1.1 A bill for an act
1.2 relating to taxation; corporate franchise; establishing a Minnesota corporate
1.3 headquarters credit; requiring a report; proposing coding for new law in Minnesota
1.4 Statutes, chapters 116J; 290.
1.5BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MINNESOTA:
1.6 Section 1. [116J.8739] MINNESOTA CORPORATE HEADQUARTERS CREDIT.
1.7 Subdivision 1.Definitions.(a) For purposes of this section, the following terms have
1.8the meanings given.
1.9 (b) "Corporate headquarters" means any of the following, located in Minnesota:
1.10 (1) the principal offices of the principal executive officers of a qualified corporation;
1.11 (2) the principal offices of a division or subdivision of a qualified corporation; or
1.12 (3) a research and development facility of a qualified corporation.
1.13 (c) "Corporation" has the meaning given in section 290.01, subdivision 4.
1.14 (d) "Eligible employee" means an employee whose position and duties involve the
1.15performance of corporate headquarters functions.
1.16 (e) "Eligible expenses" means relocation or renovation expenses or employee training
1.17expenses.
1.18 (f) "Employee" means an employee whose wages are subject to withholding under
1.19section 290.92.
1.20 (g) "Employee training expenses" means:
1Section 1.
25-04270 as introduced03/04/25 REVISOR EAP/CH
SENATE
STATE OF MINNESOTA
S.F. No. 2835NINETY-FOURTH SESSION
(SENATE AUTHORS: NELSON and Hauschild)
OFFICIAL STATUSD-PGDATE
Introduction and first reading03/20/2025
Referred to Taxes 2.1 (1) training and materials costs;
2.2 (2) trainees' wages while in a classroom setting; or
2.3 (3) the costs of a trainer and wages of a trainee while in an on-the-job or job shadowing
2.4setting.
2.5 (h) "Employee wage credit amount" means ten percent of eligible employee wages paid
2.6in a taxable year, up to $20,000 per eligible employee.
2.7 (i) "Maximum credit amount" means the amount of eligible expenses incurred in the
2.8taxable year in which a qualified corporation is certified under subdivision 2, multiplied by
2.960 percent.
2.10 (j) "Provisional certification" means certification of a corporation that has not yet
2.11relocated to Minnesota at the time of the application submitted under subdivision 2.
2.12 (k) "Qualified corporation" means a corporation that has been certified by the
2.13commissioner under subdivision 2.
2.14 (l) "Qualified research" has the meaning given in section 290.068, subdivision 2,
2.15paragraph (b).
2.16 (m) "Relocation or renovation expenses" means:
2.17 (1) moving costs and related expenses;
2.18 (2) purchases of new or replacement equipment;
2.19 (3) leasehold and building improvements;
2.20 (4) renewable energy improvements;
2.21 (5) property assembly and development expenses, including:
2.22 (i) purchase, lease, or construction of buildings;
2.23 (ii) purchase or lease of land;
2.24 (iii) infrastructure improvements; and
2.25 (iv) site development costs; and
2.26 (6) any other costs related to the qualified corporation's relocation or renovation.
2.27 (n) "Research and development facility" means a facility where qualified research is
2.28conducted.
2Section 1.
25-04270 as introduced03/04/25 REVISOR EAP/CH 3.1 Subd. 2.Certification of qualified corporations.(a) A corporation may apply to the
3.2commissioner for certification or provisional certification as a qualified corporation for a
3.3taxable year. The commissioner must prescribe the form and manner for the application.
3.4Applications for certification and provisional certification must be made available on the
3.5department's website by November 1 of the preceding year.
3.6 (b) Within 30 days of receiving an application for certification or provisional certification
3.7under this subdivision, the commissioner must either certify or provisionally certify the
3.8corporation as satisfying the conditions required of a qualified corporation, request additional
3.9information from the corporation, or reject the application for certification or provisional
3.10certification. If the commissioner requests additional information from the corporation, the
3.11commissioner must either certify or provisionally certify the corporation or reject the
3.12application within 30 days of receiving the additional information. If the commissioner
3.13neither certifies or provisionally certifies the corporation nor rejects the application within
3.1430 days of receiving the original application or within 30 days of receiving the additional
3.15information requested, whichever is later, then the application is deemed rejected. A
3.16corporation that applies for certification or provisional certification and is rejected may
3.17reapply.
