Start a Free LLC in Tennessee
LLC Register forms your free Tennessee LLC, serves as your Tennessee registered agent and keeps your LLC in good standing. Tennessee charges $300 to file the Articles of Organization with the Tennessee Secretary of State.

Tennessee LLC
- Tennessee LLC Formation
- Free
- Tennessee LLC Name Search
- Free
- Tennessee Registered Agent
- $99 per year
- Annual Compliance
- Free
- Tennessee State Filing Fee
- $300
Transparent Cost Guide to Form a Tennessee LLC with LLC Register
Every fee, line by line. The state fee is passed through at cost; there is nothing else to add at checkout.
| Cost item | LLC Register fee | Tennessee state fee | Estimated total | One-time or annual |
|---|---|---|---|---|
Tennessee LLC name search | $0 | $0 | $0 | Free |
Tennessee LLC business name generator | $0 | $0 | $0 | Free |
Tennessee LLC formation (articles of organization) | $0 | $0 | $0 | Free |
Tennessee registered agent | $99 | $0 | $99 | Annual |
Tennessee LLC compliance (annual report) | $0 | $300 | $300 | Annual |
Tennessee state filing fee | $0 | $300 | $300 | One-time |
Tennessee franchise and excise tax (annual minimum) | $0 | $100 | $100 | Annual |
Tennessee LLC formation and annual compliance are included with the $99 annual registered agent service. You also pay the $300 state filing fee required by the Tennessee Secretary of State. That makes $399 in year one, and renewal is $99 per year, plus the $300 Annual Report fee and the $100 minimum Tennessee franchise and excise tax paid to the state at cost.
Comprehensive 10-Step Guide to Form a Tennessee LLC
From the name search to your first annual report, in the order you will do them.
Step 1 — Choose a compliant Tennessee LLC name
Your Tennessee LLC name must contain "Limited Liability Company" or the abbreviation "LLC" or "L.L.C.", and must be distinguishable from other business names on file with the Secretary of State. A name suggesting banking, credit union or trust services, or containing "insurance company", needs written approval from the relevant state regulator before it can be filed. Check that your name is available with the free Tennessee Secretary of State business name search before you file.
Name reservation: for $20 with Form SS-9425; the reservation lasts 120 days (four months) and can be reapplied for once it expires
Step 2 — Select a registered agent in Tennessee
Every Tennessee LLC must name a registered agent to receive legal papers and state mail. Your registered agent can be an individual or a business organization with a physical street address in Tennessee, a P.O. box, route number or box number alone is not accepted, and the agent must be available to accept legal documents at that address. LLC Register's Tennessee registered agent service is $99 a year and includes LLC formation and annual report filing.
Required by the Tennessee Revised Limited Liability Company Act, Tenn. Code Ann. Title 48, Chapter 249
Step 3 — Decide how the Tennessee LLC will be managed
Member-managed LLCs are run by their owners; manager-managed LLCs appoint managers to run the business. You choose the structure when you file the Articles of Organization and set the details in your operating agreement.
Member-managed or manager-managed
Step 4 — File the Articles of Organization with the Tennessee Secretary of State
Submit the Articles of Organization (Form SS-4270) and pay the $300 state filing fee. You can file online through the TNCaB portal, by mail, or in person at the Secretary of State's office in Nashville. The $300 fee covers an LLC with up to six members; each additional member adds $50, up to a $3,000 maximum. The Tennessee Secretary of State does not publish a standard processing time. We prepare and file it for you.
State fee: $300
Step 5 — Create an LLC operating agreement
Tennessee does not require an operating agreement, and it is never filed with the state. State law recognizes a written, oral or implied agreement among the members. Ours is included and ready to sign.
Included with LLC Register
Step 6 — Obtain an EIN or FTIN
Get your federal Employer Identification Number from the IRS. It is free, and applying online gives you the number right away. You need it to hire employees, open a business bank account and file federal taxes; owners without a Social Security number apply with Form SS-4.
Free from the IRS · Form SS-4
Step 7 — Open a business banking account
Keep business and personal money apart to protect your limited liability. Banks usually ask for your filed Articles of Organization, your EIN and your operating agreement.
