Start a Corporation in Tennessee

For starters, you’ll need to know if your preferred corporation name is available. To find that out, check out Tennessee SOS Business Name Availability Search. Once you settle on a name, you’ll also need to adhere to state naming laws as outlined in TN Code § 48-14-101. This means your corporate name must:

• Contain “Corporation,” “Incorporated,” “Inc.,” “Corp.,” or other acceptable corporate descriptor.
• Be unique from other business names registered in Tennessee.
• Get written approval from the Tennessee Department of Financial Institutions if the name contains words like “mortgage,” “bank,” “banks,” “credit union,” or “trust.”

Every Tennessee corporation must appoint a registered agent. You don’t need to hire a registered agent, but if you do, make sure your registered agent will list their address on your charter wherever possible to ensure maximum privacy.

Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Tennessee For-Profit Corporation Charter. You can file by mail, in person, or online. Mail and in person filings cost just $100. Online filings come with a convinience fee of $2.35.

Note: All of the information included on this form will become public record.

You’ll need to include the following information:

• Corporate name. Your name must include “Corporation,” “Incorporated,” “Company,” or an abbreviation for one of these words. Most corporations opt to keep it simple with “Corp” or “Inc.”
• Name consent. Under certain circumstances, you can request to name your corporation something indistinguishable from a name already being used by an existing business. If this applies to your corporation, check the box in this section and be sure to include the required Application to Use an Indistinguishable Name (which requires an additional $20 fee). Most corporations skip this section.
• Company designation. If applicable to your corporation, you will need to enter an additional designation. These designations are mostly used for financial corporations like banks, insurance companies, credit unions, and trust corporations, but this also includes professional corporations. Tip: Unless these designations are relevant to your corporation, you can skip this section.
• Registered agent & office. For your Tennessee registered agent, you can list an individual state resident (like someone in your Tennessee corporation) or a business that provides registered agent service (like Northwest). You are also required to include the Tennessee street address where your registered agent will be available during business hours to accept legal notifications for your corporation. Tip: When you hire Northwest, our address will go here.
• Fiscal year close month & duration. List the month your business year ends. Most corporations operate on a calendar year and list “December.” You also need to decide whether or not you want your business to continue indefinitely. If so, choose “Perpetual,” but if you prefer to set a self-destruct timer on your corporation, list the date you want your business to end. Tip: Most corporations choose “Perpetual.”
• Effective date. When would you like your Tennessee corporation to begin? If you want it to start right away, skip this section. If you want to start on a specific date, you can list an effective date up to 90 days in the future. Tip: Most businesses skip this section.
• For-profit corporations. When your incorporator signs the charter, they acknowledge the corporation being formed is for-profit.
• Authorized shares. List the number of shares you wish to create. You must create at least one share.
• Principal office. This street address is the official address of your business and where you will receive mail (other than legal notifications—those are sent to your registered agent). This address is verified by the United States Postal Service and if it is determined as undeliverable, your charter will be rejected until a deliverable address is provided. You cannot list a PO box. A business email is also requested for notifications and reminders. Tip: Would you rather keep your information private? When you hire Northwest, you can list our Tennessee address and email address here.
• Mailing address. If you’d like to receive notifications from the Division of Business Services at your principal office address, skip this section. If you want your principal office address on public record, but prefer your mail be sent to another address, include the address information here.
• Tennessee incorporator. Your incorporator is the person who signs and submits your For-Profit Corporation Charter. You must have at least one incorporator, and incorporators must include their names and addresses. Your incorporator doesn’t have to be a director, officer, or anyone in the corporation—just a legal adult you authorize to sign and submit your form. Tip: We’ll be your incorporator when you hire Northwest to form your Tennessee corporation.
• Professional corporation. A professional corporation provides a state-licensed service (think doctors and lawyers). If you’re creating a professional corporation, you’ll need to tick the box in Section 12 and list your professional service. Tip: Most corporations are not professional corporations.
• Other provisions. This optional section gives you the chance to list other details about your corporation that aren’t necessarily required to be included in the charter. For example, you could include a list of the initial board of directors or your corporation’s business purpose. Have nothing you’d like to add? Skip this section.

Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.

Learn How to get an EIN for your corporation.

Beginning on January 2024, most US corporations will need to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). You’ll be required to report some information about your corporation and its beneficial owners. New corporations will also need to provide information about the company applicant.

• Beneficial Owner: Anyone with at least 25% ownership stake in your company. In addition, anyone with substantial control over the corporation’s operation, such as a CEO, CFO, or General Counsel is also considered a beneficial owner.
• Company Applicant: The individual who filed your Tennessee For-Profit Corporation Charter with the Secretary of State. Corporations formed before 2024 aren’t required to include company applicant information.

As of January 2024, you can file the BOI Report for free online with the Beneficial Ownership Secure System (BOSS).

Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.

For more on Tennessee Corporate Bylaws (including a free Tennessee Corporate Bylaws template), see our Tennessee Corporate Bylaws resource.

An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.

Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.

In Tennessee, corporations file an annual report each year, along with state franchise and excise taxes.