How to Change LLC Address in Minnesota | A Step-by-Step Guide

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Change LLC Address in Minnesota

When you form a Limited Liability Company (LLC) in Minnesota, you are required to provide a registered office address. This address is the official location where legal documents, such as the service of process, can be delivered. As your business grows, you may find it necessary to change your Minnesota LLC’s address for various reasons, such as moving to a larger space, expanding to multiple locations, or simply changing your Registered Agent.

Changing your Minnesota LLC address may seem daunting, but it can be simple and straightforward with the right information and guidance. In this article, Webinarcare Editorial Team will walk you through the necessary steps to change your Minnesota LLC’s address, ensuring that you remain compliant with Minnesota regulations.

How to Change Minnesota LLC Address

What is a Limited Liability Company?

A Limited Liability Company (LLC) is a specific form of a private limited company that combines aspects of partnership and corporate structures. It is a legal form of a company that provides its owners with limited liability. This means the owners are not personally liable for the company’s debts and liabilities beyond their investments in the company.

When it comes to changing the registered address of the LLC, the responsibility typically falls on the managers or members of the LLC, depending on the company’s structure.

The process is often as follows:

  1. The LLC must approve the change of address. This may happen at a members’ or managers’ meeting.
  2. Once approved, the appropriate form or document to effect the change of address must be filed with the Minnesota Secretary of State.
  3. The filing often includes a small processing fee. After accepting the filing, Minnesota will update the public record with the new address.

In Minnesota, the change of registered address can also be related to the address of the LLC’s Registered Agent. A Registered Agent is a person or entity appointed by the LLC to receive legal papers and service of process on its behalf. This is another crucial role in the LLC that might be involved in the address change, especially if the Registered Agent’s address is used as the business’s official address.

It’s important to note that the specifics of this process can vary quite a bit depending on the Minnesota LLC’s operating agreement and the specific administrative rules and requirements of Minnesota in which the LLC is registered.

Before you change your LLC address, it is advised that you consult with a legal expert. They will be aware of what’s best for you and your business. You can always start an LLC in Minnesota, if you wish to protect your personal assets from business debts.

– WEBINARCARE EDITORIAL TEAM

Reasons to Change Minnesota LLC Address

Changing the address of an LLC in Minnesota can be prompted by several reasons, each distinctive to the business’s circumstances and goals. Here are several common reasons:

  1. Relocation of Business: The main reason for changing an LLC address is the relocation of the business. This could be related to business expansion, more space, or moving to a more convenient location.
  2. Convenience or Strategy: Sometimes, an LLC might change its primary address for convenience or strategic reasons. For instance, the business might move closer to its customer base or an area with favorable economic benefits.
  3. Legal Requirements: If an LLC’s legal or Registered Agent changes its address, the company must also change its registered address since the Registered Agent’s location is where all legal correspondences are sent.
  4. Rental Issues: If the tenant agreement — such as a lease — expires or faces problems, it might compel an LLC to change addresses. Landlord disputes can also lead to a change of address.
  5. Management Changes: If the management or owner of the business changes and the old address is no longer feasible or relevant for the new management, a change of address becomes necessary.
  6. Privacy Concerns: Some LLC owners change their addresses for privacy reasons to separate their personal lives from their business activities.
  7. Cost Reduction: Sometimes, a business may change its address to move to a less expensive area to cut costs.
  8. Disaster Recovery: In the unfortunate event of a natural disaster or other unforeseen circumstances, such as a fire outbreak or civil disturbance, changing the LLC’s address might be necessary.
  9. Image and Branding: The business address can sometimes be part of the company image, particularly if the business is in an industry where location matters. An LLC may change addresses in such cases as part of a rebranding effort.

Remember, if your business operates as an LLC in Minnesota, it’s important to update the Minnesota Secretary of State or other relevant state agency whenever you change your business address. It helps to keep your business in good standing and to ensure that all official documents, notifications, and legal correspondences reach you or your Registered Agent.

How to Change Minnesota LLC Address

To change your Minnesota LLC address, you must follow the guidelines that include determining whether you need to change your LLC’s address, update your registered office address, update your principal place of business address, notify the IRS, and inform other relevant parties due to the amendment of your LLC address. 

Step 1: Determine If You Need to Change Your LLC’s Address

Before you begin the process of changing your Minnesota LLC’s address, it’s essential to determine whether a change is indeed necessary. In Minnesota, there are two primary addresses associated with your LLC:

Registered Office Address

This is the official address where legal documents and official correspondence will be delivered. If you are starting a business in Minnesota or changing your Registered Agent, you will need to update this address. Changing your Registered Agent is one of the reasons why you need to change your Minnesota LLC address because a Registered Agent should have a primary address in the state your LLC is registered. 

