How to start an LLC in Tennessee
Tennessee prices its LLC filings by headcount, not a flat fee, which surprises people used to other states. The Articles of Organization and the annual report both cost $50 per member, with a $300 floor and a $3,000 ceiling, so a single-member LLC and a six-member LLC pay very different amounts for the same paperwork. On top of that, Tennessee has no personal income tax on wages but does apply franchise and excise tax to most LLCs regardless of profit, unless the LLC qualifies for a specific exemption. This guide walks through naming, the registered agent, the filing itself, and the tax and reporting obligations that follow.
Tennessee LLC facts at a glance
| Official filing agency | Tennessee Secretary of State, Business Services Division |
|---|---|
| Formation document | Articles of Organization (Form SS-4270) |
| State filing fee | $300 |
| Filing methods | Online through TNBEAR, Mail to the Secretary of State in Nashville |
| Typical processing (recent) | 3-5 business days |
| Typical expedited processing | Not offered |
| Registered agent | Required |
| Annual Report | $300, due First day of the 4th month after fiscal year end |
| Late penalty | $50 + administrative dissolution |
| State-level business tax | $100 minimum franchise tax + $100 excise tax (based on net earnings 6.5%). Applies to all LLCs regardless of income. |
| Publication requirement | None |
| Formation fee structure | The Articles of Organization filing fee is $50 per member, with a minimum of $300 and a maximum of $3,000. |
| Annual report fee structure | The annual report fee mirrors the formation fee: $50 per member, minimum $300, maximum $3,000, under Tennessee Code Section 48-249-1017. |
| Annual report deadline | Due on the first day of the fourth month after the close of the LLC's fiscal year. For a calendar-year LLC that is April 1. |
| Franchise and excise tax | Franchise tax is 25 cents per $100 of net worth (or the alternative property measure), with a $100 minimum; excise tax is 6.5% of net earnings. Both are reported together on Form FAE170, generally due the 15th day of the fourth month after the tax year ends. |
| FONCE exemption | A family-owned noncorporate entity can be exempt from franchise and excise tax if at least 95% of ownership is held by relatives (or qualifying trusts or estates) and at least 66.67% of activity is passive investment income or farming. |
Processing times reflect recent official guidance and change often. Check the Tennessee Secretary of State, Business Services Division current processing calendar before you rely on a date.
File it yourself
Tennessee accepts filings directly from business owners. You do not need us, or any other company, to form your LLC. Here is the official portal.
TNBEAR, the Secretary of State's online business filing systemThe Tennessee lessons
- 1Name your Tennessee LLCRequired wording, the distinguishable name standard, and the optional name reservation.
- 2Appoint your Tennessee registered agentWho can serve, the physical address requirement, and keeping the appointment current.
- 3File the Articles of OrganizationForm SS-4270, the per-member fee structure, and what the form asks for.
- 4Get an EIN and open a bank accountThe free IRS EIN, what Tennessee banks ask for, and separating business finances.
- 5Tennessee franchise and excise tax, and licencesHow franchise and excise tax applies, the FONCE exemption, and sales tax registration.
- 6File your annual report and stay compliantThe per-member annual report fee, the fiscal-year-based deadline, and what happens if you miss it.
Related Gullia Filing pages
Or let us file your Tennessee LLC for you
Everything above is yours to use for free. If you would rather hand it over, we prepare and file the Articles of Organization (Form SS-4270), act as your registered agent, and track your ongoing deadlines.
Official sources
- Tennessee Secretary of State: Articles of Organization instructions (SS-4270)
- Tennessee Secretary of State: business forms and fees
- TNBEAR (official Tennessee business filing portal)
- Tennessee Code Section 48-249-109: registered office and registered agent
- Tennessee Code Section 48-249-1017: annual report for secretary of state
- Tennessee Department of Revenue: franchise and excise tax overview
- Tennessee Department of Revenue: franchise and excise tax due dates and rates
- Tennessee Department of Revenue: FONCE exemption
- IRS: apply for an Employer Identification Number
Last reviewed: September 2026 - reviewed by Gullia Filing Legal & Formation Team, Corporate formation specialists and registered agents
