Is it cheaper to form an LLC in North Dakota than Tennessee?

North Dakota's filing fee is lower ($135 vs at least $300), but that's not the full picture: operating in Tennessee means also registering as a foreign LLC there ($300) and paying a North Dakota registered agent. Realistic first-year cost is roughly $585 for the North Dakota route versus at least $300 for forming in Tennessee.

Can I form my Tennessee business in North Dakota?

Yes. Any Tennessee business can form its LLC in North Dakota. But if the business operates in Tennessee, it must also register there as a foreign LLC ($300 minimum filing fee) and maintain a registered agent in North Dakota, so you take on two states' fees and filings instead of one.

Does North Dakota have better asset protection than Tennessee?

Not meaningfully. Both states provide charging-order protection for LLC members, and neither offers a decisive asset-protection edge for a typical small business. Sound insurance and clean separation of business and personal finances matter more in practice.

State Comparison

Tennessee LLC vs North Dakota LLC (2026)

Written for owners based in Tennessee.

Verdict: for most owners, form where the business is based

North Dakota's annual report is due before November 16, not the spring date most states use, and a $50 late fee doubles a $50 report the day after. Formation is $135. Tennessee's deadline is stranger still: the first day of the fourth month after your fiscal year closes, which is April 1 only if you left the December default in your articles. Upkeep here starts at $400, with a $300-minimum report at $50 per member and $100 of franchise tax, on a $700 first year. Registering a North Dakota LLC in Tennessee costs $300 minimum.

Based in North Dakota? Read North Dakota LLC vs Tennessee LLC →

Compare Tennessee LLC vs North Dakota LLC on filing fees, taxes, privacy laws, and annual costs. Find out which state is actually better for your business.

By Edmond Hui · Last updated: October 5, 2026

If your business is based in Tennessee, a Tennessee LLC needs no foreign registration there; a North Dakota LLC run from Tennessee generally must also register in Tennessee as a foreign LLC (a filing fee of at least $300). If your business is based in North Dakota, a North Dakota LLC needs no foreign registration there; a Tennessee LLC run from North Dakota generally must also register in North Dakota as a foreign LLC (North Dakota's $135 filing fee). An LLC formed in one of these states and run from the other owes whatever filings, fees and taxes each state requires. A Tennessee LLC runs from $700 in year one and from $400/yr after; a North Dakota LLC runs $185 and $50/yr. See the full breakdown below.

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Factor	Tennessee	North Dakota
Filing Fee	$300	$135
Processing Time	Not published by the state	Not published by the state
Annual Report Fee	$300	$50
Annual Report Due	April 1	November 15
State Income Tax	No	Yes
Anonymous LLC	No	No
Publication Requirement	No	No
Foreign LLC Cost (if forming out-of-state)	N/A, you're in your home state	$300 + registered agent ~$150/yr

Full fee breakdown for either state: Tennessee LLC cost and North Dakota LLC cost. Owner privacy options for either state: Tennessee anonymous LLC guide and North Dakota anonymous LLC guide.

Business Climate: Tennessee vs North Dakota

Factor	Tennessee	North Dakota
5-year business survival rate	46.4% (#45 of 51)	54.4% (#7 of 51)
Business application growth (2026 YTD (Jan to Jul) vs 2025 YTD (same months))	+19.9% YoY (#16 of 51 by volume)	+14% YoY (#50 of 51 by volume)

Sources: U.S. Bureau of Labor Statistics, Business Employment Dynamics · U.S. Census Bureau, Business Formation Statistics (BFS)

See the full 50-state survival ranking.

Compare LLC Costs: Tennessee vs North Dakota

State A

State B

Tennessee

Formation feefrom $300

Annual report feefrom $300

State entity taxfrom $100/yr, Franchise and Excise Tax

Report dueApril 1

Processing timeNot published by the state

Late penalty$0

North Dakota

✓ Cheaper Upfront✓ Cheaper Long-Term

Formation fee$135

Annual report fee$50

State entity taxNone

Report dueNovember 15

Processing timeNot published by the state

Late penalty$50

Total Cost

Tennessee

North Dakota

1 Year

from $700

$185

3 Years

from $1,500

$285

5 Years

from $2,300

$385

Will you operate outside your home state?

A figure shown as "from" is the least the state can charge, not a price. Tennessee's report is $300 for up to six members and $50 for each member above six, its franchise tax is the greater of $100 or 0.25% of Tennessee net worth, Wyoming's report is the greater of $60 or $.0002 per dollar of in-state assets, Kentucky's entity tax is $175 up to $3 million of gross receipts and graduated above it, and New York's annual filing fee is graduated on New York source gross income. A total that contains one of those is shown as "from" for the same reason. Costs include every mandatory state charge: the filing fee, the report fee (annualised where a state files biennially), any state entity-level tax shown in its own row above, a one-time publication cost where the state publishes a rate for it, and any one-time registration charge a state requires before the LLC may trade. Two exclusions follow from that wording. Arizona and Nebraska require publication and publish no rate, so no newspaper cost is carried for either and their totals are not the whole cost. Alaska's $50 annual state business licence is a separate charge from the Secretary of State fees and is not carried here either. Annualising makes the 1, 3 and 5 year rows a cost of ownership rather than a payment schedule: a biennial state charges its whole report fee in the years it falls due and nothing in between. Entity-level taxes that only apply after a corporate election, or above an owner or income threshold, are excluded and flagged on the state's own cost page. New York's publication cost is carried at a $250 floor, roughly $200 of newspaper cost in a low-cost county plus the $50 Certificate of Publication fee. No county-clerk-designated New York City newspaper publishes a rate card, so the four-figure NYC estimates in wide circulation cannot be traced to a primary source and are not asserted here; budget for materially more than the floor if you file in a NYC county. Every fee was verified against the state's own fee schedule, statute, or revenue authority on 29 July 2026. Excludes registered agent and legal fees. For informational purposes only, not legal or tax advice.

