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To start an LLC in Tennessee, you file the Articles of Organization on Form SS-4270 with the Division of Business Services at the Secretary of State. The Business Forms and Fees page lists the fee as $300. The asterisk beside it says additional fees may apply, so treat $300 as the floor. The FAQ page sends you to the TNCaB portal for LLC paperwork. It also keeps paper forms for mail and in-person filing.
The yearly bill matters more than the filing fee here. Tennessee charges at least $300 for each LLC annual report. Plan for that before you pick Tennessee.
What name can a Tennessee LLC use?
The name must contain "limited liability company," the abbreviation "L.L.C." or "LLC," or like words in another language. It may not include "corporation" or "incorporated." It also has to be distinguishable on the state's records from every other true, assumed, reserved or registered name.
A rejected filing is often a name problem. The Secretary of State lists "not distinguishable from another business entity on file" among its common reasons for rejection. Run a search first. Our Tennessee business search guide shows how, and how to check LLC name availability covers the habits that work in any state.
To hold a name while you prepare, use Application for Name Reservation, Form SS-9425. It costs $20. See our name reservation guide for when a hold is worth it.
Who can be the registered agent?
Every Tennessee LLC needs a registered agent and office. The FAQ describes the agent as a person or company that agrees to accept legal mail for the entity. The registered office must be a physical Tennessee address, not a post office box or route number alone.
The pages we read do not list who may serve beyond that. Our Tennessee registered agent guide covers the change and resignation forms. If you want to serve yourself, read be your own registered agent first.
How do I file the articles?
- Pick the name and run the search.
- Choose the registered agent and the physical Tennessee office address.
- Open TNCaB to file online, or use Form SS-4270 for mail or in-person filing.
- Pay the $300 minimum filing fee.
- Keep a copy of the filed articles.
Tennessee also publishes an Obligated Member Entity Addendum, Form SS-4600, with no fee. It is a separate optional form. Ask a lawyer whether your LLC needs it.
The pages we read give no standard processing time, so do not promise anyone a date.
What should I do after approval?
Write an operating agreement. The Secretary of State forms list does not include one for filing. Our free template guide is generic and not legal advice. Then get an EIN from the IRS. Our how to get an EIN guide walks through it.
What does a Tennessee LLC owe each year?
An annual report, filed in TNCaB. You must create an account there before you can file. The fee is $300 minimum, plus $50 for each member over 6, with a $3,000 cap. The due date is the first day of the fourth month after the end of the LLC's fiscal year. For a calendar year LLC that is April 1.
Miss it and the state may dissolve the LLC administratively. The inactive record shows up in searches. Reinstatement uses Form SS-9410 and costs $70. The state says it can also reject a filing when it cannot get tax clearance from the Department of Revenue. Tax clearance is required to get a certificate of existence, to reinstate, and to cancel or withdraw an entity.
A certificate of existence proves the LLC is active and in good standing. The fee is $20 per the forms page, once tax clearance is in order.
Anything unusual about Tennessee?
Two things. The annual report fee is a flat entity fee tied to member count, so it grows with a larger LLC. And the tax clearance step can stall a certificate or a reinstatement. Compare totals in LLC fees by state before you decide.
Ready to go? Use the start an LLC form.
After approval, check the rules in our Tennessee business license guide.