Bring your formation document, EIN and operating agreement
Step 8 — Register for Tennessee taxes, permits and licenses
If you sell taxable goods or services, register for a Certificate of Registration for sales and use tax with the Tennessee Department of Revenue through the Tennessee Taxpayer Access Point (TNTAP). Online registration is free. Before you hire, register with the Tennessee Department of Labor and Workforce Development for unemployment insurance tax. Tennessee has no state income tax, so there is no state wage withholding to set up. Check with your city and county for local business licenses.
Tax agency: Tennessee Department of Revenue
Step 9 — Consider other LLC documents
Such as a banking resolution, a Certificate of Existence ($20), or foreign qualification if you operate in other states. If you use a brand name other than your LLC's legal name, file a Application for Registration of Assumed Name (SS-4402).
Certificate: $20 · DBA: $20
Step 10 — Set reminders for annual compliance
Tennessee requires the Annual Report every year. It is due on or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC. The first one is due on or before the first day of the fourth month after the close of your first fiscal year as an LLC. We track the deadline and file it on time while your agent service is active.
State fee: $300 · Annual
Tennessee LLC Formation Facts Table
The official numbers, names and links for a Tennessee LLC, each checked against the state agency.
Tennessee LLC filing agency | Tennessee Secretary of State, Division of Business and Charitable Organizations |
|---|---|
Tennessee LLC formation document | Articles of Organization (Form SS-4270) |
Tennessee LLC filing fee | $300 |
Standard processing time | The Tennessee Secretary of State does not publish a standard processing time. |
Expedited filing | Not offered |
Tennessee online LLC filing | tncab.tnsos.gov |
Tennessee LLC name search | swyftfilings.com/business-name-generator |
Name reservation | Available for $20 with Form SS-9425; the reservation lasts 120 days (four months) and can be reapplied for once it expires |
Tennessee registered agent required | Yes |
Registered agent address rule | Your registered agent can be an individual or a business organization with a physical street address in Tennessee, a P.O. box, route number or box number alone is not accepted, and the agent must be available to accept legal documents at that address. |
Can you be your own registered agent | Yes |
Tennessee registered agent service | /registered-agent/tennessee |
Annual or biennial filing | Annual Report, every year |
Annual report state fee | $300 |
First compliance deadline | On or before the first day of the fourth month after the close of your first fiscal year as an LLC |
Recurring due date | On or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC |
Late filing penalty | The $300 fee also covers up to six members, and rises by $50 per member above that, up to a $3,000 maximum. Tennessee does not publish a separate late fee, but an LLC that does not file is administratively dissolved and must pay a $70 fee to be reinstated. |
Annual Report filing | sos.tn.gov/businesses/pages/create-an-account-in-tncab-to-file-an-annual-report |
Tennessee franchise and excise tax | Every Tennessee LLC owes the franchise and excise tax: a 0.25% franchise tax on the LLC's net worth, with a $100 minimum, plus a 6.5% excise tax on its Tennessee taxable income. A 2024 law removed the old property-based alternative measure, so net worth is now the only franchise tax base. |
State income tax on LLC profits | Tennessee has no personal income tax on wages or business profits, so pass-through LLC income is not taxed again on the members' state returns. The LLC itself still owes the franchise and excise tax described above. |
Sales tax permit | Certificate of Registration (Sales and Use Tax), issued by Tennessee Department of Revenue |
Operating agreement required by law | No |
Newspaper publication required | No |
Series LLC allowed | Yes |
Professional LLC (PLLC) allowed | Yes |
Certificate of good standing fee | $20 (Certificate of Existence) |
Foreign LLC registration fee | $300 (Application for Certificate of Authority, Foreign Limited Liability Company (SS-4233)) |
Amendment fee | $20 (Articles of Amendment to LLC Articles of Organization (SS-4451)) |
Dissolution fee | $20 (Articles of Termination of Existence (SS-4245)) |
DBA (assumed name) filing | $20 (Application for Registration of Assumed Name (SS-4402)), filed with Tennessee Secretary of State, Division of Business and Charitable Organizations |
Tennessee LLC law | sos-prod.tnsosgovfiles.com/s3fs-public/document/SS-4270%20LLC_0.pdf |
Free trademark search | trademarkengine.com/free-trademark-search |
Trademark registration | trademarkengine.com |
Virtual mailbox | snapmailbox.com |
Apply for an EIN (IRS) | irs.gov/businesses/small-businesses-self-employed/get-an-employer-identification-number |
Author: LLC RegisterLast reviewed 9/30/2026
Tennessee agency: Tennessee Secretary of StateLast reviewed 9/30/2026
Legal Requirements to Start a Tennessee LLC
What Tennessee law requires of every LLC, with the rule and the agency that enforces it.
