration adds about $200 per year of stacked cost; the real number depends on which state you live in and ranges from $50 to over $800 depending on jurisdiction.

Scenario Year 1 Each year after 3-year total
You live in Minnesota, business operates there
No foreign LLC registration needed. You pay Minnesota fees only.
$255 $100 $455
You live in Mississippi, business operates there
No foreign LLC registration needed. You pay Mississippi fees only.
$150 $100 $350
Non-resident forming in Minnesota with operations elsewhere
You pay Minnesota's fees plus a typical home-state foreign LLC registration of about $200 per year.
$455 $300 $1,055
Non-resident forming in Mississippi with operations elsewhere
You pay Mississippi's fees plus a typical home-state foreign LLC registration of about $200 per year.
$350 $300 $950

Minnesota vs Mississippi: full comparison

Dimension Minnesota Mississippi
Online filing
Can you file the formation document online?
Yes Yes
Online approval time
Standard, non-expedited
1 business day 2 business days
Expedited option
Neither state offers paid expedite
Not offered Not offered
Annual report
Required in addition to tax
Required, $0 Required, $0
State-imposed annual tax
Franchise, privilege, or LLC tax minimum
None None
State income tax
On pass-through LLC income at member level
Yes Yes
Publication requirement
Newspaper publication after formation
No No
Operating agreement
Required by state statute
Recommended, not required Recommended, not required
Foreign LLC fee
Cost to register as a foreign LLC in this state
$205 $250
State sales tax
General statewide rate
6.9% 7.0%

Taxes in Minnesota and Mississippi

How each state handles entity-level tax on LLCs. Pass-through classification means member-level income tax also applies at each member's residence state.

Minnesota tax

No entity-level franchise tax on LLCs. State income tax applies to member-level pass-through income. Corporate rate 9.8%.

Mississippi tax

No entity-level franchise tax on LLCs. State income tax applies to member-level pass-through income. Corporate rate 5.0%.

Ongoing compliance

The recurring filings each state requires after formation.

Minnesota

Annual report $0, due 12/31 each year. Registered agent required in Minnesota.

Mississippi

Annual report $0, due 04/15 each year. Registered agent required in Mississippi.

Formation process, side by side

What actually happens from the moment you start filing to the moment you're in good standing. Use this as a checklist.

Minnesota

  1. Check business-name availability on the Minnesota entity search.
  2. Appoint a registered agent with a physical Minnesota street address.
  3. File Articles of Organization, Chapter 322C Limited Liability Company for $155.
  4. Wait for approval. Online typically 1 business days. No paid expedite offered.
  5. Adopt an operating agreement (recommended, not required by Minnesota statute).
  6. Apply for a federal EIN (free from the IRS).
  7. Open a business bank account to separate personal and business finances.
  8. File your first annual report and pay $0 when it comes due.

Mississippi

  1. Check business-name availability on the Mississippi entity search.
  2. Appoint a registered agent with a physical Mississippi street address.
  3. File Mississippi LLC Certificate of Formation (Form F0100) for $50.
  4. Wait for approval. Online typically 2 business days. No paid expedite offered.
  5. Adopt an operating agreement (recommended, not required by Mississippi statute).
  6. Apply for a federal EIN (free from the IRS).
  7. Open a business bank account to separate personal and business finances.
  8. File your first annual report and pay $0 when it comes due.

Before you pick either state

A few things that apply no matter which state you choose. These trip up enough first-time filers that they're worth stating explicitly.

Registered agent is non-negotiable. Both Minnesota and Mississippi (and every other US state) require every LLC to designate a registered agent with a physical street address in the state of formation. You can serve as your own agent if you live in the state; otherwise a commercial agent runs $50 to $125 per year. Using your own home address makes it part of the public record.

Forming elsewhere does not escape your home state's tax. If you live and operate a business from your home state, forming the LLC in Minnesota or Mississippi does not avoid your home state's income tax. The moment you transact business at home, your home state requires a foreign LLC registration, and state tax liability follows your residence regardless of where the entity sits on paper.

EIN applications are free. The IRS issues Employer Identification Numbers directly at no cost. Any service charging you to "get your EIN" is reselling a free form submission. Single-member LLCs with no employees technically don't need one for federal tax, but nearly every bank requires an EIN to open a business account.

Operating agreement matters more than the state you pick. A well-drafted operating agreement governs member ownership, management, profit splits, buy-sell terms, and dissolution. Without one, your LLC runs on the state's default rules, which are rarely what you want. California, Maine, Missouri, and New York require a written one by statute; every other state treats it as strongly recommended.

