As you start and grow your Minnesota business, one of the most important steps is to plan and organize the documents that your business needs. As you first get started, spending money (that you may or may not have) on legal expenses usually feels low on the priority list. But having those documents properly in place helps with your operating as well as legal compliance. They can help your business run smoothly, which can be a game changer as you are launching and growing a new business. These documents can be further used to minimize risks and liability - oftentimes these are the primary reasons you formed your business in the first place.

Whether you're getting ready to launch your business, already managing your company, or getting ready to expand and grow further, let's look at the key documents that your Minnesota business needs to have in place.

Chart of the Documents Needed for Your Business1. Business Formation Documents

The first set of documents to look at are commonly known as your Business Formation Documents. These documents are created when you first set up your business and include the required filings you need to make with the Secretary of State.

Articles of Incorporation or Organization

If you’re starting a corporation in Minnesota, you must file Articles of Incorporation with the Minnesota Secretary of State. If forming a limited liability company (LLC), you'll need to submit Articles of Organization. These documents officially establish your business as a legal entity and include important details like:

  • Business name

  • Principal office address

  • Registered agent information

  • Business purpose

  • Share structure (for corporations)

Operating Agreement or Corporate Bylaws

While not legally required in Minnesota, Operating Agreements (for LLCs) and Corporate Bylaws (for corporations) are essential. These documents lay out how your business operates internally, including:

  • Ownership structure

  • Roles and responsibilities of members or shareholders

  • Decision-making processes

  • Conflict resolution strategies

A well-crafted Operating Agreement or Corporate Bylaws helps prevent misunderstandings among business partners and ensures legal protection.

2. Federal and State Compliance Documents

Once you've formed your company, there are certain filings that you need to make with the federal government and Minnesota state. Things like an EIN and an Annual Report are required for most businesses. Licenses and permits are often more dependent on the industry in which you are operating.

Employer Identification Number (EIN)

An EIN is required for tax reporting and hiring employees. You can obtain an EIN from the Internal Revenue Service. It's like a Social Security number for your business, enabling you to open a business bank account, file taxes, and process payroll.

Minnesota Business Licenses and Permits

Depending on your industry and location, you may need specific licenses and permits to operate legally in Minnesota. Some examples:

  • Sales Tax Permit (for businesses selling taxable goods or services)

  • Professional Licenses (for lawyers, doctors, accountants, etc.)

  • Food Service Licenses (for restaurants and food vendors)

You can check the Minnesota Elicensing Portal for a full list of industry-specific requirements.

Annual Report

Most businesses in Minnesota, including corporations and LLCs, must file an Annual Report with the Secretary of State to maintain good standing. The report updates ownership, address, and operational details.

3. Financial Documents

Once you've got your business formed and your filings set up with the state and federal government, the next area to look at are your financial records.

Business Bank Account Documents

To separate personal and business finances, open a business bank account. Most banks require the following:

  • EIN confirmation letter

  • Articles of Incorporation or Organization

  • Operating Agreement or Bylaws

  • Business license (if applicable)

Accounting and Tax Records

Keeping detailed financial records is crucial for tax reporting and financial management. Essential documents include:

  • Balance sheets

  • Profit and loss statements

  • Expense records

  • Payroll records

  • 1099s or W-2s for employees and contractors

Working with an accountant or using bookkeeping software like QuickBooks can help maintain organized records. Make sure you and your accountant or bookkeeper are on the same page as far as what records they want you to maintain and how they should be organized to make your accounting and tax work as seamless as possible.

Business Insurance Policies

Having the right insurance protects your business from legal and financial risks. Key insurance policies to consider include:

  • General liability insurance

  • Workers’ compensation insurance (mandatory in Minnesota for most businesses with employees)

  • Property insurance

  • Professional liability insurance

This is another area where it's important to work with insurance professionals to make sure you've got the right policy for your business.

4. Employee/HR Documents

If you are operating your business alone, then some of the employment documents may not be necessary for you (but you should still consider them). But you will often need the assistance of independent contractors, so it's important to understand the roles these various types of documents play in your business.

Employment Contracts

If you hire employees, employment contracts establish terms of employment, including:

  • Salary and benefits

  • Job responsibilities

  • Work hours and expectations

  • Termination conditions

Employee Handbook

An employee handbook helps standardize company policies and ensures compliance with Minnesota labor laws. It should cover:

  • Workplace policies and conduct

  • Anti-discrimination policies

  • Paid leave and benefits

  • Disciplinary procedures

Independent Contractor Agreements

If working with freelancers or contractors, have them sign an Independent Contractor Agreement to clarify:

  • Scope of work

  • Payment terms

  • Confidentiality clauses

  • Non-compete agreements (if applicable)

Non-Disclosure Agreements (NDAs)

To protect sensitive business information, have employees, contractors, and partners sign an NDA. This prevents them from sharing proprietary details with competitors.

5. Contracts

When you are dealing with other parties, whether it's customers, suppliers, vendors, or others who are related to your business, it's a good idea to have a contract where possible. Some common types of contracts you may encounter:

Service Agreements

If your business provides services, use Service Agreements to define terms with clients. These contracts include:

  • Scope of services

  • Payment terms

  • Timelines and deadlines

  • Liability and dispute resolution clauses

Sales Contracts

For businesses selling goods, Sales Contracts ensure clear terms between buyers and sellers. They should include:

  • Product descriptions

  • Pricing and payment terms

  • Delivery timelines

  • Return policies

Vendor Agreements

A Vendor Agreement outlines terms between your business and suppliers, covering:

  • Pricing and payment terms

  • Delivery schedules

  • Quality standards

  • Dispute resolution terms

6. Intellectual Property and Business Protection Documents

Our final category of documents contains the more advanced and specialized types of documents that you may not actually need right now, but that you need to know about and consider when the time is right for you and your business.

Trademark Registrations

Protecting your brand is critical. If you have a unique business name, logo, or slogan, consider filing for a trademark with the U.S. Patent and Trademark Office or the Minnesota Secretary of State.

Copyrights and Patents

If your business creates original content, software, or inventions, copyrights and patents protect your intellectual property rights.

Business Succession Plan

A Business Succession Plan ensures operations can continue in emergencies like natural disasters or cybersecurity threats. It includes:

  • Risk assessments

  • Contingency strategies

  • Emergency contacts

  • Data backup procedures

Having the right documents in place is essential for legal compliance, financial management, and operational success. Whether you’re forming a new business or streamlining your existing operations, these key documents will help protect your business, employees, and customers. By staying organized and proactive, you can focus on growing your Minnesota business with confidence.

Do I Need a Business Attorney?

If you're just getting your business started, or if you've been running it for years and haven't strengthened your legal foundations. let's schedule a Legal Strategy Session online or by calling my Edina, Minnesota office at (612) 294-6982 or my New York City office at (646) 847-3560. My office will be happy to find a convenient time for us to have a phone call to review the best options and next steps for you and your business.

Andrew Ayers
Andrew Ayers
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I work with business and estate planning clients to craft legal solutions to protect their legacies.
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