A distinguishable LLC name
Your Tennessee LLC name must contain "Limited Liability Company" or the abbreviation "LLC" or "L.L.C.", and must be distinguishable from other business names on file with the Secretary of State. A name suggesting banking, credit union or trust services, or containing "insurance company", needs written approval from the relevant state regulator before it can be filed. Search the name for free with the Tennessee business name search before you file. You can reserve a name for $20 with Form SS-9425; the reservation lasts 120 days (four months) and can be reapplied for once it expires. The rules come from the Tennessee Revised Limited Liability Company Act, Tenn. Code Ann. Title 48, Chapter 249.
A Tennessee registered agent
Every Tennessee LLC must appoint and keep a registered agent in Tennessee. Your registered agent can be an individual or a business organization with a physical street address in Tennessee, a P.O. box, route number or box number alone is not accepted, and the agent must be available to accept legal documents at that address. To change agents, file the SS-4534 Statement of Change of Registered Agent/Office by Entity or Agent ($20). LLC Register's Tennessee registered agent service is $99 a year and includes LLC formation and annual report filing.
The Articles of Organization
Your LLC exists once the Tennessee Secretary of State accepts your Articles of Organization (Form SS-4270) and the $300 filing fee. You can file online through the TNCaB portal, by mail, or in person at the Secretary of State's office in Nashville. The $300 fee covers an LLC with up to six members; each additional member adds $50, up to a $3,000 maximum. The Tennessee Secretary of State does not publish a standard processing time.
An operating agreement
Tennessee does not require an operating agreement, and it is never filed with the state. State law recognizes a written, oral or implied agreement among the members. Even where it is optional, a written operating agreement sets ownership, voting, profit splits and what happens when a member leaves, and banks often ask for one.
Annual Report
Tennessee requires every LLC to file the Annual Report every year for $300. It is due on or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC. The first one is due on or before the first day of the fourth month after the close of your first fiscal year as an LLC. The $300 fee also covers up to six members, and rises by $50 per member above that, up to a $3,000 maximum. Tennessee does not publish a separate late fee, but an LLC that does not file is administratively dissolved and must pay a $70 fee to be reinstated.
State taxes and licenses
Every Tennessee LLC owes the franchise and excise tax: a 0.25% franchise tax on the LLC's net worth, with a $100 minimum, plus a 6.5% excise tax on its Tennessee taxable income. A 2024 law removed the old property-based alternative measure, so net worth is now the only franchise tax base. Tennessee has no personal income tax on wages or business profits, so pass-through LLC income is not taxed again on the members' state returns. The LLC itself still owes the franchise and excise tax described above. If you sell taxable goods or services, register for a Certificate of Registration for sales and use tax with the Tennessee Department of Revenue through the Tennessee Taxpayer Access Point (TNTAP). Online registration is free. See the Tennessee Department of Revenue for registrations.
Tennessee LLC Company Cost Comparison
Published prices for forming and keeping a Tennessee LLC, compared line by line.
| What you pay for | LLC Register | LegalZoom | ZenBusiness |
|---|---|---|---|
LLC formation service | $0 | $0 | $0 |
Tennessee filing fee | $300 | $300 | $300 |
Registered agent, first year | $99 | $249 | $99 |
Annual report filing | $0 | $99 | $100 |
First-year total | $99 + state fee | $249 + state fee | $99 + state fee |
Registered agent renewal | $99 per year | $249 per year | $199 per year |
Competitor prices are for each company's lowest-priced LLC package, as published on its own website on September 29, 2026. The Tennessee state fee is extra with every provider. Prices change; check each provider before you buy.