Filing Fees & Formation Costs

Tennessee charges at least $300 to form an LLC, while North Dakota charges $135. North Dakota is $165 cheaper upfront. The cost that usually gets overlooked: if you form in North Dakota but operate in Tennessee, you must also register as a foreign LLC in Tennessee (a $300 minimum filing) and maintain a registered agent in North Dakota (typically around $150 per year). That puts the realistic first-year cost of the North Dakota route at roughly $585, versus at least $300 for simply forming in Tennessee. Speed isn't a basis for choosing between them: neither Tennessee nor North Dakota publishes a standard processing time, so any figure comparing the two is guesswork.

Taxes: Tennessee vs North Dakota

Tennessee has no personal income tax, while North Dakota taxes individual income. Since pass-through LLC profits are taxed where you live and operate, a Tennessee-based owner keeps Tennessee's no-income-tax benefit either way. Forming in North Dakota adds no tax advantage. Tennessee imposes a franchise & excise tax on LLCs: $100 minimum franchise tax plus 6.5% excise tax on net earnings.

Privacy & Asset Protection

Neither Tennessee nor North Dakota offers anonymous LLC formation: both states require owner or manager information on public filings. North Dakota's annual report lists the LLC's managers or members. Business owners who prioritize privacy typically form a holding company in a state like Wyoming or New Mexico instead. Both states provide charging-order protection for LLC members, and for most small businesses the practical difference in asset protection between the two is minimal.

Annual Maintenance Costs

Tennessee LLCs file an annual report (at least $300, due April 1), and North Dakota LLCs file an annual report ($50, due November 15). If you form in North Dakota while operating in Tennessee, you maintain filings in both states, North Dakota's report plus Tennessee's equivalent for your foreign registration, and pay a North Dakota registered agent roughly $150 per year. Counting report fees, the agent and any entity-level tax, that brings the North Dakota route to roughly $500 a year, versus at least $400 to keep a domestic Tennessee LLC in good standing. The tax inside those totals: Tennessee imposes a franchise & excise tax on LLCs: $100 minimum franchise tax plus 6.5% excise tax on net earnings.

When North Dakota Actually Makes Sense

Forming in North Dakota makes sense in a few specific situations: your business genuinely operates in North Dakota, with a real office, employees, or property there, or you're relocating to North Dakota in the near future and accept taking on North Dakota's personal income tax, which Tennessee doesn't levy. For a typical small business based in Tennessee, none of these usually apply. Registering a North Dakota LLC to do business back home means at least $300 in Tennessee foreign-registration fees, on top of North Dakota's $135 formation fee, while Tennessee's own annual report runs at least $300 a year and is due April 1. When in doubt, form where you actually do business.

Frequently Asked Questions

: North Dakota's filing fee is lower ($135 vs at least $300), but that's not the full picture: operating in Tennessee means also registering as a foreign LLC there ($300) and paying a North Dakota registered agent. Realistic first-year cost is roughly $585 for the North Dakota route versus at least $300 for forming in Tennessee.
: Yes. Any Tennessee business can form its LLC in North Dakota. But if the business operates in Tennessee, it must also register there as a foreign LLC ($300 minimum filing fee) and maintain a registered agent in North Dakota, so you take on two states' fees and filings instead of one.
: Not meaningfully. Both states provide charging-order protection for LLC members, and neither offers a decisive asset-protection edge for a typical small business. Sound insurance and clean separation of business and personal finances matter more in practice.
: It depends on where the business is based. For a Tennessee-based business, Tennessee: forming where the business is based keeps costs and compliance simple, and North Dakota is worth considering only if you actually do business there. For a North Dakota-based business, the same reasoning points to North Dakota.
: Speed isn't a basis for choosing between them: neither Tennessee nor North Dakota publishes a standard processing time, so any figure comparing the two is guesswork. Whichever you pick, remember that forming in North Dakota while operating in Tennessee means you're not fully set up until the Tennessee foreign registration is also processed, so the out-of-state route is rarely the faster path end to end. If your timing is genuinely fixed, buy the state's expedite tier rather than relying on a standard turnaround.

Comparison chart of forming an LLC in Tennessee versus North Dakota, contrasting filing fees, annual report cost and ongoing obligations across 8 factors. — Tennessee and North Dakota side by side on the factors that decide where to form. Source: MyStateLLC 50-state cost dataset, verified against each Secretary of State's published fee schedule, July 2026.

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More State Comparisons

Tennessee vs Ohio →Tennessee vs Oklahoma →Tennessee vs Oregon →Tennessee vs Delaware →North Dakota vs Delaware →

Tennessee LLC Guide →North Dakota LLC Guide →

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Sources

Each entry below is a document recorded in our verified sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so.

sos.tn.gov/businessesTennessee Secretary of State: business entity filings
sos.tn.gov/businesses/services/business-forms-feesTennessee LLC filing fees
sos.nd.gov/business/business-services/business-structures/limited-liability-company-llcNorth Dakota Secretary of State: business entity filings
ndlegis.gov/cencode/t10c32-1.pdfNorth Dakota LLC filing fees

Edmond Hui · Founder, MyStateLLC

Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.