An example is having a Foreign LLC in Minnesota; a Registered Agent should have the same address as your registered Foreign LLC.

Principal Place of Business Address

This is where your Minnesota business operates. If you are moving your business, expanding to multiple locations, or changing your business structure, you must update this address. 

In some cases, you may need to update both addresses. Be sure to evaluate your specific situation to determine which addresses need to be updated.

Step 2: Update Your Registered Office Address

If you need to change your registered office address in Minnesota, you will likely need to file an address change form with the Minnesota Secretary of State. Below is an outline of the steps:

Obtain the Appropriate Form

Visit the Minnesota Secretary of State‘s website to download the necessary form for changing your Minnesota registered office address. This form may be called “Minnesota Statement of Change of Registered Office” or something similar.

For you to update the registered office address, you need to have the following;

1. Your Minnesota LLC must obtain a Certificate of Good Standing from the Minnesota Secretary of State, confirming that it has complied with all filing and tax obligations in the state of Minnesota.

2. Your Minnesota LLC must conduct a name search on Minnesota Secretary of State Business Filings Online to ensure that its desired name is available for use in the state of Minnesota. However, if you do not wish to file your LLC right away but want to hold the name that you have decided on, then you can reserve your LLC name for 1 year. You must file a name reservation application with the Minnesota Secretary of State to keep the name. 

You can register your business under a different legal name if your preferred name isn’t available.  Once you have chosen a name, you can submit an application for Minnesota DBA (doing business as). In this manner, you can choose any name you desire for your business. A DBA allows a company to operate under the name of the person or entity who owns it. If you have decided to file for a DBA, you can file it in three methods, online, by mail, and in person filing.

However, before filing a DBA, you should know that you need to renew your DBA every one year, which costs $50 for online filing and $30 for offline filing.

3. Your Minnesota LLC should prepare and file the Articles of Domestication with the Minnesota Secretary of State, providing information about its existing Minnesota LLC, its desired Minnesota LLC name, and its new registered office address in Minnesota.

4. Your Minnesota LLC has designated a Registered Agent with a physical address in Minnesota and is available during regular business hours to receive legal and official documents on behalf of the LLC.

In Minnesota, your Registered Agent must:

  • Be a resident of Minnesota or a business entity authorized to do business in Minnesota
  • Have a physical address in Minnesota (P.O. boxes are not acceptable)

Choosing a reliable and responsible Registered Agent is essential, as failure to receive and respond to legal documents can seriously affect your business. 

You can serve as your own Registered Agent or appoint a friend, family member or hire the Best Minnesota Registered Agent Services.

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Complete the Form

Carefully fill out the form, providing all required information, including your Minnesota LLC’s name, current registered office address, and new registered office address. You may also be required to provide the name and address of your new Registered Agent if you are changing agents.

Submit the Form

Once the form is completed, please submit it to the Minnesota Secretary of State, along with any required filing fees. You can usually submit your form online, by mail, or in person.

The fees in Minnesota for this process are as follows:

  • Articles of Domestication: The filing fee for Articles of Domestication with the Minnesota Secretary of State is $100.00 for conversion.
  • Dissolution of Minnesota LLC: The fee for filing the Minnesota Articles of Dissolution with the Minnesota Secretary of State is $30.

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Confirm the Change

After submitting your form and other required documents, you should receive a confirmation from the Minnesota Secretary of State that your address change has been processed. Keep this confirmation as proof that you have updated your registered office address.

Step 3: Update Your Principal Place of Business Address

If you need to change your Minnesota LLC’s principal place of business address in Minnesota, you may need to update your business license or other permits, depending on your specific situation. Here are some general steps to follow:

  • Contact Local Agencies: Contact the Minnesota Secretary of State that issued your business licenses or permits to determine their specific requirements for changing your address. Depending on your business type and location, this may include city, county, or state agencies.
  • Keep Records: Retain copies of any updated Minnesota licenses, permits, or other documents as proof that you have changed your principal place of business address. This may be necessary for future filings, audits, or compliance requirements.
  • Update your Licenses and Permits: Follow the instructions provided by the Minnesota Secretary of State to update your business licenses and permits with your new principal place of business address. 

