How to Start an LLC in Tennessee (2024 Guide)
To get started, you'll need to pick a suitable business name, choose a registered agent, and file your Articles of Organization with the Tennessee Secretary of State ($300-$3,000 processing fee).
You can do this independently, consult with a business attorney for specialized legal guidance, or join the other 65% of our readers and hire a specialized Tennessee LLC formation service (recommended).
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How to Form an LLC in Tennessee in 6 Steps
In order to form your LLC in Tennessee, there are certain steps you’ll need to complete:
- Name Your Tennessee LLC
- Choose an Initial Registered Agent
- File the Articles of Organization
- Create an Operating Agreement
- Get an EIN
- File a Beneficial Ownership Information Report
Step 1: Name Your Tennessee LLC
Before you get started, you will need to pick a suitable name for your Tennessee LLC.
This will need to comply with all applicable naming requirements under Tennessee law and be both succinct and memorable, as this will make it easily searchable by your potential clients.
1. Important Naming Guidelines for Tennessee LLCs:
- Your name must include the phrase “limited liability company,” “limited company,” or a suitable abbreviation (e.g., LLC L.L.C., LC, etc.).
- Your name must be distinguishable from the names of all other entities registered with the Tennessee Secretary of State.
- Your name cannot include language that implies that it's affiliated with or sponsored by a veteran, religious, or charitable organization without prior written approval.
- Your name cannot include language that implies it’s affiliated with a state or government agency. Examples of such language include Secretary of State, FBI, and Treasury.
- Your name cannot include certain restricted words without prior approval from the relevant state body . For example, the word “bank” needs approval from the Department of Financial Institutions, etc.).
For more information, we recommend having a look at Tennessee’s Official Naming Guidelines.
2. Is the name available in Tennessee?
To check whether your desired name has already been taken by another business entity in Tennessee, you can perform a business name availability search on the Tennessee Secretary of State website.
If you’re not going to start your LLC right away, it might be a good idea to consider reserving your name for up to 120 days. You can do this by filing Form SS-9425 and paying the $20 processing fee.
For more information, you can have a look at our Tennessee LLC Name Search guide.
3. Is the URL available?
You should check online to see if your business name is available as a web domain. Even if you don’t plan to make a business website right away, this is an extremely important step as it will prevent others from acquiring it, potentially saving you both time and money in the long term.
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Once you have verified your name is available, you may now select a professional service to complete the LLC formation process for you.
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If you need additional information before getting started, you can have a look at our in-depth comparison of the Best LLC Services in 2024 instead.
FAQ: Naming a Tennessee LLC
LLC is short for “limited liability company.” It is a simple business structure that offers more flexibility than a traditional corporation while still providing personal liability protection from business debts. Read our What is a Limited Liability Company guide for more information.
Or, watch our two-minute video: What is an LLC?
You must follow the Tennessee LLC naming guidelines when choosing a name for your LLC:
- Include the phrase "limited liability company" or one of its abbreviations (LLC or L.L.C.).
- Do not use words that could confuse your business with a government agency (FBI, State Department, CIA, etc.).
- Receive the proper licensing when using the words such as lawyer or doctor.
If you are having trouble coming up with a name for your LLC use our LLC Name Generator. That will not only find a unique name for your business but an available URL to match.
Most LLCs do not need a DBA or trade name. The name of the LLC can serve as your company’s brand name and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under another name.
To learn more about DBAs in your state, read our How to File a DBA guide.
Step 2: Choose a Registered Agent in Tennessee
After you find the right name for your LLC, you will need to nominate a Tennessee registered agent. This is a necessary step in your Articles of Organization, which is the official document used to register your LLC with the Tennessee Secretary of State.
What is a registered agent? A registered agent is an individual or business entity responsible for receiving important tax forms, legal documents, notice of lawsuits, and official government correspondence on behalf of your business. You can think of your registered agent as your business’s primary point of contact with the state.
