Welcome to Start a Business’s guide to filing in the state of Tennessee. The purpose of this tutorial, and those linked throughout, is to educate prospective filers on the manner in which they can properly register their entity with the Secretary of State, be it a corporation, a partnership or a limited liability company. The business services division has created an online portal through which representatives will be able to accomplish registration; indeed it is mandatory that LLCs and corporations use the website to create their filing forms. After a documents have been created, filers will have the choice to submit them through the mail as opposed to online. Below you will find a summary of each function covered in our many tutorials and you are encouraged to peruse the step-by-step guides linked throughout in order to gain a full understanding of your particular entity’s filing process.
Start an Entity
Search for a Name
The Tennessee Secretary of State offers a Business Entity Search function for individuals looking to gain more information about, or request official forms for, any given entity. Available through the online portal, the search function will allow you to do the following: research the availability of their corporate name prior to registration, gain access to any business’s detailed filing history and purchase certificates of existence for your entity.
How to File in Tennessee
Step 1– The first step to filing any entity is to pick an entity name which is distinguishable from that of any other business on file with the Secretary of State. To ensure that your name is indeed unique, it is recommended that filers perform a Business Entity Search prior to registration. A Name Reservation can be filed to secure the rights to your chosen name for a period of four months. This will cost a total of $20.
Step 2 – Once you are prepared to commit to the registration process, you will then be ready to create your filing form either online or by PDF (partnerships exclusively). A comprehensive list of all entities covered in our tutorial has been provided below for your convenience. Click on the link that corresponds with your entity type to learn more about the exact requirements.
- Domestic Profit Corporation
- Domestic Non-Profit Corporation
- Foreign Profit Corporation
- Foreign Non-Profit Corporation
- General Partnership
- Domestic Limited Partnership
- Domestic Limited Liability Partnership
- Foreign Limited Partnership
- Foreign Limited Liability Partnership
Step 3 – When the form has been completed, you must submit it to the Secretary of State with the attached filing fee (full list found below). LLC and corporation filings can be completed online, however all other entity filings must be delivered through the mail. Foreign businesses should be prepared with a certificate of good standing or similar document which has been issued in the state/country of initial formation within the previous 60 days. Mail all filings to the below address once completed.
Secretary of State – Business Services Division
312 Rosa L. Parks AVE, 6th FL. Nashville
- Domestic Profit Corporation- $100
- Domestic Non-Profit Corporation- $100
- Foreign Profit Corporation- $600
- Foreign Non-Profit Corporation- $600
Limited Liability Company
- Domestic Limited Liability Company- $50 per member (minimum $300, maximum of $3000)
- Foreign Limited Liability Company- $50 per member (minimum $300, maximum of $3000)
- General Partnership- $20
- Domestic Limited Partnership- $100
- Domestic Limited Liability Partnership- $50
- Foreign Limited Partnership- $600
- Foreign Limited Liability Partnership- $50 per member (minimum $250, maximum of $2,500)
Name reservations are not required in the state of Tennessee, however, they are often a wise choice if you need additional time in which to prepare for the registration of your business. This filing does exactly what it sounds like; it secures the rights to your business name to ensure no other business is able to file under it while your affairs are being organized. In the state of Tennessee, the filing costs a total of $20 with the period of reservation lasting for no more than 4 months. For more information and an in-depth tutorial on the process, visit our webpage linked here.
Certificate of Existence
A Certificate of Existence can be used to prove the legitimacy of an entity when it is applying for registration in a foreign territory or when it is requesting financing from a financial institution. The acquisition of this document can only be achieved if the entity in question is in good standing and active, meaning that they have submitted all requisite annual reports and paid all associated filing fees. In the state of Tennessee this certificate can be purchased online ($20) by navigating through the Business Entity Search process and submitting your credit card information. Once the request has been made and accepted, the certificate will be able to be printed off once downloaded as a PDF.
The agreements linked below this paragraph are all used for the same basic purpose; to relay, in black and white, the internal financial and logistical affairs of the entity in question. Though not legally required in Tennessee, the drafting of such a document remains highly recommended as it will often serve as the only definitive proof of the manner in which the entity is to be internally organized. The rights and responsibilities of each company official as well as the rules and regulations under which they are required to operate can be supplied in this document and signed off on to be kept as indisputable proof of compliance by all parties involved. For more information and a link to our free template (available in MS Word and Adobe PDF formatting) click on the agreement below that corresponds with your entity type.
Employer Identification Number
When a new entity has been formed, be it a partnership, LLC or corporation, the next step is that you apply for what is known as an Employer Identification Number. This number is issued by the IRS to identify all entities as legitimate and tax withholding in the eyes of the federal government. Once obtained, you will be able to apply for loans, open checking and savings accounts, hire employees and otherwise transact all matters of business while using the company name. For more information on the application process, both Online and through the mail, click on this link to be brought to our step-by-step guide.