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Step 4: Notify the IRS of Your Address Change

In addition to updating your Minnesota LLC’s address with the Minnesota Secretary of State and local agencies, you should also notify the Internal Revenue Service (IRS) of your address change. To do this, follow these steps:

  • Complete Form 8822-B: Download and complete IRS Form 8822-B, “Change of Address or Responsible Party – Business.” This form informs the IRS of your LLC’s new address.
  • Mail the Form: Mail the completed Form 8822-B to the IRS at the address specified in the form’s instructions. There is no filing fee associated with this form.
  • Update your EIN: If your Minnesota LLC has an Employer Identification Number (EIN), you should also update the address associated with your EIN by contacting the IRS via phone, mail, or fax. The specific contact information and instructions can be found on the IRS website.

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Step 5: Inform Other Relevant Parties of Your Address Change

To ensure that your Minnesota LLC remains in good standing and that you continue to receive important correspondence, you should also inform the following parties of your address change:

  • Banks and financial institutions
  • Vendors and suppliers
  • Customers and clients
  • Utility providers
  • Minnesota Insurance companies
  • Relevant industry associations or organizations

Update the Articles of Organization

When changing the address of your LLC in Minnesota, one of the pertinent requirements could be updating your Articles of Organization, which is the document initially filed to establish your business entity officially.

The Articles of Organization includes various pieces of information about the LLC, such as its name, primary place of business, and Registered Agent information. When you change the business address, it’s critical to ensure that the details on the Articles of Organization reflect this modification.

The process usually involves the following steps:

  1. Obtain the Proper Form: The LLC must get the right form to amend the Articles of Organization in Minnesota. This information is typically available on the state’s Secretary of State website or other relevant state agencies.
  2. Complete the Form: Fill out the form according to the instructions provided.
  3. Submit and Pay Fees: Once the form is completed, submit it to the Minnesota Secretary of State, along with any necessary filing fees. The fee for the amendment is $135.
  4. Record Keeping: Keep a copy of the amendment or change of address form for the company’s records.

Remember that the process and requirements for changing an LLC address may vary based on the regulations in Minnesota, so it’s always a good idea to consult with a professional or refer to the Minnesota Secretary of State website for accurate information.

Advantages of Changing Minnesota LLC Address

Changing the address of an LLC in Minnesota could bring several advantages, depending on the specific circumstances and reasons behind the move:

  • Business Growth and Expansion: If the change of address is due to the need for more space, the LLC is growing and expanding, which is a positive outcome.
  • Access to Resources: Moving to a new location could provide better access to essential resources, such as proximity to suppliers, customers, or a skilled labor pool, enhancing the company’s operation and potential profitability.
  • Strategic Benefits: The LLC might move to an advantageous business environment with strategic benefits such as a more favorable regulatory climate, lower taxes, or business-friendly policies.
  • Improved Professional Image: Moving to a prestigious business district or a well-known commercial area could enhance the professional image of the LLC and make it more attractive to clients or investors.
  • Lower Operating Costs: Changing the address could lower costs if the new location has cheaper rent, utility, or other operational expenses.
  • Improved Work Environment: A new address could mean a better work environment for employees, boosting morale, productivity, and, ultimately, the bottom line.
  • Enhanced Privacy: If an LLC owner uses a home address as the registered address, moving to a new, separate business address can help maintain privacy and separate personal life from business matters.

While these potential benefits can be compelling, it’s important to remember that changing an LLC’s address also involves informing the relevant government bodies in Minnesota, updating business contacts, and possibly revising marketing materials. LLC owners should factor these considerations into their decision-making process.

Can Form 882-B Be Used to Change the LLC Name? 

Form 8822-B, titled “Change of Address or Responsible Party — Business,” informs the Internal Revenue Service (IRS) of an address change for a business or a change in the responsible party. It cannot be used to change the name of an LLC.

To change the name of Minnesota LLC, you must follow the appropriate process in the state where your LLC is registered. This typically involves filing Articles of Amendment or a similar document with the Minnesota Secretary of State. After the name change has been approved at the state level, you should inform the IRS by following the instructions on your tax return or by sending a signed letter to the IRS office where you filed your return.