Who can be a registered agent? A registered agent must be a resident of Tennessee or a corporation that is authorized to transact business in the state. Popular choices for small business owners include LLC members, registered agent services, and attorneys.
FAQ: Nominating a Registered Agent
Yes, as long as you are a resident of Tennessee.
Having said that, acting as your own registered agent is generally not recommended as a professional service will maintain your privacy and save you time.
Read more about being your own registered agent.
Using a professional registered agent service is an affordable way to manage government filings for your LLC. For most businesses, the advantages of using a professional service significantly outweigh the annual costs.
Step 3: File the Tennessee LLC Articles of Organization
To register your Tennessee LLC, you'll need to file Form SS-4270: Articles of Organization with the Tennessee Secretary of State. You can do this online, by mail, or in person. The filing fee is $50 per member, with a minimum of $300 and a maximum of $3,000.
Before filing, make sure you have completed your Articles of Organization correctly. You will need to have filled in the following sections:
- The name of your LLC
- Written consent to use an indistinguishable name (if applicable)
- The name and complete address of your LLC’s registered agent
- The close month of your LLC’s fiscal year
- The effective date of this document (if not immediately)
- Whether Your LLC Is member-, manager-, or director-managed
- The number of members at the date of filing
- The full address of the LLC’s principal executive office
- Your LLC’s mailing address (if different to its principal office)
- Any additional provisions
File the Articles of Organization
OPTION 1: File Online With the Secretary of StateFile Online
- OR -
OPTION 2: File Form SS-4270 by Mail or In PersonDownload Form
State Filing Cost: $300+. Make check, cashier's check, or money order payable to the Tennessee Secretary of State. (Nonrefundable)
6th floor - Snodgrass Tower
Attn: Corporate Filing
312 Rosa L. Parks Ave.
Nashville, TN 37243
For help with completing the form, visit our Tennessee Articles of Organization guide.
Note: If you're expanding your existing business to the state of Tennessee, you'll need to register as a foreign LLC.
FAQ: Filing Tennessee LLC Documents
Filing the Articles of Organization takes 24 hours online and roughly three to five business days by mail.
An LLC is referred to as a "domestic LLC" when it conducts business in the state where it was formed. A foreign LLC must be formed when an existing LLC wishes to expand its business to another state.
Read our What Is a Foreign LLC article to learn more.
Submitting your Articles of Organization with the Secretary of State will form the bulk of the cost of starting a new LLC in Tennessee. The cost of filing this form is $50 per LLC member, with a minimum of $300 and a maximum of $3,000.
To learn more, read our guide on the cost to form a Tennessee LLC.
Step 4: Create a Tennessee LLC Operating Agreement
In Tennessee, LLCs are not required to have an operating agreement, but it's a good practice to have one.
What is an operating agreement? An operating agreement is a legal document outlining who the LLC owners are as well as the business’s operating procedures.
Why are operating agreements important? A comprehensive operating agreement ensures that all LLC members are on the same page and reduces the risk of future conflict.
For more information on operating agreements, read our Tennessee LLC operating agreement guide.
FAQ: Creating a Tennessee LLC Operating Agreement
No. The operating agreement is an internal document that you should keep on file for future reference. However, many other states legally require LLCs to have an operating agreement.
Step 5: Get an EIN for Your Tennessee LLC
You can get an Employer Identification Number (EIN) from the IRS for free. It is used to identify a business entity and keep track of a business's tax reporting. It is essentially a Social Security number (SSN) for the company.
Why do I need an EIN? An EIN number is required for the following:
- To open a business bank account for the company
- For federal and state tax purposes
- To hire employees for the company
Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.
FOR INTERNATIONAL APPLICANTS: You do not need an SSN to get an EIN. Learn more here.
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
FAQ: Getting an EIN
A Social Security number is not required to get an EIN. You can simply fill out IRS Form SS-4 and leave section 7b blank. Then call the IRS at (267) 941-1099 to complete your application. Learn more here about applying as an international applicant.
