Foreign Corporation or Cooperative Certificate of Authority

Office of the Minnesota Secretary of State
Foreign Corporation or Cooperative | Certificate of Authority to Transact Business in Minnesota

Minnesota Statutes, Chapter 303

Read the instructions before completing this form.

Filing Fee: $220 ($70 for Nonprofit) for expedited service in-person and online filings, $200 ($50 for Nonprofit) if submitted by mail.

This Certificate of Authority has been approved pursuant to Minnesota Statutes, Chapter 303. By filing this Certificate of Authority, the company certifies that it has complied with the organization laws in the jurisdiction of its organization and that it has not filed previously with this office and been revoked and understands that if a filing was on record and revocation occurred this certificate of authority is null and void.

Note: A professional corporation governed under Chapter 319B must include an attachment with the following information: (This information is only required if this is a professional corporation.)

1. Statement that the Minnesota firm elects to operate and acknowledges that it is subject to Minnesota Statutes, Chapter 319B.01 to 319B.12.
2. List the professional service the corporation is authorized to provide under Minnesota Statutes, Chap. 319B, subd 19.
3. Statement that, to the extent it's generally applicable governing law conflicts or differs from those sections, the firm has made the necessary changes to the agreements and other documents controlling its structure, governance, operations and internal affairs so as to comply with those sections.

1. The legal name of this company in the Home Jurisdiction: (Required)

2. The alternate corporate name under which the company will do business in Minnesota, if different than the legal name listed above:

If an alternate name is used, the company certifies that its board of directors has adopted and approved the alternate name for use in Minnesota.

3. Home Jurisdiction: (Required)

4. The name and address of the registered agent and registered office in the State of Minnesota: (Required)

By registering, the company irrevocably consents to service of process on it as provided by Minnesota Statutes, Chapter 303.13 and 5.25.

5. This company is a: (check one)

6. Check this box if this company is a Cooperative:

7. I, the undersigned, certify that I am signing this document as the person whose signature is required, or as agent of the person(s) whose signature would be required who has authorized me to sign this document on his/her behalf, or in both capacities. I further certify that I have completed all required fields, and that the information in this document is true and correct and in compliance with the applicable chapter of Minnesota Statutes. I understand that by signing this document I am subject to the penalties of perjury as set forth in Section 609.48 as if I had signed this document under oath.

Email Address for Official Notices

Enter an email address to which the Secretary of State can forward official notices required by law and other notices:

Contact Person for this form

List a name and daytime phone number of a person who can be contacted about this form:

Entities that own, lease, or have any financial interest in agricultural land or land capable of being farmed must register with the MN Dept. of Agriculture's Corporate Farm Program.

Minnesota Business Snapshot

To better serve Minnesotans, the Secretary of State's Office has created the “Minnesota Business Snapshot,” a short and simple survey produced with the input of business owners, business organizations, non-profits, and researchers from across the state. These five questions will take less than three minutes to complete, and you may answer any or all of them. There is no penalty if you choose not to provide this information. However, the answers you do provide will create a useful pool of information for potential customers and inform the analysis of our quarterly "Minnesota Economic and Business Condition Reports". We do not independently verify the answers applicants provide. Again, this survey is voluntary and the answers are considered public data. Thank you.

1. (Select up to one) - How many Minnesota – based full time employees (or FTE equivalents) does this entity currently have?

2. (Select all that apply) - Does the owner or a member of the ownership group of this entity self-identify as a member of any of the following communities?

3. (Select up to one) - Using NAICS codes below, please select the code that best describes this entity. If you believe this entity falls into more than one category, please select the category that generates the majority of the entity's revenue.

4. (Select up to one) Is this entity a full time or part time endeavor for those primarily responsible for operating this entity?

5. (Select up to one) - If applicable, what were this entity's gross revenues for the past year?