How to form an LLC in Tennessee (2026)

File a domestic Tennessee LLC on TNCaB, the Secretary of State’s online filing system, when you live in Tennessee and will do the work from Tennessee. Articles of Organization cost $50 per member, so most small LLCs pay the $300 minimum. Five steps: confirm Tennessee facts, gather the Articles with a Tennessee registered agent, file on TNCaB, pay the fee, then get a free EIN. Compare structures on LLC vs sole proprietorship.

How much does it cost to form an LLC in Tennessee?

Tennessee Form SS-4270 (Revised 01/25) sets the Articles of Organization fee at $50 per member, with a $300 minimum and a $3,000 maximum, re-checked 16 October 2026. An LLC with one to six members pays $300. Card and e-check payments add a convenience fee; pay what the TNCaB checkout shows and keep the receipt.

How do I file Tennessee Articles of Organization online?

Go to TNCaB (Tennessee Charities and Business) and use the online Articles of Organization tool for a new LLC. Enter the name, principal office, business email, member count, management type, fiscal year end month, and a Tennessee registered agent, then pay. The filed Articles are your formation proof; keep the receipt.

Does a Tennessee LLC need a registered agent?

Yes. Form SS-4270 asks for an initial registered agent (a person or a business) and a registered office with a Tennessee street address. A post office box is not accepted. The agent goes on the public record and receives legal papers for the LLC. A later change is a $20 filing. DIY versus commercial tradeoffs: Registered agent basics.

When is the Tennessee LLC annual report due, and what does it cost?

On or before the first day of the fourth month after your fiscal year ends (T.C.A. § 48-249-1017, cited on Form SS-4270). With the default December year end, that is April 1. The SOS prices the LLC annual report at a $300 minimum, plus $50 per member over six, up to $3,000. File it on TNCaB.

What must a Tennessee LLC name include?

The name must contain “Limited Liability Company,” “LLC,” or “L.L.C.” (T.C.A. § 48-249-106, printed on Form SS-4270) and be distinguishable from names already on file. Words like bank, trust, credit union, or insurance company need written approval from the state regulator first. Holding a name before you file costs $20 (Form SS-9425).

Does a Tennessee LLC pay franchise and excise tax?

Usually yes. The Tennessee Department of Revenue says LLCs registered in Tennessee or doing business there must register for and pay franchise and excise tax. Franchise tax is based on net worth, excise tax on net earnings, and the minimum franchise tax is $100 even for an inactive company. This is separate from the SOS annual report.

Tennessee LLC fee table (re-checked 16 October 2026)

Fees re-checked on Form SS-4270 (Revised 01/25), the SOS Business Forms & Fees page and Business FAQs, and the Department of Revenue franchise and excise tax page on 16 October 2026. If the portal shows a different checkout total, pay what the portal shows and keep the receipt.

File in Tennessee if the work is in Tennessee

A domestic Tennessee LLC is organized by filing Articles of Organization (Form SS-4270) with the Secretary of State, Division of Business and Charitable Organizations. A company already formed somewhere else that wants to do business in Tennessee files an Application for Certificate of Authority (Form SS-4233) instead.

Filing in Wyoming, Delaware, or Georgia does not move Tennessee work out of Tennessee. An out-of-state LLC working here still needs a Tennessee registered agent, Tennessee authority, Tennessee annual reports, and Tennessee franchise and excise tax, plus the formation state’s own agent and report. Home-state filing is the cheaper default for a one-state operator. Multi-state overview: Foreign LLC and certificate of authority.

What to have ready before opening TNCaB

• A distinguishable name with LLC, L.L.C., or Limited Liability Company. Search SOS business records before ordering letterhead.
• A principal office street address and county (not a P.O. box), plus a mailing address if different.
• A business email address. The SOS sends reminders by email.
• The number of members on the filing date (this sets the fee) and whether the LLC is member-managed or manager-managed.
• The fiscal year end month. If you leave it blank, the SOS uses December, which makes the annual report due April 1.
• A registered agent with a Tennessee street address. See Registered agent basics for a new LLC.

No newspaper notice is required for a standard Tennessee LLC. A future effective date can be set up to 90 days after filing. Professional and series LLCs are out of scope here.

After the Articles of Organization are filed

The IRS tells applicants to form the state entity first, then get an Employer Identification Number; the application on IRS.gov is free. Walkthrough: Get an EIN; then open a first business checking account.

Formation with the SOS is not a Department of Revenue account, a sales-tax certificate, a city or county business license, or a professional license. Register for franchise and excise tax with the Department of Revenue separately.

Tennessee does not require an operating agreement to be filed with the Articles. A written agreement still matters between members, and banks often ask for one. See LLC operating agreement basics.

Keep the LLC in good standing

Put the annual report date on a calendar the day the Articles are accepted, and file it on TNCaB. Ignore mailers from private “filing centers” that charge more than the state. Missing reports can lead to administrative dissolution; reinstatement is Form SS-9410 ($70) plus the missed reports. Overview: Reinstate an administratively dissolved or revoked LLC. Cross-state renewals: LLC annual report and annual registration.

What this page does not cover

• Professional LLCs, series LLCs, conversions, or foreign authority beyond the fee citation above.
• Franchise and excise tax amounts beyond the $100 minimum, sales tax, payroll, or local business licenses.
• Whether an S corporation election is worth the payroll. That is a CPA conversation after there is real net income.
• Voluntary dissolution: Articles of Termination of Existence (SS-4245) are $20 on the Forms & Fees page; see Dissolve or cancel an LLC.