All LLCs with employees, or any LLC with more than one member, must have an EIN. This is required by the IRS.
Learn why we recommend always getting an Employer Identification Number (EIN) and how to get one for free in our Do I Need an EIN for an LLC guide.
When you get an EIN, you will be informed of the different tax classification options that are available. Most LLCs elect the default tax status.
However, some LLCs can reduce their federal tax obligation by choosing the S corporation (S corp) status. To learn more, read our LLC vs. S Corp guide.
Step 6: File a Beneficial Ownership Information Report
Beginning January 2024, LLC owners will need to file a Beneficial Ownership Information (BOI) Report with the US Financial Crimes Enforcement Network (FinCEN). Existing LLCs can file their report any time between January 1, 2024, and January 1, 2025, while new LLCs will need to file their report within 90 days of formation.
This contains similar information to that of your Articles of Organization, such as your LLC name and member information, and can be filed online for free. Failure to file an accurate report on time can result in a $500 per day fine.
Note: There are certain filing exemptions, such as for large companies (i.e., more than 20 full-time employees), tax-exempt entities, and publicly traded companies.
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Maintain Your Tennessee LLC
After you’ve successfully formed your LLC, there are a couple of steps you’ll need to periodically take in order to maintain it, including:
- Filing an annual report
- Sorting out your tax responsibilities
We’ve broken down how to complete each of these steps in greater detail below.
File the Annual Report
In order to maintain your LLC in good standing in Tennessee, you are required to file an annual report online with the Tennessee Secretary of State. In order to accurately complete this report, you’ll need to have the following on hand:
- Your LLC’s principal office and/or mailing address.
- The name and address of your registered agent.
- Your LLC’s Officer/director, member/manager, or partner information.
- The Signature and title of the person filing the annual report.
This Annual Report is due on the first day of the fourth month following the close of your LLC's fiscal year. The filing fee is $50 per member, with a minimum fee of $300 and a maximum fee of $3,000.
Note: While the state does not charge late fees if you miss your filing deadline, Tennessee may revoke your LLC's good standing after 60 days of failing to file an annual report.
Sort Out Your Taxes
Regardless of where your LLC is registered, you will be required to pay certain federal taxes. This includes corporation and employer taxes (for LLCs filing as a C corporation) and federal income tax and self-employment taxes (for LLCs taxed as pass-through entities).
In addition, there are a number of different taxes you’ll be required to pay at a local and state level, which can vary depending on the nature of your business.
Below are some of the most common taxes in Tennessee:
Franchise & Excise Tax
LLCs based in Tennessee are required to pay franchise tax annually based on the net worth of your business at the end of the tax year covered by the required return. Franchise tax is set at a rate of 0.25% and has a minimum payable amount of $100 each year.
Your LLC will also be required to pay excise tax on its revenue for each tax year. This tax is imposed at a flat rate of 6.5% on the net earnings of all persons engaged in business in Tennessee, with the exception of nonprofits, sole proprietors, and other specifically exempt entities.
A combined Franchise and Excise Tax Return must be filed with the Tennessee Department of Revenue by the 15th day of the fourth month following the end of your LLC’s fiscal year (which, for most LLCs, is April 15).
Sales and Use Taxes
Tennessee has a general sales tax rate of 7%, which is applied to the sale of physical products within the state. On top of this, cities and counties across Tennessee are able to impose a maximum of 2.75% in additional local sales taxes.
You can find out more information about the combined sales tax rate in effect where your LLC is based using the Tennessee Department of Revenue’s Local Tax Rate Look Up tool.
Note: If your LLC will be selling physical products, it will typically need to register for a seller's permit with the Tennessee Department of Revenue in order to be able to collect sales and use tax.
Steps After LLC Formation
After forming your LLC, you will need to get a business bank account and website, sort all required business licensing, and get business insurance, among other things.
Visit our After Forming an LLC guide to learn more.