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Tennessee LLC Formation Options

Do It Yourself

Sign up for a free account and use our online tools to start your Tennessee LLC today. Includes Tennessee LLC formation and maintenance walkthrough and company document creation. All for free—just pay state fees.

$0 Total

Go Monthly

Skip the state fees! Get a Tennessee LLC and the best of our services today. Includes EIN, hassle-free maintenance, business address & mail forwarding, Privacy by Default®, local Corporate Guide® service, and everything you need to operate at full capacity.

$54 / Month

Pay in Full

Includes Tennessee LLC, business address & free mail forwarding, Privacy by Default®, lifetime support from local Corporate Guides® and a year of registered agent service.

$534 Total
Rated 4.6 / 5 stars by 152 clients on Google

How to Start an LLC in Tennessee

To start an LLC in Tennessee, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Organization with the Secretary of State. You can file the document online, by mail, or in person. The articles cost a minimum of $300 to file (the fee increases if there are more than six members). Once filed with the state, this document formally creates your Tennessee LLC.

How to Start an LLC
1
Appoint a Registered Agent

According to TN Code § 48-208-101 (2019), every Tennessee LLC 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 articles wherever possible to ensure maximum privacy.

2
Name Your LLC

If you’re starting a new business, you probably already know what you want to name your LLC. But you’ll need to know if your preferred name is available. To find out, visit https://tnbear.tn.gov/ecommerce/nameavailability.aspx and search until you find the perfect name for your LLC.

3
Submit Tennessee Articles of Organization

Once you know who your registered agent will be and what your LLC name is, you’re ready to file your Tennessee Articles of Organization. Follow along with our filing instructions below:

Filing the Tennessee LLC Articles of Organization

Learn more about each Articles of Organization requirement below. Note that the information you provide becomes part of the public record—permanently.

Or skip the form entirely and hire us to form your Tennessee LLC. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private.

1. Company Name

If your LLC isn’t just a standard LLC (for example, if you’re a nonprofit, a professional LLC or a series LLC), you’ll have to note that in this section and also tick the appropriate box on the last page of the paper application. If you’re a bank, insurance company, litigation financier, or trust company, you’ll need to note that in the designation section as well. Tip: Most LLCs aren’t any of these and skip this section.

2. Name Consent

Want to use an LLC name already in use in Tennessee? You can if you get permission and tick the box in this section. Tip: Most businesses opt for something original and skip this section.

3. Additional Designation

If your LLC isn’t just a standard LLC (for example, if you’re a nonprofit, a professional LLC or a series LLC), you’ll have to note that in this section and also tick the appropriate box on the last page of the paper application. If you’re a bank, insurance company, litigation financier, or trust company, you’ll need to note that in the designation section as well. Tip: Most LLCs aren’t any of these and skip this section.

4. Registered Agent and Registered Office

This is the name of your Tennessee registered agent and street address in where your registered agent will be available. When you hire us, our address will go here, and you can better keep your personal home or office address private.

5. Fiscal Year Close Month

Include the month that your fiscal year ends. Most businesses operate on a normal calendar year and list December as their fiscal year close month.

6. Effective Date

If you want your LLC to begin on a specific date in the near future (maybe the next tax period is just around the corner), you can list an effective date up to 90 days in the future. Want your Tennessee LLC to start right away? Skip this section.

7. LLC Management

Tick the box to indicate whether your LLC is managed by members (typical), managers (fairly common), or directors (uncommon). If members share decision-making powers, your LLC is member-managed. If members give these powers to one or more managers, your LLC is manager-managed. Tennessee also allows for “director-managed” LLCs, which are similar in structure to corporations.

8. Number of Members

Enter the number of members of the LLC at the date of filing. If the number of members is not indicated, the Division of Business Services will list the number of members as one (1) by default. Have more than 6 members? You’ll pay a higher filing fee—$50 per each additional member.

9. Duration

Want to put an end date on your LLC? Include that here. Prefer to have your Tennessee LLC continue indefinitely? Choose “perpetual.”

10. Principal Office Address

This is the official street address of your Tennessee LLC. Hire Northwest and you can use our Tennessee address as your principal office.

11. Complete Mailing Address

This section is optional, but if you want notifications from the Secretary of State to be sent to an address other than the principal office address, enter that address here. Putting your address here would only serve to chip away at the privacy you gain by hiring Northwest and using our address instead of yours.