FAQs

What is an LLC?
LLC stands for Limited Liability Company, a business structure in which owners are typically not personally liable for business debts and liabilities.
How do I change my LLC address in Minnesota?
You can change your LLC address in Minnesota by filing a Certificate of Amendment with the Minnesota Secretary of State.
How much does it cost to change an LLC address in Minnesota?
It costs $135 to file a Certificate of Amendment in Minnesota to change your LLC address.
Where do I download the Minnesota LLC Certificate of Amendment form?
You can download the Minnesota LLC Certificate of Amendment form from the Minnesota Secretary of State’s website.
What information do I need to include in a Certificate of Amendment to change my LLC address in Minnesota?
You will need to include the name of your LLC, your new address, and the effective date of the change.
Can I change my LLC address online in Minnesota?
Yes, you can file your Certificate of Amendment online through the Minnesota Secretary of State’s website.
How long does it take to change an LLC address in Minnesota?
It typically takes about 5-7 business days for the Secretary of State to process your Certificate of Amendment and update your LLC’s address.
Do I need to hire a lawyer to change my LLC address in Minnesota?
No, Minnesota does not require hiring an attorney to file the Certificate of Amendment. You can do it yourself.
Where do I mail my Minnesota LLC Certificate of Amendment form?
You can mail your Minnesota LLC Certificate of Amendment form to the Minnesota Secretary of State’s office in Saint Paul.
Can I fax my Minnesota LLC Certificate of Amendment form?
No, Minnesota does not accept faxed copies of the Certificate of Amendment.
What happens if I don’t update my LLC address in Minnesota?
If you don’t update your LLC address in Minnesota, you may miss important legal notices and correspondence, such as tax documents and annual reports.
How long does it take for the Certificate of Amendment to be effective in Minnesota?
The effective date of the Certificate of Amendment to change your LLC address in Minnesota will be the date that it is filed with the Secretary of State’s office.
Is there a penalty for submitting a Certificate of Amendment late in Minnesota?
No, Minnesota does not impose a penalty for submitting a Certificate of Amendment late, but it’s important to keep your address current to avoid missing important legal notices.
Can I change my registered agent at the same time as my LLC address in Minnesota?
Yes, you can change your registered agent at the same time as your LLC address by filing a Certificate of Amendment.
What is a registered agent in Minnesota?
A registered agent is a person or company that agrees to accept legal notices and correspondence on behalf of your LLC in Minnesota.
Do I need to renew my LLC after I change my address in Minnesota?
No, Minnesota does not require LLCs to renew their registration after changing their address.
How often do I need to update my LLC address in Minnesota?
You need to update your LLC address in Minnesota every time you move your business location.
If I move out of Minnesota, do I need to file a Certificate of Withdrawal of Registration or close my LLC?
Yes, if you move out of Minnesota, you must file a Certificate of Withdrawal of Registration or close your LLC.
Can I change my LLC name when I change my address in Minnesota?
Yes, you can change your LLC name when you change your address by filing a Certificate of Amendment and specifying the new name.
can i file an amendment to change the principle office address?
Yes, you can file a certificate of amendment to change your LLC’s principle office address in Minnesota.
how do file certificate of amendment for an LLC doing business in Minnesota?
You can file certificate of amendment for LLC doing business in Minnesota online at Minnesota Secretary of State’s website or you can also mail it by downloading the form from website.
how change statutory agent address for LLC in Minnesota?
To change the statutory agent address for an LLC in Minnesota you can send an e-mail or a signed letter to the Minnesota Secretary of State with details or can also file a certificate of change of registered office or statutory agent in Minnesota.
Can I change Minnesota registered agent agency for my LLC?
Yes, you can change Minnesota registered agent agency for your LLC by filing a Certificate of Change of Registered Office Or Statutory Agent online as well with Form LLC-5.
Where should I send the documents from the Minnesota Secretary of State when I file online?
When you file certificate of amendment from the Minnesota Secretary of State choose online your confirmation will be sent to Primary Contact Email and the document will be sent to your mailing address entered into the system.
Do I need to file the Certificate of Amendment with the Minnesota Department of Revenue?
No, you don’t need to file the Certificate of Amendment with the Minnesota Department of Revenue when you change your LLC address.
How many officers are in the LLC?
The number of officers in an LLC depends on your business and specific needs.
Can I change an LLC address for free in Minnesota?
No, you have to pay a fee of $135 to change your LLC address in Minnesota.
How do I update my LLC address on the Minnesota Department of Revenue website?
You don’t need to update your LLC address on the Minnesota Department of Revenue website separately. The Department of Revenue will receive your updated information from the Secretary of State.
What if I don’t receive the confirmation of my Minnesota LLC Certificate of Amendment?
