Tennessee LLC Formation Guide: What You Need to Know (2025)

Forming a Limited Liability Company (LLC) in Tennessee is one of the best ways for US small business owners to protect personal assets, gain credibility, and operate with flexibility. The process is straightforward, affordable, and usually takes just one business day for approval when filing online.

Below is an in-depth, step-by-step guide based on the official requirements of the Tennessee Secretary of State and Department of Revenue.

Step 1: Choose a Unique LLC Name

Your first step is selecting a name that meets Tennessee’s legal standards.
Your LLC name must:

• Include “Limited Liability Company,” “LLC,” or “L.L.C.”

• Be unique from other businesses registered in the state

• Avoid misleading or restricted terms (like those implying government affiliation)

Before filing, check your desired name’s availability using the Tennessee Secretary of State’s Business Name Availability Search.
It’s also wise to review state naming rules to ensure your submission isn’t rejected.

If you’re not ready to file immediately, you can reserve your LLC name for a small fee with the Secretary of State.

Step 2: Appoint a Registered Agent

Every LLC in Tennessee must designate a Registered Agent — an individual or business responsible for receiving legal and government notices on behalf of your company.

To qualify, the Registered Agent must:

• Have a physical street address in Tennessee (no P.O. boxes)

• Be available during normal business hours to receive official mail

You can serve as your own agent, appoint another individual, or hire a professional registered agent service. If you operate your business remotely or outside of Tennessee, using a local agent ensures you never miss critical compliance documents.

Step 3: File the Articles of Organization

Filing the Articles of Organization (Form SS-4270) officially establishes your LLC.
You can file this form online, by mail, or in person with the Tennessee Secretary of State.

Key Facts:

• Filing Fee: $50 per LLC member

  • Minimum fee: $300

  • Maximum fee: $3,000

• Approval Time: Typically 1 business day (online)

• Processing Time by Mail: 3–5 business days

Information Required:

• LLC name and principal business address

• Registered Agent name and address

• Management type (member-managed or manager-managed)

• Contact details for the filer

• Duration of the LLC (if not perpetual)

Once approved, you’ll receive a Certificate of Formation and a Business Entity Number, confirming your LLC’s legal status.

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Step 4: Create an Operating Agreement

While not required by Tennessee law, having an Operating Agreement is strongly recommended.
This internal document outlines how your LLC is run, including:

• Member roles and responsibilities

• Ownership percentages

• Profit and loss allocation

• Voting rights and management structure

Even single-member LLCs benefit from an Operating Agreement, as it helps maintain limited liability protection by showing that the business operates as a separate legal entity.

Keep this document with your business records—it doesn’t need to be filed with the state.

Step 5: Obtain an Employer Identification Number (EIN)

An EIN, or Employer Identification Number, is a federal tax ID issued by the IRS.
It’s used to identify your LLC for tax purposes and is required to:

• Open a business bank account

• File taxes

• Hire employees

• Apply for certain licenses or permits

You can apply for an EIN for free through the Internal Revenue Service (IRS) website.
Processing is immediate for online applications.
Non-US residents without a Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN) can still apply by fax or mail using IRS Form SS-4.

Step 6: Register for Tennessee Business Tax

Although Tennessee doesn’t require a general statewide business license, most businesses must register for the Tennessee Business Tax through the Tennessee Department of Revenue (DOR).

Key Facts:

• Registration Fee: $15

• Where to Register: Department of Revenue’s Registration and Licensing page

• Who Must Register: Nearly all businesses operating in Tennessee

Some businesses, such as certain manufacturers or nonprofits, may qualify for exemption. To verify if your LLC qualifies, review the Department of Revenue’s Business Tax Manual.

Failure to register or pay this tax may lead to penalties, so registering early is crucial.

Additional Requirements for Ongoing Compliance

After formation, Tennessee LLCs must complete a few annual obligations to stay compliant:

• File Annual Reports with the Secretary of State by April 1 each year.

  • The fee is the same as the formation fee: $50 per member (minimum $300, maximum $3,000).

• Pay Franchise and Excise Taxes unless your LLC qualifies for exemption (for example, certain single-member LLCs).

• Maintain updated business records, including Articles of Organization, amendments, and meeting minutes.

Keeping accurate documentation helps avoid administrative dissolution and ensures your business remains in good standing with the state.

How Accounting Services Can Help Your Tennessee LLC

Running your LLC smoothly requires more than registration—it also means staying financially compliant. That’s where Counto comes in.

Counto offers expert accounting services in the US tailored for US small businesses. With Counto, you get:

• Hassle-free bookkeeping and tax preparation

• Payroll setup and compliance monitoring

• Franchise and excise tax support

• Accurate, automated financial reports

• Guidance from real accountants who understand small business challenges

Whether you’re just starting your Tennessee LLC or managing ongoing operations, Counto helps you stay compliant, efficient, and focused on growth—while we handle the accounting side.

Summary

Starting an LLC in Tennessee is simple, fast, and affordable. By filing Articles of Organization, appointing a registered agent, and keeping up with business taxes and reports, you’ll build a solid foundation for your company. With the support of reliable accounting services in the US like Counto, you can focus on growing your US small business while we ensure your financials stay accurate, compliant, and stress-free.

Your Books, Automated. Your Questions, Answered.

Manual bookkeeping eats into time you could spend growing your business. Traditional accounting services charge more but still need constant guidance. There’s a better way.

Counto’s modern accounting solution combines AI that learns your business with expert human oversight. Once our system understands your patterns, it handles daily bookkeeping automatically. Professional accountants review everything for accuracy, and you get instant access to your dedicated Customer Success Manager via SMS or phone—no more waiting for answers about your finances.

Join forward-thinking businesses who’ve upgraded to intelligent accounting that adapts to you, not the other way around. Ready for accounting that actually gets your business? Chat with us now, email [email protected], or use our contact form.

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