Start a Free LLC in Tennessee

How to Form a Tennessee LLC in 5 Steps

The first step in starting an LLC in Tennessee is choosing a unique name. From there, you appoint a registered agent with a street address in Tennessee who can be available at that address during normal business hours.

The next step is to prepare your Articles of Organization form, which requires you to share your business name, registered agent name and address, and other details. Once the form is approved, you create an operating agreement as an internal rulebook for you and your members.

Then you apply for an EIN. It is required to pay taxes, open a bank account, and for other federal purposes. An EIN is not mandatory, but it's free to apply for, so it's worth it. After forming your LLC, you follow post-formation steps such as applying for a business license and opening a bank account. Following these steps will structure your business formally. Now you will only need to pay an annual fee to keep your business information up to date with the state.

If you would rather not perform these steps on your own, you can hire an LLC formation company like Swyft Filings in Tennessee. Working with a business formation specialist minimizes filing errors and ensures timely submission of LLC documents to the state. Let us read about these steps in more detail.

Step 1: Pick a Name for Your Tennessee LLC

The name of your limited liability company is your identity. It goes on the Articles of Organization, your operating agreement, and every piece of business paperwork you file afterward, so it's worth getting right before you file anything. Swyft's business name generator can help you come up with a few options if you're stuck.

Tennessee has these naming rules to follow:

• Your name must be distinguishable from every other name already on file with the state
• Your name must end in "Limited Liability Company," "LLC," or "L.L.C."
• LLC names must use Roman characters or letters from the English alphabet; names written in entirely different scripts cannot be registered.

Restricted and prohibited naming rules for a Tennessee LLC:

Tennessee imposes several restrictions on LLC names:

1. Government Affiliation: Your business name cannot suggest a connection to a federal, state, or local government agency (for example, using words like "FDA," "EPA," or "City").

2. Regulated Financial Terms: Words such as "bank," "credit union," "mortgage," or "trust" require prior written approval from the Tennessee Department of Financial Institutions before use.

3. Incorrect Entity Designations: Since your business is an LLC, you cannot use corporate identifiers like "Inc.," "Corporation," or "Incorporated" in the name.

4. Organizational Affiliation: You cannot imply a false association with charitable, religious, veteran, or professional organizations unless you have written certification from that specific group.

Once you have a name in mind, check that it's actually available. You can search existing Tennessee business names through the Tennessee business entity search guide before you file.

Step 2: Appoint a Tennessee Registered Agent

A registered agent accepts legal documents and official state mail on your LLC's behalf. Your agent must have a physical street address in Tennessee (a P.O. box doesn't count) and be available at that address during regular business hours.

You'll list your registered agent's name and address on your Articles of Organization. You can act as your own registered agent if you meet these requirements, or use a Tennessee registered agent service to keep your home address off the public record.

Step 3: File Your Tennessee Articles of Organization

You'll form your LLC by filing Articles of Organization (Form SS-4270) with the Tennessee Secretary of State. Tennessee gives you two ways to file:

• Online: File through the Secretary of State's online business services portal. This is the faster option.
• By mail: Download and complete the Articles of Organization form, then mail it, along with payment, to:

Tennessee Secretary of State, Business Services Division

312 Rosa L. Parks Avenue

6th Floor, Snodgrass Tower

Nashville, TN 37243

You will need the following documents to file an LLC in Tennessee:

• Your LLC's name
• Your principal office address, including county
• Your registered agent's name and Tennessee address
• Your management structure (member-managed, manager-managed, or director-managed)
• The number of members at the time of filing
• Your organizer's signature

Tennessee doesn't require you to list your LLC's owners on the Articles of Organization, which helps keep your personal information out of the public database.

The filing fee to start an LLC in Tennessee is calculated as follows:

Step 4: Create an Operating Agreement

Once your LLC is filed, put your ownership and operating rules in writing. It is best to have it in writing and printed on paper. You don't have to start from scratch. Swyft offers a free operating agreement template you can use as a draft to create your operating agreement.

Key terms to add in a Tennessee LLC operating agreement:

• Start with the general business information about your business. This includes business information such as the business address, member details, and LLC term.

• Specify LLC structure (member-based or manager-based) and outline the specific voting rights of members.

