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Legal Aspects of Doing Business in North America - 2nd Edition - Loose leaf
Legal Aspects of Doing Business in North America - 2nd Edition - Electronic
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Minnesota
Stephen J. Foley
Jared D. Kemper
Foley & Mansfield, PLLP1
Minneapolis, Minnesota
Introduction
The corporate entity takes on a variety of forms. The state of Minnesota
recognizes a number of business entities, each with its own advantages and
disadvantages. This particular chapter addresses the types of corporations
permitted in the state of Minnesota and the legal obstacles a corporation doing
business in Minnesota may encounter.
Such legal obstacles demand an understanding of matters like shareholder rights,
the specific requirements for the transfer of real property, and the rights given to
employees in the course of employment. Successfully navigating the law of
Minnesota, in addition to other states, is critical to a sustainable business.
Establishment of Enterprises
Creation of a business entity in Minnesota depends on the type of enterprise.
The Minnesota Business Corporation Act (“MBCA”) is the statutory guide for
corporate law in Minnesota.2 A corporation in existence in Minnesota on or after
1 January 1984 is subject to the provisions of the MBCA as a matter of law.3 A
foreign corporation is subject to the provisions of the MBCA and, in order to
transact business in Minnesota, a foreign corporation must file a certificate of
authority with the Minnesota Secretary of State.4 Similar to a corporation, a
Minnesota
Introduction
Establishment of Enterprises
Acquisition of Realty
Taxation
Customs Regulation
Currency Regulation, Capital and Profit Transfer Investment
Incentives
Competition Law
Intellectual Property
Employment Law
Banking Law
Appendix
Stephen J. Foley and Jared D. Kemper
Foley & Mansfield, PLLP1
Minneapolis, Minnesota
