This page describes Minnesota law in general terms. It is not legal advice about your business, and reading it does not create a lawyer-client relationship.
Every Minnesota business entity must continuously maintain a registered office in the state. It is one line on the formation document and it gets about four seconds of thought, which is roughly four seconds less than it deserves.
What the statute requires
Minn. Stat. § 5.36 sets it out.
The office must be a real place. The registered office “need not be the same as the principal place of business in this state or the principal executive office” — you can use your lawyer’s office, your accountant’s, or a commercial service. But:
If the current registered office address listed in the records of the secretary of state is not an actual office location, or is solely a post office box, the business entity must provide a new registered office address that includes an actual office location.
A P.O. box alone is not acceptable. You can add a mailing address or box on top of a real street address, but the street address has to be there.
If you name an agent, the agent must be there. Designating a registered agent is how most entities do this. The agent may be an individual resident of Minnesota, a domestic corporation or LLC, or a foreign corporation or LLC authorized to do business here. And critically: “The registered agent must maintain a business office that is identical with the registered office.” The agent and the office are the same address, by definition.
The Secretary of State’s own instructions make the removal mechanics explicit: if you are removing an agent, you put “none” in the space for the agent’s name. Leaving it blank is not the same thing.
Why this is the line that bites
The registered office is where legal process gets delivered. Someone suing your business serves it there. If that address is stale — you moved, the agent resigned, the building changed hands, the person who used to collect mail left — service can still be effective while you hear nothing about it.
The sequence from there is short and bad: you do not answer, because you do not know. A default judgment is entered. You find out when a bank account is garnished or a title search turns it up during a sale. Undoing a default judgment is possible and it is a fight, and it is a fight you are having about a piece of mail.
The same address is also where the Secretary of State sends renewal reminders. A stale address quietly produces a missed annual renewal, which produces administrative dissolution — see annual renewal.
Being your own agent
You can be your own registered agent if you have an actual Minnesota office address. It is free, and for a business with a real storefront or office it is usually the right call.
Two things to weigh before you do:
It is public. The registered office address appears in the Secretary of State’s public business search, permanently and indexed by search engines. If you run the business from home, that is your home address on the public internet, attached to your name. For some people that is fine. For anyone with a safety concern it is not, and a commercial registered agent solves it for a modest annual fee.
You have to actually be there. The point of the address is that someone can deliver papers to it during business hours and reach a human. An address you visit on Saturdays does not do that.
Keeping it current
Changing the registered office or agent is a filing: $35 by mail, $55 online or in person for an LLC or a business corporation. Nonprofit corporations get a break — a change of registered office address only, with no agent change, is free.
Do it the same week you move. The cost of the filing is trivial; the cost of process going to an address you left is not.
The other address worth keeping current is the official email address, which the Secretary of State uses for renewal reminders and other notices. Changing it is free — but by mail or in person only, not online.
The checklist
- Real street address in Minnesota, not just a box.
- If you name an agent, their business office is that same address.
- The address is one where someone reliably receives legal papers during business hours.
- You are comfortable with it being permanently public.
- Update it the week anything changes — $35, and it prevents the worst mail problem a business can have.
- Keep the official email address current too. It is free to change.
Sources
Every source below was retrieved and checked against this page on August 7, 2026.
- Minn. Stat. § 5.36 (registered agent) — Minnesota Office of the Revisor of Statutes
- Minnesota Limited Liability Company Forms — Minnesota Secretary of State
- Business Filing and Certification Fee Schedule — Minnesota Secretary of State
