How to move my company out of Minnesota

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The Redomestication Process in a Nutshell

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3. We submit the legal filings to the states.

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Did you know? The average business that moves to a state without state-level income tax saves over $12,500 in taxes per year.

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Redomestication, also known as redomiciling, refers to the lesser-known legal process of transferring or moving the "home state" of an existing Corporation, partnership, or LLC, from Minnesota to a new state. It means keeping your existing company name, credit, and federal employer identification number (FEIN) without wasting time and money creating a new business entity, applying for foreign registration, or moving assets between companies.
— Prof. Chad D. Cummings, Esq., CPA

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How to move a company out of Minnesota: the legally clean, operationally seamless approach

When business owners ask, in substance, how to move a company out of Minnesota, they are rarely seeking a mere change of mailing address. They are typically seeking a durable change in the entity’s legal “home state,” with predictable governance rules, a more favorable business climate, and—critically—a path to reduce ongoing Minnesota compliance burdens once Minnesota operations have genuinely ended. In my experience as an attorney and CPA, the most common mistake is selecting a transaction that appears straightforward but quietly creates dual filings, recurring fees, and unnecessary tax friction.

The superior solution in many cases is redomestication (statutory conversion), a method for transferring the company’s domicile from Minnesota to a new state while maintaining continuity of the existing entity. Properly executed, the company generally keeps its contracts, its federal employer identification number (FEIN), and, in most cases, its name—without disrupting ordinary operations. For a step-by-step path focused on the most efficient method of moving a Minnesota entity, consult how to move your company out of Minnesota through redomestication.

Why owners seek guidance on how to move their company out of Minnesota

For many closely held businesses, Minnesota compliance obligations can feel disproportionate to the company’s actual operating footprint—particularly after the business has relocated management, employees, and customers elsewhere. Owners investigating how to move their company out of Minnesota often do so because they want a cleaner separation from Minnesota’s ongoing reporting and administrative framework after a legitimate operational move.

In addition, business owners frequently underestimate how long Minnesota obligations can persist when the entity remains domesticated in Minnesota. If the company continues to exist as a Minnesota entity, it may continue to trigger Minnesota reporting expectations and other ongoing duties, even when day-to-day operations have shifted. The objective is not an improvised “paper move,” but a defensible relocation supported by a transaction structure that preserves continuity and reduces avoidable exposure.

Redomestication as the best answer to how to move a company out of Minnesota

As defined for consistency on the linked authority page, redomestication is the process of moving the entity’s home state from Minnesota to a new state—without creating a new business. This point is not academic. When owners attempt to solve how to move a company out of Minnesota by forming a new entity and “starting over,” they often create contract assignment problems, licensing gaps, and bank/merchant account disruptions that are entirely avoidable.

Redomestication is designed to preserve continuity. In practical terms, that means the entity generally remains the same legal and tax identity at the federal level while changing its state of domicile. This continuity is why redomestication is typically superior to alternatives that either keep Minnesota “alive” in the background (foreign registration) or require a complicated entity combination (merger). To evaluate whether your situation is a good fit, review options for moving your company out of Minnesota via redomestication.

The principal advantages of moving a Minnesota entity through redomestication

Owners evaluating how to move their company out of Minnesota should focus on outcomes, not slogans. Redomestication is attractive because it frequently permits the business to maintain its existing contracts and long-standing commercial relationships. Vendors, customers, and lenders commonly contract with a specific legal entity; changing the entity often forces assignments, consents, or renegotiations. Redomestication, by maintaining the existing company, reduces the risk of contract friction that can interrupt revenue.

Equally important, redomestication typically preserves the company’s FEIN, which avoids avoidable downstream administrative complications. In real-world compliance, the FEIN is the identifier tied to payroll accounts, banking records, vendor files, and numerous third-party platforms. Businesses that try to solve how to move a company out of Minnesota by “re-forming” elsewhere often discover that the new entity triggers a cascade of updates, re-underwriting, and avoidable delays.

Why foreign registration is usually not the correct solution

Foreign registration can be useful when a company truly remains active in Minnesota and needs authority to operate in another state. However, foreign registration is commonly misapplied by owners attempting to determine how to move their company out of Minnesota after Minnesota operations have ceased. Instead of achieving a clean relocation, foreign registration can result in dual compliance: the entity remains domesticated in Minnesota, and it also registers elsewhere as a foreign entity.

That dual-status structure may require ongoing Minnesota renewals and, depending on the facts, can keep Minnesota on the compliance calendar longer than anticipated. This is not merely an inconvenience; it can translate into recurring fees, additional reporting, and administrative distraction. When the business’s intent is to relocate the home state and discontinue Minnesota as the organizing jurisdiction, redomestication is typically the better-aligned mechanism.

Why a merger is often unnecessary (and frequently more expensive)

Another common misconception in the “how to move my company out of Minnesota” inquiry is the belief that a merger is required to “combine” an old Minnesota entity into a new out-of-state entity. While mergers can work, they are usually a heavier tool than the business needs when the primary objective is a domicile change. Mergers often involve extensive documentation, statutory steps, and a higher risk of avoidable complexity, particularly where ownership, tax classification, or licensing must remain stable.

