How to File the Articles of Incorporation for a Minnesota Nonprofit

Person submitting paperwork.

Starting a 501(c)(3) nonprofit in Minnesota is easy, just follow these easy steps to file the Minnesota Articles of Incorporation:

If you are starting a 501(c)(3) nonprofit in Minnesota, you have come to the right place. After reading the comprehensive guide for Minnesota nonprofit formation, follow this guide to file the Minnesota Articles of Incorporation with the Secretary of State.

What is covered in this guide:

  1. Information you will need to file the Minnesota Articles of Incorporation
  2. How to file the Minnesota Articles of Incorporation
  3. Minnesota Nonprofit Formation FAQ

Information you will need to file the Minnesota Articles of Incorporation

To become a nonprofit corporation in Minnesota you must file Articles of Incorporation with the Minnesota Secretary of State.

Since you will be applying for 501(c)(3) status with the IRS, you cannot use the form listed on their website. The Minnesota Secretary of State offers a template for writing your Articles of Incorporation.

Use the template as a guideline to create your own Articles of Incorporation with the sections required by both the Minnesota Secretary of State and the IRS.

Here are the sections that you will need to complete.

Article 1: Entity Name

Enter the name you have selected.

For help with selecting a name for your nonprofit read our comprehensive guide on how to name a Minnesota nonprofit.

Article 2: Registered Agent and Registered Office

In the state of Minnesota you are required to have a registered office, but not a registered agent. In this section, you need to provide the complete street address (no P.O. Boxes) for the registered office and registered agent (if applicable). If you choose to list a registered agent, you will need to provide their name as well.

Keep in mind, a registered agent can be any entity registered to do business in Minnesota or any person who is a resident of the state. Your organization cannot act as its own registered agent.

For more information read our guide: What is a registered agent?  And The Minnesota Registered Agent Guide.

Article 3: Purpose

Describe the purpose of your nonprofit organization.

In order to qualify for 501(c)(3) status, the organization’s purpose must explicitly be limited to one or more of the following:

  • Charitable
  • Religious
  • Scientific
  • Literary
  • Testing for public safety
  • Fostering national/international amateur sports competition
  • Preventing cruelty to animals/children

NOTE: You can read the IRS guidelines to learn more.

Article 4: Dissolution

Use this section of the articles of incorporation to formally state what the assets of the organization will be used for, and what will happen to the assets if the organization is dissolved.

To be eligible for 501(c)(3) status, you must convince the IRS that the organization’s assets will always only be used for the purposes approved under 501(c)(3) rules. To this end, you must include provisions ensuring that in the event your organization is dissolved, the assets of the organization will be used towards tax-exempt purposes.

Section 5 of this sample document provides an example of these provisions required for 501(c)(3) eligibility.

Article 5: Incorporator(s)

An incorporator is the person who completes, signs, and submits the articles of incorporation. This person does not need to be a part of your organization. This can be you or a lawyer helping you with the process of formation. Include the name, complete mailing address, and signature of each incorporator.

Contact Information

Provide a name and phone number and an email address to which the Minnesota Secretary of State can forward official notices.

How to file the Minnesota Articles of Incorporation

There are three ways to submit your Articles of Incorporation: 

Online:

Submit your Articles of Incorporation through the Secretary of State's online portal.

By Mail:

Submit a signed copy of the Articles of Incorporation along with the filing fee to the following address:

Minnesota Secretary of State - Business Services
Retirement Systems of Minnesota Building
60 Empire Drive, Suite 100
St Paul, MN 55103

In-Person:

Submit one signed copy of the Articles of Incorporation along with the filing fee at the address below:

Minnesota Secretary of State - Business Services
Retirement Systems of Minnesota Building
60 Empire Drive, Suite 100
St Paul, MN 55103
Staffed 8 a.m. – 4 p.m., Monday - Friday, excluding holidays

The filing fee is $70 for mailed forms and $90 for online and in-person filings.

  • Checks must be made payable to the "MN Secretary of State"
  • Accepted credit cards for online filings include Visa, MasterCard, Discover, American Express

Minnesota Nonprofit Formation FAQ

How long does it take to process the Articles of Incorporation?

If you file online or in-person it typically takes about 24hrs. If you file by mail expect to get a response in 5-7 business days.

How do I contact the Secretary of State for more information?

You can call for information at (877) 551-6767 or visit them at their website.