If you don’t receive the confirmation of your Minnesota LLC Certificate of Amendment, you can follow up on the status by calling the Minnesota Secretary of State.
Is there a fee to change my LLC address in Minnesota?
Yes, there is a filing fee of $135 to change your LLC address in Minnesota.
How long does it take to change my LLC address in Minnesota?
It typically takes approximately 5-7 business days for the Minnesota Secretary of State to process your Amendment to Articles of Organization.
What information do I need to provide to change my LLC address in Minnesota?
You will need to provide your LLC’s name, current address, new address, and the effective date of the change.
Do I need to notify other state agencies if I change my LLC address in Minnesota?
Yes, you will need to update your business address with the Minnesota Department of Revenue and other relevant state agencies.
Can I change my LLC address in Minnesota without the help of an attorney?
Yes, you can change your LLC address in Minnesota on your own, without the assistance of an attorney.
What happens if I don’t update my LLC address with the Minnesota Secretary of State?
If you don’t update your LLC address with the Minnesota Secretary of State, you may miss important legal documents and communications from the state.
Can I change my LLC address at any time in Minnesota?
Yes, you can change your LLC address at any time in Minnesota.
Can I change my registered agent at the same time as changing my LLC address in Minnesota?
Yes, you can change your registered agent at the same time as changing your LLC address in Minnesota.
Do I need to file any additional forms to change my LLC address in Minnesota?
No, you only need to file an Amendment to Articles of Organization to change your LLC address in Minnesota.
Can I change my LLC address to a PO Box in Minnesota?
Yes, you can change your LLC address to a PO Box in Minnesota.
Can all members of an LLC sign the Amendment to Articles of Organization to change the LLC address in Minnesota?
Yes, all members of an LLC can sign the Amendment to Articles of Organization to change the LLC address in Minnesota.
How can I confirm that my LLC address has been changed in Minnesota?
You can check the status of your Amendment to Articles of Organization on the Minnesota Secretary of State’s website.
Do I need to update my address on my LLC’s operating agreement when I change my LLC address in Minnesota?
Yes, you should update your address on your LLC’s operating agreement when you change your LLC address in Minnesota.
Can I change my LLC address to an out-of-state address in Minnesota?
Yes, you can change your LLC address to an out-of-state address in Minnesota.
Can I use a virtual office address as my new LLC address in Minnesota?
Yes, you can use a virtual office address as your new LLC address in Minnesota.
Will changing my LLC address in Minnesota affect my tax registration?
Yes, you will need to update your tax registration with the Minnesota Department of Revenue when you change your LLC address.
Can I change the name of my LLC at the same time as changing my LLC address in Minnesota?
No, you will need to file a separate Amendment to Articles of Organization if you want to change the name of your LLC in Minnesota.
Will I receive a new Certificate of Organization after changing my LLC address in Minnesota?
No, you will not receive a new Certificate of Organization after changing your LLC address in Minnesota.
Can I change my LLC address if I have outstanding fees or penalties in Minnesota?
No, you cannot change your LLC address if you have outstanding fees or penalties in Minnesota.
Can I change my LLC address if I am currently filing bankruptcy in Minnesota?
You should consult with a bankruptcy attorney before changing your LLC address if you are currently filing bankruptcy in Minnesota.
Will I have to renew my LLC after changing my LLC address in Minnesota?
No, you will not have to renew your LLC after changing your LLC address in Minnesota.
Can I change my LLC address if I am in the process of winding down my LLC in Minnesota?
You should consult with an attorney before changing your LLC address if you are in the process of winding down your LLC in Minnesota.
Can I change my LLC address by mail in Minnesota?
Yes, you can file your Amendment to Articles of Organization by mail to change your LLC address in Minnesota.
Can I change my LLC address if I am facing legal action in Minnesota?
You should consult with an attorney before changing your LLC address if you are facing legal action in Minnesota.
Can I change my LLC address if I am in the process of selling my LLC in Minnesota?
You should consult with an attorney before changing your LLC address if you are in the process of selling your LLC in Minnesota.
Can I change my LLC address if I have changed my legal name in Minnesota?
Yes, you can change your LLC address if you have changed your legal name in Minnesota.

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Conclusion

Changing your LLC’s address in Minnesota can be relatively simple if you follow the above steps. By updating your registered office and principal place of business addresses, notifying the IRS, and informing other relevant parties, you can ensure that your LLC remains compliant with Minnesota regulations and continues to operate smoothly.

Remember to keep records of all address changes and any updated licenses, permits, or other documents, as these may be necessary for future filings, audits, or other compliance requirements. And as always, consult with a legal or business professional if you have any questions or concerns about your situation.

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