There are several different options when it comes to forming a business in Tennessee. From a legal perspective, there are three main types of Tennessee for-profit business entities: LLCs, S Corporations or C Corporations. For many entrepreneurs, we believe an LLC provides the right mix of liability protection and ease of administration.
In order to form an LLC in the state of Tennessee, there are some minimum requirements you must meet. These are a completed set of Articles of Organization, a business name and a fee you pay to the Tennessee Secretary of State. We recommend taking some additional steps before formally starting your LLC:
- Research your target market to make sure there’s a demand for the products and services you provide.
- Read industry guides to give you a starting point in your niche.
- Create a comprehensive business plan that defines the most important aspects of your Tennessee business.
- Write an Operating Agreement that covers how you will run your LLC.
After you’ve created your Tennessee LLC, you will also need to review your business license requirements, understand ongoing filing needs, set up a separate business bank account and get an accountant.
In Tennessee, you register a business by completing and filing your Articles of Organization with the Tennessee Secretary of State. You will need to gather pertinent information about your business, fill out the form and send it to the Secretary of State with your filing fee. This will officially form your LLC in Tennessee.
You can file your Articles of Organization on the Secretary of State website or mail it in. Alternatively, Incfile can guide you through every step of the process by getting details from you and filing the form on your behalf — for free! There’s no additional charge for our basic LLC filing service, so all you need to do is pay the Tennessee state filing fee.
And get a free Registered Agent for a year.
At the time of writing the fee charged by the Tennessee Secretary of State is $50 per member in existence on the date of the filing, with a minimum fee of $300.00 and a maximum fee of $3,000.00 . You can always check the latest Tennessee filing fees here. Some states allow you to pay an additional expedited filing through Incfile, which will create your LLC faster. The amount of the expedited fee is dependent on how quickly you want your filing processed. Some LLC filing services do charge you extra to prepare and submit your filing documents, but at Incfile, we do this for free — so you only pay the state fee.
Once you’ve gathered all of your information together and filed your Articles of Organization (or had Incfile do it for you), it can take as little as one day for the Tennessee Secretary of State to legally create your LLC if you've completed the process online. Since the formation process is so quick, the state of Tennessee doesn't over any expedited filing like many other states do.
The name of your Tennessee LLC needs to be unique, so you’ll need to check if it’s already being used by another business. You can do that via the Tennessee Secretary of State website, or by using our fast and simple Business Name Search tool.
Find out using Incfile’s Business Name Search Tool.
Try Incfile’s Business Name Generator to brainstorm ideas.
There are a few ways to register your Tennessee LLC name.
- If you’re forming a new business and your business name is unique in Tennessee and meets state naming rules, you simply include it in your Articles of Organization.
- If you want to change the legal name of your business, file Articles of Amendment with the Secretary of State.
- f you just want to do business under a different name, file an Application for Registration of Assumed LLC Name with the Tennessee Secretary of State, or we can do that on your behalf.
If you want to prevent people from using your business name across the U.S., you can file a trademark for the name. We can help.
In several other states, the formal documents that you file to form a corporation or LLC might be known as Articles of Incorporation. In Tennessee, this document is called your Articles of Organization, and it performs the same functions as the Articles of Incorporation.
Yes, the State of Tennessee allows the formation of Series LLC within the state. A Series LLC is a special type of LLC where you create one “overall” business and then have individual, series LLCs within it, each counted as separate legal entities.
To form a Series LLC, simply fill out the Articles of Organization form as you would for a Domestic LLC, but make sure you indicate in the appropriate spot that your LLC is a Series LLC. Then, simply file it with the Secretary of State. The fee for a Series LLC formation is the same as the typical Domestic LLC.
Yes, all legal business entities in Tennessee, including LLCs, must have a Registered Agent at all times. Here at Incfile, we provide a free Tennessee Registered Agent service for the first year if you file through us.
Or get your first year free when you incorporate your business through us.
If you wish to change your Tennessee Registered Agent you can do so by filing a Statement of Change with the Secretary of State. Here at Incfile, we provide a free Tennessee Registered Agent service for the first year if you file through us. If you’ve been using a different Registered Agent and want to switch to us, we’ll file the Statement of Change on your behalf.
Have Incfile file the paperwork for you.
If you need to know the Registered Agent of a specific Tennessee business, you can perform a Tennessee Registered Agent search within the state's business database.
As an LLC, any business profits you earn will be reported on your personal 1040 filing and reported and taxed as “pass-through” income. You will typically need to pay:
- Self-employment or payroll tax on all business profits
- Federal income tax on profits after you meet your tax-free allowance
- Sales tax for selling taxable products and services
Tennessee charges a 7 percent state sales and use tax on all retail sales, leases and rentals of most goods. You will also need to pay sales tax if you provide a taxable service. You can find a full list of taxable services here.
You will need to register as a sales tax vendor with the Tennessee Department of Revenue. You can complete this process online.
The base rate for Tennessee sales tax is 7 percent, and there may be additional sales tax depending on your region, county or city. Once you know your overall sales tax amount, calculate the value of all your taxable products and services. Then, multiply that by your sales tax rate to understand how much you will need to pay.
Once your LLC’s sales tax application is approved, you will receive information with instructions on how often you must file a sales tax return and pay sales taxes. Returns and payments may be due monthly, quarterly or annually.
Any business entity operating within the state of Tennessee must register for and pay franchise and excise tax simply for the privilege of doing business within the state. The minimum franchise tax due each year is $100 and must be paid to the Tennessee Department of Revenue.
Further franchise and excise tax information can be found on the Tennessee Department of Revenue website.
If you conduct business within the state of Tennessee, you'll need to register for and pay business tax to the Department of Revenue. The total business tax due consists of a state business tax as well as a city business tax. To determine how much you'll need to pay, refer to the business tax resources provided by the Department of Revenue.
If you wish to conduct business within Tennessee and continue operating at full capacity, you'll likely need some type of business license to do so. The types of business licenses you need will vary depending on your type of business, industry, location and various other factors. We can research the types of business licenses you might need for you.
We hope you’ve found this Tennessee LLC FAQ useful. If you’ve used our services and have a question that isn’t answered here, let us know and we’d be happy to help.