Do I need a lawyer to form a cooperative in Minnesota?
Chapter 308B does not say a lawyer must prepare or file the articles, but securities and tax questions are the places we recommend professional advice.
The statute does not require one. We found no provision in chapter 308B requiring that a lawyer prepare or file the articles, and the Secretary of State's articles form is a short fill-in form signed by the organizers [@G1; @P1, § 308B.215, subd. 1].
[OPINION] Even so, get advice before you take money from anyone, because selling membership interests can raise securities-law questions (see Understand securities rules before raising money), and before your first patronage allocation, because of tax (see Understand cooperative tax basics). A lawyer is also worth having when writing the bylaws, which carry most of the cooperative's real rules (see Write the bylaws).
Statute sections referenced
- § 308B.215 ARTICLES OF ORGANIZATION.
Related
Sources
- P1 Minnesota Statutes, Chapter 308B (Cooperative Associations), Office of the Revisor of Statutes, State of Minnesota. revisor.mn.gov (primary; accessed October 15, 2026)
- G1 Minnesota Cooperative: Articles of Organization, Minnesota Statutes, Chapter 308B (form, Rev. 7/1/2025), Office of the Minnesota Secretary of State. sos.mn.gov (primary; accessed October 15, 2026)