Why Form Your Tennessee LLC with LLC Register
One price, the whole bill up front, and your LLC kept in good standing every year.
$99 a year. That is the whole price.
The same $99 at renewal, every year. No tiers to compare and nothing pre-checked at checkout.
Formation included
We prepare and file your Articles of Organization with the Tennessee Secretary of State. You pay only the $300 state fee, at cost.
A Tennessee registered agent
A physical Tennessee address for legal and state mail, with scans sent to you the same day.
Your annual compliance, handled
We track the Tennessee deadlines and file your Annual Report on time while your agent service is active.
Every fee shown before you pay
The cost guide above is the bill. State fees are passed through at cost and never marked up.
Support by email
Real people answer your questions by email, before and after your Tennessee LLC is formed.
Important Tennessee LLC Resources and Links
Official Tennessee offices, forms and data in one place. Every link goes to the source.
State government offices
Filing, forms and records
- Online LLC filingtncab.tnsos.gov
- Business name searchtncab.tnsos.gov
- Articles of Organization (Form SS-4270) formsos-prod.tnsosgovfiles.com
- Certificate of Existencesos-prod.tnsosgovfiles.com
- Annual Report filingsos.tn.gov
- Foreign LLC registration (Application for Certificate of Authority, Foreign Limited Liability Company (SS-4233))sos-prod.tnsosgovfiles.com
- DBA (Application for Registration of Assumed Name (SS-4402))sos-prod.tnsosgovfiles.com
Taxes, permits and licenses
Tennessee business data and help
- Population and demographicsU.S. Census Bureau QuickFacts, Tennessee
- Small business statisticsSBA Office of Advocacy, 2025 state small business profiles
- Tennessee Small Business Development Center (TSBDC)tsbdc.org
- U.S. Small Business Administrationsba.gov
- SBA local assistanceFind SBA offices and advisors near you in Tennessee
More official Tennessee resources
Tennessee LLC FAQs
Short questions, direct answers about forming and running an LLC in Tennessee.
How much does it cost to start an LLC in Tennessee?
Per the Tennessee Secretary of State, as of September 2026, Tennessee charges $300 to file the Articles of Organization. After that, the Annual Report costs $300 every year. The Tennessee franchise and excise tax has a minimum of $100 a year. With LLC Register, formation is included in the $99-a-year Tennessee registered agent service, so year one costs $399.
How long does it take to form an LLC in Tennessee?
The Tennessee Secretary of State does not publish a standard processing time. Tennessee does not offer paid expedited processing for LLC formations. Your LLC exists once the state accepts your filing.
How do I start an LLC in Tennessee?
To start an LLC in Tennessee, choose an available name, appoint a Tennessee registered agent, and file the Articles of Organization with the Tennessee Secretary of State for $300. Then sign an operating agreement, get a free EIN from the IRS, open a business bank account and register for any state taxes. LLC Register files it for you as part of the $99-a-year registered agent service.
Can I form an LLC online in Tennessee?
Yes. You can file online through the TNCaB portal, by mail, or in person at the Secretary of State's office in Nashville. The $300 fee covers an LLC with up to six members; each additional member adds $50, up to a $3,000 maximum. The Articles of Organization costs $300.
What is the Tennessee LLC formation document called?
In Tennessee you form an LLC by filing the Articles of Organization (Form SS-4270) with the Tennessee Secretary of State. Other states call this document the articles of organization or the certificate of formation. The filing fee is $300.
Is there an expedited LLC filing option in Tennessee?
No. Tennessee does not offer paid expedited processing for LLC formations. The Tennessee Secretary of State does not publish a standard processing time.
How do I do a Tennessee LLC name search?
Use the Tennessee Secretary of State's free online business name search to check whether your LLC name is available. Your Tennessee LLC name must contain "Limited Liability Company" or the abbreviation "LLC" or "L.L.C.", and must be distinguishable from other business names on file with the Secretary of State. A name suggesting banking, credit union or trust services, or containing "insurance company", needs written approval from the relevant state regulator before it can be filed.
