How to Form an LLC in Tennessee: Steps & Cost (2026)

Fact-checked by the LegalGlass editorial team against primary sources · Published Aug 6, 2026 · Last updated Aug 6, 2026

You form a Tennessee LLC by filing Articles of Organization (Form SS-4270) with the Tennessee Secretary of State, Division of Business Services, and paying $50 per member - a $300 minimum and a $3,000 maximum. File online or by mail. You must appoint a Tennessee registered agent, and although Tennessee has no tax on wages, your LLC must register for franchise and excise tax with the Department of Revenue.

Tennessee Agency and Form: Secretary of State, Form SS-4270

A Tennessee LLC is created by filing Articles of Organization with the Tennessee Secretary of State, Division of Business Services. The correct document for a limited liability company is Form SS-4270. Filing this document - and the Division's acceptance of it - is the legal act that brings the LLC into existence under the Tennessee Revised Limited Liability Company Act (Tenn. Code Title 48, Chapter 249).

Form SS-4270 asks for the LLC's name, the number of members at the date of filing, whether it is member-managed or director-managed, the registered agent and registered office, the principal executive office, the fiscal year close month, and the effective date. The name must contain an LLC designator (such as "LLC," "L.L.C.," or "Limited Liability Company") and be distinguishable from existing entity names on the Secretary of State's records. You can search names and file through the Secretary of State's online business filing system, which is the fastest route; mail filing to the Snodgrass Tower office in Nashville is also accepted. This guide covers the general Tennessee process; for the national overview, see how to form an LLC and what an LLC is.

Who Should Form a Tennessee LLC

A Tennessee LLC suits anyone doing business in the state who wants limited liability plus pass-through federal taxation. One or more persons can organize an LLC, and there is no residency requirement for members - out-of-state and foreign owners can form a Tennessee LLC. If you already operate elsewhere and want to expand into Tennessee, you register as a foreign LLC instead of organizing a new one. Compare structures at S-corp vs LLC before you decide.

What You'll Need Before Filing

Gather the following before you open Form SS-4270. Having each item ready lets you complete the filing in one sitting:

• A distinguishable LLC name with an LLC designator (reserve it with Form SS-9425 for $20 if you are not ready to file).
• The number of members in existence on the date you file - this sets your fee.
• A Tennessee registered agent and a physical Tennessee registered office address.
• Your principal executive office address and the month your fiscal year closes.
• The name and address of the organizer signing the articles.
• Payment: $50 per member, minimum $300, maximum $3,000.

How to Form a Tennessee LLC, Step by Step

Forming a Tennessee LLC is a five-step process centered on Form SS-4270. Each step below corresponds to a requirement of the Tennessee Revised Limited Liability Company Act or a federal tax rule.

1. Choose and check your LLC name. Select a name that includes an LLC designator and is distinguishable from names already on file. Verify availability in the Secretary of State's business name search. If you are not ready to file, reserve the name for four months by filing Form SS-9425 with a $20 fee. Confirm the name does not infringe a federal trademark.
2. Appoint a Tennessee registered agent. Every Tennessee LLC must designate a registered agent with a physical Tennessee street address - the registered office. Under Tenn. Code section 48-249-109 the agent must maintain an office at that same street address. The agent can be an individual Tennessee resident or a qualified domestic or foreign entity.
3. File the Articles of Organization (Form SS-4270). Submit Form SS-4270 to the Division of Business Services and pay $50 per member, with a $300 minimum and a $3,000 maximum. File online for the quickest turnaround, or mail the form. Once the Division accepts it, your LLC legally exists.
4. Adopt an operating agreement. Tennessee does not require you to file an operating agreement, but one is strongly recommended to set ownership percentages, management structure, voting, and profit distribution. It governs the LLC internally and is recognized under the LLC Act.
5. Get an EIN and register for Tennessee taxes. Apply for a free federal EIN from the IRS, then register for franchise and excise tax with the Tennessee Department of Revenue and obtain any business license your county or city requires.