12. Non-Profit LLC

Will your LLC be a non-profit? If not, leave this blank. Non-profit LLCs are uncommon and have strict requirements. Tennessee requires nonprofit LLCs to have a single member who in turn must be a nonprofit corporation.

13. Professional LLC

Professionals that hold a license (doctors, lawyers, engineers, etc…) can opt to form a professional limited liability company (PLLC). Not you? Skip it.

14. Series LLC

Most LLCs are just regular LLCs, so you can skip this section unless you plan on forming a Series LLC. A series LLC is single business entity with subdivisions called “series,” each of which has their own liability, tax designation and more, separate from the parent entity and other series. If “Series LLC” is indicated in section 3 of the articles of organization, check the box certifying that the statement in this section is true.

15. Obligated Member Entity

Sure, it’s a Limited Liability Company, but if you want to forgo asset protection and have members held liable for the debts and obligations of the company, you can tick these boxes and register your LLC as an Obligated Member Entity. Tip: This is pretty uncommon; most businesses don’t tick these boxes.

16. Prohibited Businesses

If for some reason you’re forming a Tennessee LLC that is prohibited from engaging in business in Tennessee, you’ll tick this box. Tip: It’d be pretty unusual if you had to tick this box. Nearly all businesses skip this section.

17. Other Provisions

Including any further information in this space is strictly optional. You can use this section to set add other details of the LLC that are not required to be included in the articles of organization, such as the purpose of the LLC.

Why Have a Registered Agent Form Your Tennessee LLC?

Professionals in Tennessee hire registered agent services like Northwest Registered Agent to start an LLC—but why?

Logistics

Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. Our office is located in Memphis, TN. We’re on a first name basis with the people who work in Tennessee’s Secretary of State. We know all the fastest filing methods, which translates to fast, professional service—without extra fees.

Privacy

As your registered agent, we list our Memphis registered office address on your LLC’s formation documents. Why? If you’re starting a business from your apartment in Erwin, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.

Free Mail Forwarding and Business Address

We already accept your legal mail—so why not take it a step further? In every state, we include limited digital mail forwarding for your regular mail too (5 pieces of regular mail a year; $15 a doc after that). Plus, you can list our address as your business address. That means you can have all business mail routed through our office. With both mail forwarding and a business address included, you get a level of security unmatched in the formation industry.

Local Expertise

We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your LLC in Tennessee. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.

What Do I Do After My Tennessee LLC Is Formed?

After your Tennessee Articles of Organization are approved, you still have a few more important steps to take, including getting an EIN, drafting an operating agreement, opening a bank account, funding the LLC and learning about state reporting and tax requirements.

EIN Form

Get an EIN

An EIN (“Employer Identification Number”) is a federal tax ID assigned to your business by the IRS. The IRS uses your EIN to easily identify your business on tax filings.

Does a Tennessee LLC need an EIN?

You’re required to get an EIN for your Tennessee LLC if you have employees or file certain federal excise taxes. In Tennessee, your LLC is also required to register for excise and franchise taxes, and registration requires your LLC’s EIN (or your personal social security number—but who wants to hand that out any more than they have to?). Even just to open a business bank account, you’ll most likely need an EIN.

How do I get an EIN for my LLC?

You can apply for an EIN directly from the IRS at no cost. Most businesses are able to apply online, but if you don’t have a social security number, you’ll need to apply with a paper form. Want one less thing to do? Add on EIN service when you hire us, and we’ll get your EIN for you. Or choose our VIP service—an EIN is included.



LLC Operating Agreement

Write an LLC Operating Agreement

Operating agreements put into writing how your business actually operates—how much each member invested, how profits and losses will be allocated, how voting works, and what happens if there’s a dispute or if the whole business (knock on wood) falls apart.

Do I need an operating agreement for a Tennessee LLC?

Tennessee doesn’t legally require an operating agreement. According to TN Code § 48-206-101 (2019), members MAY enter into an operating agreement—but the law doesn’t declare that they must.

That said, an operating agreement isn’t just annoying paperwork. It’s one of your LLC’s most important internal documents, and creating one can help your LLC with everything from opening a bank account to handling major events from mergers to dissolution.

What should be in an operating agreement?

An operating agreement should explain how the business will handle “big picture” situations—everything from allocating profits and losses to dissolving the business. Below is a list of common topics that operating agreements should cover.