Agency contacts

Minnesota Secretary of State, Business Services Division

Website
www.sos.mn.gov
Phone
(651) 296-2803
Email
business.services@state.mn.us
Mail
Minnesota Secretary of State, Business Services, Retirement Systems of Minnesota Building, 60 Empire Drive, Suite 100, Saint Paul, MN 55103
Office
First National Bank Building, 332 Minnesota Street, Suite N201, Saint Paul, MN 55101
Hours
8:00 AM to 4:00 PM Central, Monday to Friday

Mississippi Secretary of State, Business Services Division

Website
www.sos.ms.gov/business-services-regulation
Phone
(601) 359-1633
Email
CustomerService@sos.ms.gov
Mail
P.O. Box 136, Jackson, MS 39205-0136
Office
660 North Street, Jackson, MS 39201
Hours
8:00 AM to 5:00 PM Central, Monday to Friday

Minnesota Department of Revenue

Website
www.revenue.state.mn.us
Phone
(651) 556-3000
Mail
Minnesota Department of Revenue, 600 North Robert Street, Saint Paul, MN 55101
Office
600 North Robert Street, Saint Paul, MN 55101
Hours
8:00 AM to 4:30 PM Central, Monday to Friday

Mississippi Department of Revenue

Website
www.dor.ms.gov
Phone
(601) 923-7700
Mail
P.O. Box 1033, Jackson, MS 39215-1033
Office
500 Clinton Center Drive, Clinton, MS 39056
Hours
8:00 AM to 5:00 PM Central, Monday to Friday

Frequently Asked Questions

  • Is it cheaper to form an LLC in Minnesota or Mississippi?

    Mississippi is cheaper at formation ($50) than Minnesota ($155). Ongoing costs are also different: $100 vs $100 per year. Total over three years: $350 vs $455.

  • Can I form an LLC in Minnesota if I live in Mississippi?

    Yes, but your Mississippi business will almost certainly need to register as a foreign LLC in Mississippi too, which means paying Mississippi's foreign registration fee and any ongoing Mississippi obligations on top of the Minnesota ones. The "form elsewhere to save" math usually doesn't work for operating businesses; it only works when you have no physical operations tied to any specific state.

  • How long does it take to form an LLC in Minnesota vs Mississippi?

    Minnesota online: 1 business day; Mississippi online: 2 business days. Minnesota does not offer paid expedite. Mississippi does not offer paid expedite.

  • Which state has lower taxes for an LLC, Minnesota or Mississippi?

    Minnesota: state income tax applies to member-level pass-through income, no entity-level franchise or LLC tax. Mississippi: state income tax applies to member-level pass-through income, no entity-level franchise or LLC tax.

  • Do both states require a registered agent?

    Yes. Every US state (and DC) requires every LLC to maintain a registered agent with a physical street address in the state. Minnesota and Mississippi both have this requirement. You can serve as your own agent if you live in the state; most out-of-state filers use a commercial agent for $50 to $125 per year.

  • Which state should I pick if I run an online business from home?

    Form in the state you actually live in. Your home state's Department of Revenue treats your residence as nexus regardless of where the LLC is filed, which means you owe state income tax there anyway. Forming in Minnesota or Mississippi to escape your home state's tax doesn't work; it adds paperwork. The non-resident filings make sense when you genuinely operate nowhere in particular: international founders, purely passive holding entities, or real-estate LLCs owning property in other states.