• Write the names and addresses of the members, their specific roles, and what percentage of ownership each member holds.

• State the current tax status of your LLC and mention the process to change the tax status in the future. Name which members have the authority to make those decisions in the future.

• List a clause on how membership gets transferred to a new member and how a member leaves.

• Provide clear instructions on business dissolution and how any remaining assets will be distributed.

Tennessee doesn't require you to submit this document to the state, but you should still have one on file to protect your liability status and keep everyone on the same page.

If you would rather not write an operating agreement and have a professional do this for you. Swyft offers custom operating agreement services. We can share an agreement tailored around your business. For the complete walkthrough, see the Tennessee operating agreement guide.

Step 5: Get an EIN

An EIN, or Employer Identification Number, is a nine-digit number the IRS assigns to identify your business, much like a Social Security number does for an individual. Before you can open a business bank account, hire employees, or file federal taxes, you'll need this number in hand.

To apply for an EIN, you'll need the following:

• Your LLC's legal name and mailing address, exactly as they appear on your approved Articles of Organization
• The responsible party's name and Social Security Number or Individual Taxpayer Identification Number
• Your LLC's formation date and the state where it was formed
• The reason you're applying (starting a new business, hiring employees, opening a bank account, etc.)
• The expected number of employees, if any, within the next 12 months

Applying is free and only takes a few minutes through the IRS website. If you take the Swyft Filing paid LLC formation package, we can handle EIN paperwork and filing for you.

What Are the Post-Formation Requirements for a LLC in Tennessee

Forming your LLC is just the start. Tennessee has the following ongoing requirements every LLC needs to stay on top of to remain in good standing and operate legally.

File Your Tennessee LLC Annual Report

Tennessee LLCs must file an annual report each year, but the due date isn't a fixed calendar date as in most states. It's due the first day of the 4th month after your LLC's fiscal year ends, which is April 1 for most calendar-year businesses. The fee mirrors your formation fee: $300 minimum up to $3,000, based on your member count. Missing it can move your LLC to inactive status and eventually lead to administrative dissolution. Swyft's annual report service can file it for you so the date isn't yours to track.

Open a Business Bank Account for Your Tennessee LLC

Once you have your EIN, you can open a business bank account in your LLC's name. Most banks will ask to see your filed Articles of Organization, your EIN confirmation letter, and often your operating agreement before they'll open the account, so it's worth having all three ready rather than making a second trip. Talk to a few banks about the benefits of business accounts before finalizing one.

Apply for a Business License in Tennessee

Whether your LLC needs a business license depends on your gross annual receipts:

• Under $3,000: No business license is required. A minimal activity license is available for $15 if you want one, but it's optional at this level.

• $3,000 to $99,999: You must get a minimal activity license from your county and/or city clerk for $15 per year. This license doesn't require filing a business tax return and is renewed annually through the clerk's office.

• $100,000 or more: You need a standard business license from your county and/or city clerk. This requires registering for the Tennessee Business Tax through the Tennessee Department of Revenue and filing an annual business tax return, due on the 15th day of the fourth month after your fiscal year ends. The license renews each year automatically once the tax return is filed and paid.

A few things worth noting: The threshold is based on gross receipts, not profit, so a business with high revenue but thin margins can still land in the standard license tier.

If your LLC operates in multiple counties or cities, you may need a separate license in each jurisdiction where receipts exceed $3,000. Operating without the required license can result in fines and orders to cease business activity. Check our guide to apply for a business license in Tennessee to learn more!

How Much Does an LLC Cost in Tennessee?

Tennessee's costs are more complex than those of most states because several fees scale with your member count or revenue rather than staying flat. Here's the full breakdown:

Because Tennessee has no personal income tax, the tradeoff shows up here instead, in the franchise and excise tax and the revenue-based business license. It's a different cost structure than most states, not necessarily a more expensive one, but it's worth budgeting for both pieces rather than assuming "no income tax" means no ongoing state cost at all.

DIY vs. Swyft Filings: Tennessee LLC Formation Differences

Starting an LLC in Tennessee yourself is possible, but it requires time, research, and follow-up. Here’s how forming a Tennessee LLC on your own compares with using Swyft Filings:

*Disclaimer: This guide provides general information about forming an LLC in Tennessee and is not a substitute for legal, tax, or financial advice.*