What are the Tennessee LLC name requirements?
Your Tennessee LLC name must contain "Limited Liability Company" or the abbreviation "LLC" or "L.L.C.", and must be distinguishable from other business names on file with the Secretary of State. A name suggesting banking, credit union or trust services, or containing "insurance company", needs written approval from the relevant state regulator before it can be filed. The rules are set by the Tennessee Revised Limited Liability Company Act, Tenn. Code Ann. Title 48, Chapter 249.
Can I reserve an LLC name in Tennessee?
Yes. You can reserve a name for $20 with Form SS-9425; the reservation lasts 120 days (four months) and can be reapplied for once it expires. A reservation is optional; filing the formation document also secures the name.
Do I need a registered agent for my Tennessee LLC?
Yes. Every Tennessee LLC must have a registered agent. Your registered agent can be an individual or a business organization with a physical street address in Tennessee, a P.O. box, route number or box number alone is not accepted, and the agent must be available to accept legal documents at that address.
Can I be my own registered agent in Tennessee?
Yes. A member or manager can serve as the LLC's registered agent as long as they have a physical street address in Tennessee. Your address becomes public record, and someone must be there during business hours to accept legal papers.
Can I use a PO box for my Tennessee LLC?
Not as your registered agent's address. Your registered agent can be an individual or a business organization with a physical street address in Tennessee, a P.O. box, route number or box number alone is not accepted, and the agent must be available to accept legal documents at that address. A PO box can usually serve as a mailing address, but the registered agent needs a physical address in Tennessee.
How do I change my registered agent in Tennessee?
File the SS-4534 Statement of Change of Registered Agent/Office by Entity or Agent with the Tennessee Secretary of State. The fee is $20.
How much does a registered agent cost in Tennessee?
Serving as your own Tennessee registered agent is free if you qualify. Commercial registered agents charge a yearly fee. LLC Register's Tennessee registered agent service is $99 a year and includes LLC formation and annual report filing.
Does Tennessee require an annual report for LLCs?
Yes. Tennessee LLCs must file the Annual Report every year. The state fee is $300.
When is the Tennessee LLC annual report due?
The Annual Report is due on or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC. Your first one is due on or before the first day of the fourth month after the close of your first fiscal year as an LLC. It is filed with the Tennessee Secretary of State.
How much is the Tennessee LLC annual report fee?
Per the Tennessee Secretary of State, as of September 2026, the Annual Report state fee is $300. It is due on or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC. LLC Register files it for you at no extra service fee while your registered agent service is active.
What happens if I miss the Tennessee annual report deadline?
The $300 fee also covers up to six members, and rises by $50 per member above that, up to a $3,000 maximum. Tennessee does not publish a separate late fee, but an LLC that does not file is administratively dissolved and must pay a $70 fee to be reinstated. File as soon as possible to keep your LLC in good standing.
Does Tennessee have a franchise tax for LLCs?
Every Tennessee LLC owes the franchise and excise tax: a 0.25% franchise tax on the LLC's net worth, with a $100 minimum, plus a 6.5% excise tax on its Tennessee taxable income. A 2024 law removed the old property-based alternative measure, so net worth is now the only franchise tax base.
How are LLCs taxed in Tennessee?
Tennessee has no personal income tax on wages or business profits, so pass-through LLC income is not taxed again on the members' state returns. The LLC itself still owes the franchise and excise tax described above. Federally, a single-member LLC is taxed like a sole proprietorship and a multi-member LLC like a partnership, unless it elects to be taxed as a corporation.
Do I need a sales tax permit for my Tennessee LLC?
If you sell taxable goods or services, register for a Certificate of Registration for sales and use tax with the Tennessee Department of Revenue through the Tennessee Taxpayer Access Point (TNTAP). Online registration is free.
How do I register my Tennessee LLC as an employer?
Before you hire, register with the Tennessee Department of Labor and Workforce Development for unemployment insurance tax. Tennessee has no state income tax, so there is no state wage withholding to set up. You also need an EIN from the IRS before you run payroll.
Do I need a business license for my Tennessee LLC?
