This webpage, designed by our team here at Start a Business, contains all the information and instructions needed in order to apply for a Tennessee Certificate of Authority as a representative of a foreign limited liability company. With the help of the below step-by-step tutorial, filers should be able to smoothly navigate through the online filing portal and submit their application to the Secretary of State. As per usual, those registering a foreign entity will need to supply a certification from their jurisdiction of origin which indicates that they’re in existence and indeed in good standing with the authorities of that state/country. Along with this certificate,a filing fee will need to be attached. The price of this fee will be set at $50 per member keeping in mind that there is a minimum fee of $300 and a maximum of $3000.

Before registration, it is always wise to cross check the state’s name database to ensure that the name of the LLC has not already been registered by another entity. This investigation can be easily executed through the Business Entity Search function. Should you need additional time in which to prepare for registration, a Name Reservation ($20) may prove useful as it will secure the rights to a given name for a period of 4 months.

How to File

Step 1- First, navigate to this webpage and click on the large, red, Start Now!  link located on the far right of the screen.

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Step 2- The first window will ask you to select the entity type your plan on forming and will have you check off the box that indicates that you are aware of the fact that the information submitted in the following application will be available to the public. Click Continue when ready.

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Step 3- Start by supplying your business entity name into the topmost field and submit it once again to confirm. You will be able to click on the Foreign Business option which will expand the window to resemble the example below. Under Foreign Entity Detail, supply the state of formation, the date of formation, the date on which it commenced doing business in Tennessee and the date found on the certificate of existence (or like document). Under the Business Type heading, you may choose an additional designation of the LLC (professional or non-profit) and elect to file as a series LLC.

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Step 4- The period of duration, fiscal year close and delayed effective date can all be indicated at this juncture. Also the nature of the management and number of members should be supplied. If you wish to register the LLC as an obligated member entity, you may elect to do so by checking the box found at the bottom of this window.

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Step 5- Here you will need to supply the registered agent information which will include their full name and full address. Click Continue to proceed.

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Step 6- In this step, you will need to enter the principle office address and the mailing address (if different).

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Step 7- This section will enable you to review all information that was submitted into the previous forms. Should it seem accurate and complete, you will be able to proceed to the next step.

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Step 8- The signature submission will begin with the checking of the two boxes located above and below the first name field. You must then provide your name as representative, your capacity within the company and your contact information including your phone number and email address.

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Step 9- As previously mentioned in the intro paragraph, it will be necessary for you to attach to the filing a certificate of good standing or like document. For this reason, you must deliver the completed application through the mail as there will be no online completion to this filing process at least in terms of the payment of the filing fee or the final steps in registration. Click on the link found centered in the window to be presented with the PDF or your application.

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Step 10- Your document will resemble the one set as an example below but will not be identical. Ensure that you’ve properly reviewed it once again to avoid any inaccuracies.

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Step 11- Attach to your filing form, the aforementioned certificate of good standing and the filing fee which has been properly calculated based on the fact that you will be charged $50 per member with the minimum price set at $300 and the maximum set at $3000. Send all three items to the below address of the office of the Secretary of State to complete your registration process with this department.

Secretary of State – Business Services Division

 312 Rosa L. Parks AVE, 6th FL. Nashville

TN 37243

Tips

Renewal– All limited liability company operators are responsible for staying in good standing with the Secretary of State. This status can be maintained through the annual filing of a report. In staying renewed with the state, your entity will be able to operate to its full capacity and can avoid the status of delinquent. As with the initial application process, renewal will occur through the online portal with the representative providing all requisite information and paying the filing fee (which is unfortunately based off the same $50 per member calculation used in the initial filing process). This report will be due by the first day of the fourth month following the anniversary of the fiscal year closing. As opposed to the process detailed in the above tutorial, you will in fact have the ability to renew completely online. Of course you may also choose to file through the mail (address found below) by printing off the PDF and attaching to it a check covering the total filing fee.

Secretary of State – Business Services Division

 312 Rosa L. Parks AVE, 6th FL. Nashville

TN 37243