3.18 (c) To receive certification or provisional certification as a qualified corporation, a
3.19corporation must satisfy all of the following conditions:
3.20 (1) the corporation had worldwide revenues of at least $250,000,000 in the immediately
3.21preceding taxable year;
3.22 (2) the corporation's corporate headquarters are located in Minnesota in the taxable year
3.23or will be located in Minnesota in the next taxable year;
3.24 (3) the corporation employs at least 250 eligible employees at its corporate headquarters
3.25in the taxable year or, if the corporation is relocating to Minnesota, will employ at least 250
3.26eligible employees at its corporate headquarters in Minnesota in the next taxable year;
3.27 (4) the corporation has made a minimum investment of $10,000,000 in eligible expenses
3.28related to the corporate headquarters project; and
3.29 (5) the corporation has created new jobs or maintained the current level of positions at
3.30the corporate headquarters in the taxable year as compared to the immediately preceding
3.31taxable year.
3Section 1.
25-04270 as introduced03/04/25 REVISOR EAP/CH 4.1 (d) A corporation that has received provisional certification under this subdivision must
4.2apply for and receive certification as a qualified corporation for the year the credit is first
4.3claimed.
4.4 Subd. 3.Credit allowed.(a) A qualified corporation located in Minnesota is eligible
4.5for a credit as provided in this subdivision.
4.6 (b) In the first year the credit is claimed, the credit is equal to the lesser of:
4.7 (1) the employee wage credit amount; or
4.8 (2) the maximum credit amount.
4.9 (c) If the maximum credit amount exceeds the employee credit amount in the first year
4.10the credit is claimed, a qualified corporation may claim a credit equal to the employee wage
4.11credit amount for each taxable year, for up to ten years, until the total of employee wage
4.12credit amounts claimed equals the maximum credit amount.
4.13 Subd. 4.Annual reporting to commissioner; continuing certification.(a) By March
4.141 of each year immediately following the year in which a qualified corporation was first
4.15certified under subdivision 2, the qualified corporation must submit a report to the
4.16commissioner affirming that it meets the requirements of subdivision 2 for each year a credit
4.17is claimed under subdivision 3. If the commissioner determines that a corporation meets
4.18the requirements of subdivision 2, the commissioner must issue a credit certificate stating
4.19the amount of credit that the qualified corporation may claim for the taxable year.
4.20 (b) If a corporation does not meet the requirements of subdivision 2 for a taxable year,
4.21the commissioner must notify the corporation within 30 days of receipt of the report, and
4.22the corporation is not allowed a credit for that taxable year.
4.23 Subd. 5.Report to legislature.Beginning in 2028, the commissioner must annually
4.24report by March 15 to the chairs and ranking minority members of the legislative committees
4.25with jurisdiction over taxes and economic development in compliance with sections 3.195
4.26and 3.197, on the tax credits issued under this section. The report must include:
4.27 (1) the number and amount of the credits issued;
4.28 (2) the total amount of eligible expenses resulting in certification of tax credits; and
4.29 (3) any other information relevant to evaluating the effect of these credits.
4.30 EFFECTIVE DATE.This section is effective for taxable years beginning after December
4.3131, 2025.
4Section 1.
25-04270 as introduced03/04/25 REVISOR EAP/CH 5.1 Sec. 2. [290.0696] MINNESOTA CORPORATE HEADQUARTERS CREDIT.
5.2 Subdivision 1.Definitions.For purposes of this section, the terms used in this section
5.3have the meanings given in section 116J.8739.
5.4 Subd. 2.Credit allowed.A qualified corporation is allowed a credit against the tax
5.5imposed under this chapter equal to the amount determined under section 116J.8739,
5.6subdivision 3, and, if applicable, certified by the commissioner of employment and economic
5.7development under section 116J.8739, subdivision 2 or 4.
5.8 Subd. 3.Credit refundable; appropriation.If the amount of the credit under this
5.9section for any taxable year exceeds the claimant's liability for tax under this chapter, the
5.10commissioner must refund the excess to the claimant. An amount sufficient to pay the
5.11refunds required by this section is appropriated to the commissioner from the general fund.
5.12 Subd. 4.Audit powers.Notwithstanding the certification eligibility issued by the
5.13commissioner of employment and economic development under section 116J.8739, the
5.14commissioner may utilize any audit and examination powers under chapter 270C or 289A
5.15to the extent necessary to verify that the taxpayer is eligible for the credit and to assess for
5.16the amount of any improperly claimed credit.
5.17 EFFECTIVE DATE.This section is effective for taxable years beginning after December
5.1831, 2025.
5Sec. 2.
25-04270 as introduced03/04/25 REVISOR EAP/CH