Additionally, mergers can create operational turbulence if counterparties treat the transaction as requiring new vendor onboarding, new bank paperwork, or updated approvals under internal policies. In contrast, redomestication is purpose-built for continuity, which is why it is commonly the most efficient way to move a Minnesota company to a new state without disrupting ongoing operations.

Practical legal considerations when moving a company out of Minnesota

Sound planning requires more than filing forms. When owners ask how to move a company out of Minnesota, they should expect a disciplined review of governance documents, ownership approvals, and the company’s operational footprint. For example, internal authorization may be required under the entity’s governing instruments, and the company should be prepared to document the business rationale and the steps taken to effectuate the change in domicile.

Owners should also think in “continuity” terms: ensuring the company’s contracts, insurance policies, registrations, and financial accounts remain aligned with the entity post-redomestication. A professionally managed redomestication process will anticipate how third parties will react, whether any notifications are prudent, and how to avoid business interruption. For a structured pathway, see how to move your company out of Minnesota with a redomestication filing.

Tax and compliance themes that owners routinely misunderstand

From a CPA perspective, one of the most persistent misunderstandings is assuming that changing a “home state” is purely a tax decision, or that a quick “foreign registration” eliminates Minnesota obligations. In reality, the effectiveness of exiting Minnesota depends on the company’s actual activities and whether Minnesota operations have truly ceased. Redomestication addresses the organizing jurisdiction question; it does not substitute for careful compliance planning around where the business operates going forward.

Another frequent misconception is that dissolving the Minnesota entity is the necessary first step. In many cases, dissolution is not only unnecessary—it can be harmful. Dissolution can complicate contract continuity, impair goodwill, and force a new FEIN and related administrative resets if the owner then forms a new entity elsewhere. Redomestication is designed to avoid these traps by maintaining the existing company while relocating its domicile.

A disciplined checklist for how to move a company out of Minnesota without business disruption

Owners who want a reliable answer to how to move their company out of Minnesota should ensure the plan addresses three priorities: (1) continuity, (2) compliance, and (3) operational stability. Continuity involves preserving the entity’s contracts, FEIN, and, in most cases, its name. Compliance involves correctly executing the state filings and aligning ongoing obligations with the new domicile. Operational stability involves managing the real-world handoffs with banks, payment processors, customers, and vendors.

This is precisely where redomestication provides the greatest value: it is structured to transfer the home state while reducing the collateral damage that accompanies new-entity formation, mergers, or improvised workarounds. Business owners who want the most direct route should begin with how to move your company out of Minnesota using the redomestication process.

Conclusion: the most efficient answer to moving a company out of Minnesota

The most effective approach to moving a company out of Minnesota is the one that accomplishes the legal relocation while protecting the company’s operations, identity, and commercial relationships. Redomestication is specifically designed to change the entity’s home state while generally preserving contracts, the FEIN, and—often—the business name, thereby maintaining continuity and minimizing disruption.

If you are evaluating how to move your company out of Minnesota and want a structured, professionally managed path that prioritizes continuity and long-term administrative efficiency, review how to move a Minnesota company out of state through redomestication and proceed accordingly.

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Domestication vs. Foreign Registration vs. Merger vs. Dissolution: A Comparison

Domestication is, in many circumstances, far preferable to registering an LLC or corporation as a foreign entity, especially where the LLC or corporation has permanently moved its operations and will not be returning to the prior state in the near future.

Some attorneys, unfortunately, confuse their clients by recommending a foreign entity registration in the new state, or worse, a merger, where a redomestication™ would have accomplished the goals of moving their business to a new state efficiently and effectively.

The top seven benefits of moving your company (LLC, corporation, or partnership) to a new state via redomestication™ to transfer your business include:

1. Maintaining your existing federal employer identification number, eliminating the tax headaches of forming a new company or transferring assets between companies (and inadvertently triggering a hefty tax bill from the IRS) when you move your business to a new state;
2. Keeping your existing business credit history and track record, safeguarding your reputation with clients, vendors, and creditors when moving your LLC or corporation to a new state;
3. Continuing your existing business name (in almost every case), protecting your most important assets when moving your company to a new state: your brand, reputation, and time you have already invested in search engine optimization;
4. Maintaining your existing contracts with customers and vendors because moving your business to a new state via redomestication™ does not create a new company: it maintains your existing company, saving you dozens (or even hundreds) of hours re-writing (and re-negotiating) contracts and changing banks;
5. Eliminating the need to continue paying registration fees and taxes in your prior state (assuming you have discontinued your operations there and have permanently relocated to a new state), potentially saving you tens of thousands of dollars (or more) in state taxes every quarter when you move your business to a new state;
6. Avoiding unnecessary IRS scrutiny because moving your LLC or corporation to a new state via redomestication™ is a tax-free transaction under the Internal Revenue Code; and
7. Reducing the amount of time you spend on administrative filings, saving you untold hours annually, by moving your company to a new state.

Before taking the "penny wise and pound foolish" approach of foreign entity registration or spending countless hours and exorbitant legal fees (and possibly taxes) on a merger or merger-gone-wrong to move your company to a new state, ensure you understand your options.

In most circumstances, redomestication™ (and not a foreign entity registration or costly and complicated merger) is the best route to achieve a change in company domicile to a new state.

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