Minnesota Foreign LLC Merger Form

In the case of foreign limited liability companies wanting to form a merger in the State of Minnesota, the following form has to be completed and submitted along with a $35 fee.

Extracted Text for Proper Search

Office of the Minnesota Secretary of State 	
Foreign Limited Liability Company | Merger 	
Minnesota Statutes, Chapter 322B  	
Read the instructions before completing this form.  
 
Filing Fee:  $55 for expedited service in-person and online filings, $35 if submitted by mail
 
1. Name of Limited Liability Company in Home Jurisdiction: (Required) 
 
    
  
2.  Alternate Name used in Minnesota, if applicable:  
         
3.  Home Jurisdiction:   
      
 
 
4.  This amendment has been approved pursuant to Minnesota  Statutes, Chapter 322B.  By

 filing this merger, the limited 
liability company certifies that the merg er has been filed and recorded in the company’s home jurisdiction.  	
 	
 
5.  Is this corporation the survivor?  (Required)     Yes  	
     No  	 
 
If Yes , provide the full business name and home jurisdiction for each non-surviving entity merging into this company: 
(List additional business names and home jurisd ictions on an additional sheet if needed) 
      
 	
If No , provide the name an d hom	

e jurisdiction of the surviving company: 
      
 	
6.  List an effective date, if applicable:          
 
7.  Did the company’s name change as a  result 	

of the Merger filed?  (Required)  Yes  	
     No  	    
 
If Yes , please list the new company name as a result of the merger:  
      
 	
 
8.  I, the undersigned, certify that I am signing this document as the person whose signature is required, or as agent of the 
person(s) whose signature would be required who has authorized me to sign this document on his/her behalf, or in both 
capacities.  I further certify that I have completed all required fi elds, and that the information in this document is true and 
correct and in compliance with the applicable chapter of Minn esota Statutes.  I understand that by signing this document I 
am subject to the penalties of perjury as set forth in Se ction 609.48 as if I had signed this document under oath. 
             
Signature of Authorized Person or Authorized Agent                        Date

Office of the Minnesota Secretary of State    	
Foreign Limited Liability Company | Merger 
Minnesota Statutes, Chapter 322B 	
 
 
 
Email Address for Official Notices 
 
Enter an email address to which the Secretary of State can  forward official notices required by law and other notices: 
  
 
        
 	
  Check here to have your email address excluded from requests for bulk data, to the extent allowed by Minnesota law. 
 
 
List a name and daytime phone number of a p erson who can be contacted about this form: 
 
      
 	
Contact Name                    Phone Numb	

er       
 
Entities that own, lease, or have any financial interest in agricultural land or land capable of being farmed
must register with the MN Dept. of Agriculture’s Corporate Farm Program.
   
 
Does 	

this entity own, lease, or have any financial interest  in agricultural land or land capable of being farmed?  
Yes 	
    No 	 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
                	
ForeignllcmergerRev..6/1/2012

INSTRUCTIONS  	
File your business document online by visiting our website at www.sos.state.mn.us	.   
 
This form is intended merely as a guide for filing and is not in tended to cover all situations.  Retain the original signed 
copy of this document for your records and submit a legible photocopy for filing with the Office of the Secretary of State. 
 
1.  List the entity name in the home jurisdiction on file with this office. 
 
2.  List the alternate name used in Minnesota, if any.  
 
3.  List the state or jurisdiction in which this organization is organized.  
 
4.  The merger must have been filed and recorded in the home jurisdiction prior to being filed with our office.  
NOTE:  We require a Merger Statement and Fee from the  Home State for each qualified foreign entity merging.  
 
5.  Check “Yes” if the qualified foreign limited liability comp any is the survivor of the merger; Check “No” if the 
qualified foreign limited liability company  is the non-survivor of the merger. 
 
6.  If the company is the survivor, provide the full business  name and home jurisdiction of each entity merging with and 
into this company; if the company is the non-survivor,  provide the full business name and home jurisdiction of the 
survivor entity this company is merging with and into. 
 
7.  List an effective date the merger took e ffect in the home jurisdiction, if applicable. 
 
8.  If the company name changed as a result of the merger, check “Yes” and list the new company name. 
 
9.  A signature of a person, authorized by the company to si gn documents, or an authorized agent (The signing party must 
indicate on the document that they are acting as the agent of the person(s) whose sign ature would be required and 
that they have been authorized to sign on behalf of that person(s).) is required. 
 
Email Address for Official Notices.   This email address may  be 	
 used to send annual renewal reminders and other
important notices that may require  action or response.  Check the box if you wish to have  your email address excluded
from requests for bulk data , to the extent allowed by Minnesota law. 
 
List a name and daytime telephone number of a person who can be contacted about this form. 
 
Filing Fee:  $55 for expedited service in-person and online filings, $35 if submitted by mail
Payable to the MN Secreta	
 ry of State 
 
Please submit all items together and mail to the address below: 
  FILE IN-PERSON OR MAIL TO: 
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) 
Phone Lines:  (9 a.m. - 4 p.m., M-F)  Metro Area 651-296-2803; Greater MN 1-877-551-6767 
 
All of the information on this form is public.  Minnesota law requires certain information to  be provided for this type of 
filing.  If that information is not included, your document may be returned unfiled.  This document can be made available 
in alternative formats, such as large print, Braille or a udio tape, by calling (651)296-2803/voice.  For a TTY/TTD (deaf 
and hard of hearing) communication, contact the Minnesota Relay Service at 1-800-627-3529 and ask them to place a call 
to (651)296-2803.  The Secretary of State's Office does not  discriminate on the basis of race, creed, color, sex, sexual 
orientation, national origin, age, marital status, disability,  religion, reliance on public assistance or political opinions or  
affiliations in employment or the provision of service.