Full state guides

More Minnesota and Mississippi comparisons

Sources

  • Filing fee: www.sos.mn.gov/business-liens/start-a-business/business-filing-certifi… · verified April 21, 2026
    Minnesota SoS Business Filing and Certification Fee Schedule: Chapter 322C Domestic LLC Articles of Organization original filing is $135 by mail or $155 in-person/online. The online/in-person fee recorded as the default filingFee because it reflects same-day processing; mail is $20 cheaper but adds roughly two weeks of processing. Authority: Minn. Stat. 322C.0201 and 357.11.
  • Expedited filing: www.sos.mn.gov/business-liens/start-a-business/business-filing-certifi… · verified April 21, 2026
    Minnesota does not offer a separate expedited service for LLC formation. The $20 premium between mail ($135) and in-person/online ($155) functions as a de facto same-day versus mail differential. In-person and online filings are processed the same day or within 1 business day.
  • Annual report fee: www.sos.mn.gov/business-liens/business-help/how-to-renew-your-business… · verified April 21, 2026
    Minnesota SoS renewal page: Annual renewal for domestic LLCs in good standing is free (both mail and online). Due December 31 each year. Missing the deadline statutorily dissolves the LLC on the first business day of the next year. Reinstatement costs $25 by mail or $45 in-person/online, plus the current year's renewal. Authority: Minn. Stat. 322C.0209.
  • Franchise tax: www.revenue.state.mn.us/corporation-franchise-tax · verified April 21, 2026
    Minnesota DOR Corporation Franchise Tax page: applies to C corps and entities electing C-corp treatment at a flat 9.8% on taxable income. Minimum fee tiered on Minnesota property, payroll, and sales applies above $1,130,000 threshold. Pass-through LLCs (partnerships, disregarded entities) owe no entity-level franchise tax; flag classified as not-applies for standard LLCs.
  • Corporate income tax rate: www.revisor.mn.gov/statutes/cite/290.06 · verified April 21, 2026
    Minn. Stat. 290.06: flat 9.8% Minnesota corporate franchise tax rate. Applies to C-corp income.
  • Sales tax rate: www.revenue.state.mn.us/calculate-sales-tax-rate · verified April 21, 2026
    Minnesota statewide sales and use tax is 6.875% under Minn. Stat. 297A.62. Local option sales taxes can bring combined rates up to about 9.025% in Minneapolis. Statewide base rate recorded here.
  • Foreign LLC registration fee: www.sos.mn.gov/business-liens/start-a-business/business-filing-certifi… · verified April 21, 2026
    Minnesota SoS fee schedule: Foreign LLC Certificate of Authority original filing is $185 by mail or $205 in-person/online. Online/in-person fee recorded to match the domestic filingFee method.
  • Operating agreement requirement: www.revisor.mn.gov/statutes/cite/322C.0110 · verified April 21, 2026
    Minn. Stat. 322C.0110 recognizes oral, written, implied, or combined operating agreements but does not require LLCs to adopt one. Minnesota Revised Uniform Limited Liability Company Act (Chapter 322C) default rules apply when no operating agreement exists.
  • Publication requirement: www.revisor.mn.gov/statutes/cite/322c · verified April 21, 2026
    Minn. Stat. Chapter 322C contains no publication or newspaper notice requirement for LLC formation.
  • Business name search: mblsportal.sos.state.mn.us/Business/Search · verified April 21, 2026
    Minnesota Business and Lien System (MBLS) entity search. Used to confirm name availability before filing Articles of Organization.
  • Filing fee: www.sos.ms.gov/content/documents/Business/FeeSchedule.pdf · verified April 21, 2026
    Mississippi Secretary of State Business Documents Filing Fees schedule: F0100 MS LLC Certificate of Formation $50. Foreign LLC F0200 Application for Registration $250. Mississippi requires online filing for LLC formation through the Corporations portal.
  • Expedited filing: www.sos.ms.gov/content/documents/Business/FeeSchedule.pdf · verified April 21, 2026
    Mississippi Secretary of State does not publish a paid expedited tier for LLC Certificate of Formation filings. Online filings are typically processed within 1-2 business days, which serves as the default fast pathway.
  • Annual report fee: www.sos.ms.gov/content/documents/Business/FeeSchedule.pdf · verified April 21, 2026
    Mississippi SoS Fee Schedule: F0108 MS LLC Annual Report $0 (domestic). F0208 Foreign LLC Annual Report $250. All annual reports must be filed online through the Corporations portal. Deadline is April 15 each year per the SoS Annual Reports page.
  • Sales tax rate: www.dor.ms.gov/business/sales-and-use-tax · verified April 21, 2026
    Mississippi Department of Revenue: general statewide sales and use tax rate is 7 percent (Miss. Code Ann. Section 27-65-17). Only a small number of municipalities impose an additional local sales tax.
  • Corporate income tax rate: taxfoundation.org/data/all/state/state-corporate-income-tax-rates-brac… · verified April 21, 2026
    Mississippi top corporate income tax rate is 5 percent on taxable income over $10,000 under Miss. Code Ann. Section 27-7-5. Graduated: 4 percent on $5,000-$10,000, 5 percent above $10,000. First $5,000 is not taxed after 2022 repeal of the 3 percent bracket.
  • Foreign LLC registration fee: www.sos.ms.gov/content/documents/Business/FeeSchedule.pdf · verified April 21, 2026
    Mississippi SoS Fee Schedule: F0200 Application for Registration of Foreign Limited Liability Company $250.
  • Operating agreement requirement: law.justia.com/codes/mississippi/title-79/chapter-29/article-1/section… · verified April 21, 2026
    Mississippi Limited Liability Company Act (Miss. Code Ann. Section 79-29-123) permits but does not require a written operating agreement. Oral and implied agreements are recognized. No statutory mandate to adopt or file an operating agreement.