After these steps, open a business bank account and keep your registered agent, annual report, and tax accounts current every year.

Tennessee LLC Filing Fees (2026)

The core cost of a Tennessee LLC is the per-member Articles of Organization fee. The table below lists the state fees most new LLCs encounter, each verified against the Tennessee Secretary of State fee schedule (Tenn. Code section 48-249-1007) or the Department of Revenue. Amounts are effective for 2026 and are set by the state, not by any filing service. For a full breakdown, see Tennessee LLC cost.

Because an LLC with six or fewer members pays the $300 minimum, most small startups pay exactly $300 to organize.

Processing Time and What to Expect

Processing time for Articles of Organization depends on your filing method. Online filings through the Secretary of State are processed fastest, often the same or next business day, while mailed filings take longer. Once accepted, the LLC's existence dates from the filing date, or a later effective date you specify up to 90 days out under the LLC Act. You can confirm status through the Secretary of State's business information search after the filing posts.

Tennessee Registered Agent Requirement

A Tennessee registered agent is the person or entity your LLC designates to receive service of process, tax notices, and official state correspondence. Tenn. Code section 48-249-109 requires every domestic and foreign LLC to continuously maintain a registered office and a registered agent whose office is at the same Tennessee street address. You name the initial agent directly on Form SS-4270.

The agent may be an individual who resides in Tennessee, or a domestic or qualified foreign entity, and must keep a physical Tennessee street address - a post office box alone does not satisfy the registered office requirement. You may act as your own registered agent, name a member or manager, or hire a commercial registered agent service. To change agents later, you can update the registered agent on your annual report (a $20 surcharge applies) or file a standalone change form. Failing to maintain a registered agent can lead to administrative dissolution of the LLC by the Secretary of State. See Tennessee registered agent requirements and the national registered agent overview for detail.

Tennessee Franchise and Excise Tax

The Tennessee franchise and excise tax is the main ongoing state tax for LLCs and is administered by the Tennessee Department of Revenue - not the Secretary of State. Tennessee has no tax on wages or salaries, so franchise and excise tax and the annual report are the principal ongoing state obligations for most LLCs. Any LLC chartered, qualified, or doing business in Tennessee must register for and pay these taxes on Form FAE 170, filed through the Department's TNTAP portal.

The franchise tax is 0.25% of the LLC's net worth, with a minimum of $100. Effective for tax years ending on or after January 1, 2024, Tennessee repealed the alternative property measure, so the tax is now based on net worth alone. The excise tax is 6.5% of Tennessee net earnings. The combined return is due on the 15th day of the fourth month after the fiscal year closes - April 15 for calendar-year filers. Some single-member LLCs owned by an individual may qualify for limited exemptions; confirm your status with the Department before assuming you owe nothing. See Tennessee annual report and taxes for the full picture.

EIN, Business Tax, and Licenses

A federal Employer Identification Number (EIN) is issued free by the IRS and is used to open a bank account, hire employees, and file taxes. By default, the IRS treats a single-member LLC as a disregarded entity (taxed on the owner's return) and a multi-member LLC as a partnership; either can elect corporate or S-corporation treatment. Most Tennessee LLCs need an EIN, and one is required if the LLC has more than one member or any employees.

Tennessee has no single statewide business license, but a business tax license is required at the local level based on gross receipts. A business with more than $3,000 but under $100,000 in gross receipts needs a minimal activity license ($15 from the county and/or city clerk) and does not file the business tax return; a business at or above $100,000 needs a standard business license and must register and file business tax with the Department of Revenue. Many cities, counties, and regulated professions add their own permits, so check local requirements. See business license in Tennessee for details.

