Minnesota now forms 20 LLCs for every corporation

By David J.S. Madgett

Minnesota attorney, license no. 390494 · Published August 7, 2026

The Minnesota Secretary of State publishes a spreadsheet of every new business filing by type and year going back to 1990. It is not promoted, it is not summarized anywhere, and it contains one of the clearest pictures available of how Minnesota actually organizes its businesses.

The headline: the business corporation is disappearing.

The crossover

Minnesota LLCs did not exist as a filing category until 1993, when 193 were formed. New business corporations peaked in 2002 at 13,804. They fell below LLC formations for the first time in 2006 — 11,196 against 11,889 — and have declined nearly every year since.

In 2025, Minnesota recorded 4,406 new business corporations and 64,484 new LLCs. That is roughly fifteen LLCs for every corporation, and a 68 percent decline in corporate formations from the 2002 peak.

Through June 2026 the gap has widened further: 1,782 new corporations against 36,216 new LLCs, or better than twenty to one.

2025 was an all-time record, and 2026 is running past it

Total new business filings of every type reached 98,682 in 2025 — the highest in the 36-year series. The pandemic years drove a genuine step change rather than a blip: 72,716 filings in 2019, 80,072 in 2020, and 92,818 in 2021. The level never came back down.

LLC formations at the half-year mark in 2026 stand at 36,216. Straight-lining that puts 2026 above 70,000 — another record, and the fourth in six years.

The limited liability partnership is dying

The most striking small number in the file. New Minnesota LLP filings peaked at 2,102 in 2001. In 2025 there were 428.

It is hard not to connect that to cost. An LLP is the one common Minnesota entity that pays a real annual renewal fee — $135 by mail or $155 online, every year, forever — while LLCs, corporations, nonprofits, and limited partnerships all renew for $0. See the renewal fee that never goes away. Over a decade that is well over a thousand dollars for a form most businesses have no particular need to be in.

What has not changed

Assumed names are remarkably stable. 14,006 in 1994, 18,049 in 2025 — up, but nothing like the LLC curve. People have always traded under names that are not their own, and the statutory requirement to file (and to publish) has not shifted.

Nonprofits barely move. 1,354 in 1990, 3,021 in 2025. Roughly doubled in 35 years, while total filings quadrupled.

Out-of-state entities favor the LLC too. In 2025, 4,287 foreign LLCs registered in Minnesota against 2,260 foreign corporations — though the ratio is far less lopsided than for domestic entities, which fits: companies large enough to operate across state lines are more likely to have had a reason to incorporate.

What to take from it

If you are choosing an entity, the fact that everyone else picks an LLC is not a reason to pick one. Corporations still exist for good reasons — outside investors who expect stock, equity compensation plans, an eventual acquisition structured around shares — and the 4,406 Minnesotans who formed one last year mostly had one.

What the data does tell you is that the LLC is the default, that the machinery around it is well-worn, and that the questions worth your attention are not which entity but what your operating agreement says. Because chapter 322C has a complete set of answers ready if yours does not.

A note on the figures: these are counts of new filings by calendar year as published by the Secretary of State, not counts of businesses currently in existence. A filing in 2025 says nothing about whether that entity is still active. The 2026 figures cover January through June only.