It depends on your industry and location: Tennessee regulates some professions and activities through state licenses, and many cities and counties require local business licenses. Start with the Tennessee Department of Economic and Community Development.
Do I need an operating agreement for a Tennessee LLC?
Tennessee does not require an operating agreement, and it is never filed with the state. State law recognizes a written, oral or implied agreement among the members. LLC Register includes an operating agreement with every Tennessee LLC it forms.
Do I need an EIN for my Tennessee LLC?
You need an EIN if your LLC has employees or more than one member, and most banks ask for one to open a business account. A single-member LLC without employees can use the owner's Social Security number for federal taxes, but an EIN keeps it off business paperwork.
How do I get an EIN for a Tennessee LLC?
Apply for free on the IRS website once the state has approved your LLC; online applicants receive the EIN immediately. Owners without a Social Security number can apply with Form SS-4 by fax or mail.
Can a nonresident form an LLC in Tennessee?
Yes. You do not have to live in Tennessee or be a U.S. citizen to form a Tennessee LLC. You do need a registered agent with a physical address in Tennessee. Non-U.S. owners without a Social Security number apply for an EIN with IRS Form SS-4.
Can I form a single-member LLC in Tennessee?
Yes. Tennessee allows an LLC with a single owner. By default the IRS taxes a single-member LLC like a sole proprietorship, reported on the owner's personal return.
Does Tennessee allow series LLCs?
Yes. Tennessee's Revised Limited Liability Company Act allows a series LLC that meets the requirements of T.C.A. § 48-249-309, certified on the Articles of Organization.
Can licensed professionals form a PLLC in Tennessee?
Yes. Licensed professionals can form a professional LLC by checking the professional designation on the Articles of Organization and certifying that its members are qualified persons under T.C.A. § 48-249-1102.
Does Tennessee require LLCs to publish a formation notice?
No. Tennessee does not require newspaper publication to form an LLC.
How do I get a certificate of good standing in Tennessee?
Order a Certificate of Existence from the Tennessee Secretary of State for $20. Banks, lenders and other states often ask for one as proof your LLC is current with the state.
How do I register a foreign LLC in Tennessee?
An LLC formed in another state registers to do business in Tennessee by filing the Application for Certificate of Authority, Foreign Limited Liability Company (SS-4233) with the Tennessee Secretary of State. The fee is $300, and the LLC needs a Tennessee registered agent. A foreign LLC's Application for Certificate of Authority must be accompanied by a certificate of existence from its home state dated within the prior two months.
How do I amend my Tennessee LLC?
File the Articles of Amendment to LLC Articles of Organization (SS-4451) with the Tennessee Secretary of State for $20. Amend when you change your LLC's name or other information in the formation document.
How do I dissolve an LLC in Tennessee?
File the Articles of Termination of Existence (SS-4245) with the Tennessee Secretary of State for $20. Before you file, wind up the business: pay debts, close tax accounts and distribute what is left to the members.
How do I file a DBA for my Tennessee LLC?
File an Application for Registration of Assumed Name (Form SS-4402) with the Tennessee Secretary of State for $20 before you use the name. A DBA lets your LLC trade under another name without forming a new company.
Can my Tennessee LLC be taxed as an S corporation?
Yes. An eligible LLC can elect S corporation tax status by filing IRS Form 2553. The election can reduce self-employment tax once profits are high enough to pay yourself a reasonable salary. Tennessee has no personal income tax on wages or business profits, so pass-through LLC income is not taxed again on the members' state returns. The LLC itself still owes the franchise and excise tax described above.
What are the benefits of forming an LLC in Tennessee?
An LLC separates your personal assets from business debts and lawsuits, keeps pass-through taxation, and needs less paperwork than a corporation. In Tennessee it costs $300 to form and the Annual Report is $300 every year.
LLC vs sole proprietorship in Tennessee: which is better?
A sole proprietorship costs nothing to start, but you are personally liable for the business's debts. A Tennessee LLC costs $300 to form and protects your personal assets, with the same pass-through taxes by default.
Should I form my LLC in Delaware or Wyoming instead of Tennessee?