  • Initial investments

  • Profits, losses, and distributions

  • Voting rights, decision-making powers, and management

  • Transfer of membership interest

  • Dissolving the business

Your operating agreement can cover pretty much anything as long as it isn’t contrary to Tennessee law. TN Code § 48-206-101 (2019) describes how the operating agreement affects the regulation of the affairs of the LLC, the governance of the LLC, the conduct of its business, and the rights and privileges of members. This section also lays out what constitutes a binding agreement among members.

How do I write an operating agreement?

To write an operating agreement, you need to address how your business will handle money, members, votes, management, and more. Not sure how to get started? At Northwest, we’re here to help your LLC get off on the right foot. When you hire us, we provide your business with a free LLC operating agreement, specific to your management style. We’ve spent years developing these agreements and other free LLC forms—which have been used by over a million LLCs.



Business Banking

Open an LLC Bank Account

Your LLC needs its own bank account. Why? An LLC gets its limited liability from being a distinct entity, separate from its members. If you mix personal and business finances, you could lose your liability protections.

How do I open a bank account for my Tennessee LLC?

To open a bank account for your Tennessee LLC, you will need to bring the following with you to the bank:

  • A copy of the Tennessee LLC Articles of Organization

  • The LLC operating agreement

  • The LLC’s EIN

If there are multiple members in the LLC, you may also want to bring an LLC resolution to open a bank account that states that the person going to the bank is authorized by the members to open the account in the name of the LLC. Northwest can help with this as well—LLC bank resolutions are one of the many free legal forms we provide to ensure you can get your LLC started fast.



Fund the LLC

Fund the LLC

Time to put some money in that new LLC bank account. What money? For starters, your initial contributions to your LLC’s capital. LLC members are owners, and each owner needs to pay for their membership interest to fund the LLC.

What is membership interest?

Membership interest is your percentage of ownership of the LLC. Membership interest is normally proportionate to your investment. So how does this work?

Imagine your LLC has 5 members. 4 members each invest $1,000 in the business. One member invests $6,000. The total contribution of all members is $10,000. The 4 members each own 10% of the business. The moneybags member who shelled out $6,000 owns 60% of the business.

Typically, this also means that the 4 members would each get 10% of any profits, and moneybags would get 60%. Exactly how profits and losses are allocated, however, can be adjusted in the operating agreement as long as changes are in line with IRS requirements and Tennessee laws.



File Reports and Taxes

File Tennessee Reports & Taxes

Tennessee LLCs are required to file a state report each year. This report is basically an information update you file so the state knows who currently runs things and how to contact your business. Tennessee LLCs are also subject to state tax filing requirements.

How much is the Tennessee Annual Report fee?

Your Tennessee Annual Report comes with a $300-$3000 price tag. Ouch! You’ll pay $50 for every member of your LLC—but even if your LLC is just you, there’s a minimum fee of $300. The maximum fee is $3,000.

You file this form each year to confirm your LLC’s contact and ownership information. And if you actually need to change information on your report? Add on $20 for the change agent/office fee. And for the convenience of paying online? You’ll also fork over an extra 2.29% for debit or credit card processing or $0.95 for eCheck payments. And if you file late? Surprisingly, there’s no late fee—but the state will dissolve your LLC or revoke your registration if you don’t pay up in 60 days of their delinquency notice.

When is the Tennessee Annual Report due?

Tennessee annual reports are due on the 1st day of the 4th month following the close of your books and records. Most businesses operate on a January to December fiscal year, which means their report would be due on April 1st of the following year.

When you sign up for Northwest, we send you reminders for your annual report due dates. Want one less thing to worry about? With our business renewal service, we can complete and submit your annual report for you for $100 plus the state fee.

What should I know about Tennessee LLC taxes?

Tennessee has a very limited personal net income tax rate of 5% (the tax only applies to interest and dividend income). Sounds great, right? Before you jump for joy, note that Tennessee has two other fairly hefty business taxes: a franchise tax and an excise tax.

The Tennessee Franchise Tax is a tax ($0.25 per $100) on whichever is larger: your net worth or your real and tangible property in Tennessee. There’s a minimum franchise tax of $100. The Tennessee Excise Tax is a tax on net earnings (6.5%). Both of these taxes affect your LLC no matter how your LLC chooses to be taxed.