Penalties for Missing Tennessee Requirements

Missing Tennessee requirements carries real consequences. If an LLC fails to file its annual report, the Secretary of State can administratively dissolve the entity, after which it loses the authority to conduct business in Tennessee. Reinstatement requires filing an Application for Reinstatement (Form SS-9410) with a $70 fee, filing the delinquent annual reports and fees, and obtaining a tax clearance from the Department of Revenue.

Separately, unpaid franchise and excise tax accrues penalties and interest set by the Department of Revenue. Keeping your registered agent, annual report, and tax accounts current is the simplest way to avoid these outcomes.

Closing a Tennessee LLC

To close a Tennessee LLC properly, you wind up the business, settle debts and taxes, and file Articles of Termination (Form SS-4245) with the Secretary of State for a $20 fee. Simply abandoning the LLC leaves the annual report and tax obligations running and can trigger administrative dissolution. See how to dissolve an LLC in Tennessee and the national dissolution overview for the full wind-up and termination steps.

Frequently Asked Questions

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

The state filing fee for Articles of Organization (Form SS-4270) is $50 per member, with a $300 minimum and a $3,000 maximum, paid to the Tennessee Secretary of State. An LLC with six or fewer members pays the $300 minimum. See Tennessee LLC cost.

What form do I file to create a Tennessee LLC?

Form SS-4270, Articles of Organization for a Limited Liability Company. File it online or by mail with the Division of Business Services and pay the per-member fee.

Does a Tennessee LLC need a registered agent?

Yes. Under Tenn. Code section 48-249-109, every Tennessee LLC must continuously maintain a registered agent and a registered office at the same Tennessee street address. The agent can be an individual resident or a qualified entity.

Does a Tennessee LLC pay state income tax?

Tennessee has no tax on wages or salaries. An LLC instead pays franchise tax of 0.25% of net worth (minimum $100) and excise tax of 6.5% of net earnings on Form FAE 170 to the Department of Revenue.

When is the Tennessee LLC annual report due?

On or before the first day of the fourth month after the LLC's fiscal year end - April 1 for calendar-year LLCs. The fee is $50 per member, with a $300 minimum and a $3,000 maximum.

Can I be my own registered agent in Tennessee?

Yes. You can serve as your own registered agent if you are a Tennessee resident with a physical in-state street address and are available during business hours. A P.O. box alone does not satisfy the requirement.

Related

• How to form an LLC (cluster hub)
• Tennessee registered agent requirements
• How much does a Tennessee LLC cost?
• Tennessee LLC annual report and taxes
• How to get an EIN
• How to dissolve an LLC in Tennessee
• How much does an LLC cost?

Sources

1. Tennessee Secretary of State - What is the required filing fee? ($50/member, $300 minimum, $3,000 maximum).
2. Tennessee Secretary of State - Form SS-4270, Articles of Organization (PDF).
3. Tennessee Secretary of State - Form SS-9425, Application for Name Reservation (PDF, $20).
4. Tennessee Secretary of State - Division of Business Services.
5. Tennessee Secretary of State - Business Services FAQs (annual report due date, per-member fee).
6. Tennessee Code - § 48-249-1007, Filing, service and copying fees.
7. Tennessee Code - § 48-249-109, Registered office and registered agent.
8. Tennessee Department of Revenue - Franchise & Excise Tax (0.25% net worth, $100 minimum; 6.5% excise).
9. Tennessee Department of Revenue - FT-13, Property Measure Repeal (net-worth-only base, 2024).
10. Tennessee Department of Revenue - F&E-5, Due Date for Form FAE 170 (15th day of 4th month).
11. Tennessee Department of Revenue - BUS-13, Business Licenses Overview ($3,000 / $100,000 thresholds; $15 license).
12. IRS - Limited Liability Company (LLC) (federal default classification).
13. IRS - Get an Employer Identification Number (free EIN).
14. Legal Information Institute - 26 CFR § 301.7701-3, Entity classification election.

LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current requirements with the Tennessee Secretary of State and Tennessee Department of Revenue before acting.