Usually not if your business operates in Tennessee. An out-of-state LLC doing business here must also register as a foreign LLC in Tennessee for $300 and keep a Tennessee registered agent, so you pay two states' fees.
Does LLC Register charge a separate fee to form a Tennessee LLC?
No. Formation is included in the $99-a-year Tennessee registered agent service. The state still charges its $300 filing fee, which we pass through at cost.
What does LLC Register include with a Tennessee LLC?
For $99 a year plus the $300 state fee: Tennessee LLC formation in year one, a Tennessee registered agent, an operating agreement, and filing of your Annual Report every year. Renewal is $99 a year. State fees are passed through at cost.
Does my Tennessee LLC need to file a BOI report with FinCEN?
No. FinCEN has exempted companies created in the United States from beneficial ownership information (BOI) reporting. Only foreign companies registered to do business in a U.S. state still have to report.
Which state agency handles LLC filings in Tennessee?
The Tennessee Secretary of State, Division of Business and Charitable Organizations, handles LLC formations, amendments and annual filings. Its office is at 312 Rosa L. Parks Avenue, Nashville, TN 37243-1102.
Do I need a separate bank account for my Tennessee LLC?
Yes, you should. Mixing business and personal money can weaken the liability protection your LLC gives you. Banks usually ask for your filed Articles of Organization, your EIN and your operating agreement.
Complete Tennessee LLC Glossary
The terms, documents and filings you will meet when forming a Tennessee LLC.
Annual report
A recurring filing that keeps your LLC in good standing with the state. In Tennessee it is the Annual Report, due on or before the first day of the fourth month after the close of your LLC's fiscal year, which is April 1 for a calendar-year LLC.
Articles of Organization
The document filed with the state to create an LLC. Some states call it a Certificate of Formation; in Tennessee it is the Articles of Organization.
Assumed name (DBA)
A trade name your LLC uses instead of its legal name. In Tennessee you file a Application for Registration of Assumed Name (SS-4402).
Banking resolution
A document authorizing who may open and run the LLC's bank accounts.
Certificate of good standing
Proof from the state that your LLC exists and is current on its filings and fees. In Tennessee it is the Certificate of Existence.
Dissolution
Formally closing an LLC with the state. In Tennessee you file the Articles of Termination of Existence (SS-4245).
EIN
Employer Identification Number: the nine-digit federal tax ID the IRS issues to a business.
Foreign qualification
Registering an LLC formed in another state so it can do business in Tennessee, through the Application for Certificate of Authority, Foreign Limited Liability Company (SS-4233).
Franchise tax
A state tax some states charge for the privilege of doing business there. Every Tennessee LLC owes the franchise and excise tax: a 0.25% franchise tax on the LLC's net worth, with a $100 minimum, plus a 6.5% excise tax on its Tennessee taxable income. A 2024 law removed the old property-based alternative measure, so net worth is now the only franchise tax base.
Limited liability
The legal protection that keeps the owners' personal assets separate from the LLC's debts and lawsuits.
Manager-managed LLC
An LLC run by appointed managers rather than by all of its members.
Member
An owner of an LLC. An LLC can have one member or many, and members can be people or companies.
Member-managed LLC
An LLC run directly by its owners, the members.
Operating agreement
The internal contract that sets out an LLC's ownership, voting, profits and what happens when a member leaves.
Pass-through taxation
The default federal tax treatment of an LLC: profits pass to the owners' personal returns instead of being taxed at the company level.
Professional LLC (PLLC)
An LLC for licensed professionals such as doctors, lawyers or accountants. Available in Tennessee.
Registered agent
The person or company with a physical Tennessee address named to receive legal papers and state mail for the LLC.
S corporation election
A federal tax election, made on IRS Form 2553, that lets an eligible LLC be taxed as an S corporation.
Series LLC
An LLC divided into separate series, each with its own assets and liabilities. Allowed in Tennessee.
Single-member LLC
An LLC with one owner. By default the IRS taxes it like a sole proprietorship.
Tennessee Revised Limited Liability Company Act, Tenn. Code Ann. Title 48, Chapter 249
The Tennessee law that governs how LLCs are formed, run and dissolved.