There’s also a sort of hybrid state-local gross receipts tax called the Business Tax. There are two separate returns, one for the state business tax and one for the city business tax. Both returns, however, go to the Tennessee Department of Revenue. The tax is required for businesses with gross receipts over $10,000. Tax rates vary, but there’s a minimum tax of $22.

On top of all this, the state sales tax rate is 7%. When you add in local city and county sales taxes, the average total sales tax is a whopping 9.546%.

Do LLCs have to register with the Tennessee Department Of Revenue?

Your Tennessee LLC is going to be liable for various taxes, including but not limited to sales taxes and franchise taxes. So yes, you’ll need to register your LLC with the Tennessee Department of Revenue.



Tennessee LLC FAQs

How can I submit the Tennessee LLC Articles of Organization?

You can file Tennessee articles online, by mail, or in person. Mailed or walk-in filings must be submitted to the following address:

Secretary of State
Division of Business Services
312 Rosa L. Parks AVE, 6th Fl.
Nashville, TN 37243-1102

How much does it cost to start a Tennessee LLC?

The Secretary of State doesn’t just charge a flat fee. Instead, the state filing fee for Tennessee LLC Articles of Organization is $300 for up to 6 members. After that, there’s a $50 per member charge. So, if you have 10 members in your LLC, it’ll set you back $500 to file your Articles. There are also service fees for online filings—2.29% for credit cards and $0.95 for eChecks.

Hire Northwest for a one-time fee of $534 (for LLCs with 6 members or fewer). This includes state filing fees, a year of registered agent service, limited mail forwarding and loads of useful forms and tools to help get your Tennessee LLC up and running. Or, pay just $54 out the door with our VIP monthly payment option.

How long does it take to start a Tennessee LLC?

If you really need your articles the same day, you can drive to Nashville, wait in line at the Division of Business Services, and submit your filing in person during business hours. A much more convenient option? Submit online for 1 business day processing. Or for 4-5 day processing, print off a paper form and mail it in.

If you hire Northwest to start your LLC, we file online and will have your Tennessee LLC formed in 1 business day.

Does a Tennessee LLC need a business license?

Business licenses and permits in Tennessee are issued locally. You must register for these local licenses at the appropriate County Court Clerk or the city tax collection authority. If your Tennessee LLC has gross receipts of more than $3,000 but less than $10,000, you’ll have to obtain a minimal activity license from your county. The cost of the license varies. For example, a business located in Nashville city limits has to pay $30 for a minimal activity license. A standard business license is needed from your county and/or municipal clerk if your gross receipts are $10,000 or more. You are not allowed to operate until your required license is obtained and posted in your business’s location. Some businesses may be exempt from local licensing requirements under state or federal law.

Need an EIN or a certified copy of your formation docs for your license applications? Northwest can help. You can easily add on these items to your LLC formation order.

Can a Tennessee LLC help me live more privately?

The simple answer is yes. Articles and annual reports for member-managed LLCs in Tennessee don’t require specific member information. When you hire us as your registered agent and organizer, our name and address information will go in these sections on your public filings and you can maintain a significant degree of privacy. Check out our page on living privately with an LLC to learn more.

What is a foreign Tennessee LLC?

A foreign Tennessee LLC is any LLC formed outside of Tennessee but registered to do business in the state. For example, if you formed an LLC in Virginia but wanted to conduct business in Tennessee as well, you would register as a foreign LLC in Tennessee by filing an Application for Registration of Foreign LLC with Tennessee’s Secretary of State. Like domestic LLCs, foreign LLCs have to file Tennessee annual reports. Northwest can register your foreign Tennessee LLC for you today!



How to Order LLC Formation Service

Our Tennessee LLC formation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:

How to Order LLC Service
1
Signup

With Northwest, we give you flexibility on how to pay. You can pay all the fees up front (this includes one full year of registered agent service). Or, pay just $54 out the door with our VIP monthly payment option. With our VIP option, we also include an EIN. Just choose one of the buttons below, answer a few easy questions about your business and submit your payment.

2
State Approval

We’ll prepare your Tennessee Articles of Organization and send them to the Secretary of State, for approval. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.

3
Your Tennessee LLC!

Once the Tennessee Secretary of State has approved your filing, we notify you that your Tennessee LLC has been legally formed. You can now take any necessary next steps, like getting an EIN and opening a bank account.