What happens if I miss Tennessee's April 1st annual report deadline?

Tennessee does not publish a dollar late fee for a delinquent LLC annual report, so there is no escalating penalty schedule to worry about. What you face instead is your entity status. The Secretary of State lists failure to file an annual report as a ground for administrative dissolution, and a delinquent LLC may be administratively dissolved and shown as inactive on the public record, which is what anyone checking your standing will see. Reinstating is form SS-9410 at $70, and Tennessee requires a Department of Revenue tax clearance to reinstate, to get a certificate of existence, or to terminate. That makes an unpaid franchise and excise tax balance, including the $100 franchise tax minimum owed whether the LLC is active or inactive, a practical blocker on top of the $70. First confirm your actual deadline: it is the first day of the fourth month after your fiscal year closes, which is April 1 only for December fiscal-year LLCs. Then file the overdue report through the Secretary of State's website at sos.tn.gov and check your entity status afterward.

Why are Tennessee's LLC costs so much higher than other states?

Because Tennessee charges per member, twice. Formation and the annual report are both $50 per member with a $300 minimum and a $3,000 maximum, so a small LLC pays $300 and $300 while a 20-member LLC pays $1,000 and $1,000. Add the $100 minimum franchise tax and first-year cost for a small LLC comes to at least $700, about $468 above the national average. For comparison, Wyoming charges $100 to form and at least $60 a year after, and Nevada charges $75 to form. Tennessee also taxes at the entity level, which many guides get wrong. Franchise tax is 0.25% of Tennessee net worth with a $100 minimum, payable as long as the LLC is registered whether active or inactive, and excise tax is 6.5% of Tennessee taxable income, with the return due the 15th day of the fourth month after the close of the books. What Tennessee does not tax is wage income at the personal level. The practical implication is to budget both pieces: the per-member report fee before your deadline, and the franchise and excise return separately with the Department of Revenue.

Do I need to use a Tennessee-based registered agent for my LLC?

Yes, Tennessee law requires your registered agent to maintain a physical street address within Tennessee and be available during regular business hours to accept legal documents on your LLC's behalf. You can serve as your own registered agent if you personally maintain a Tennessee address, or you can hire a professional registered agent service with an established Tennessee office. This requirement exists because the Secretary of State needs a reliable in-state contact point for serving lawsuits, tax notices, and other official documents. If your registered agent becomes unavailable or moves out of state without an update to your filing, notices stop reaching you, and an unnoticed missed annual report is a listed ground for administrative dissolution. You update the registered agent through the Secretary of State's Division of Business Services, either with the change-of-agent filing or on your next annual report. Verify your current agent record on sos.tn.gov before your report is due, and confirm the fiscal-year-ending month in item 4 of your Articles while you are there, since it sets that deadline.

What information do I need to gather before filing my Tennessee annual report?

Before filing your Tennessee annual report, gather your LLC's current legal name, control number, EIN, and principal business address. You'll also need your registered agent's complete name and Tennessee street address, which cannot be a P.O. Box. Collect current member or manager names, titles, and addresses, and count your members on the filing date, because the fee is $50 per member with a $300 minimum and a $3,000 maximum rather than a flat charge. Confirm the fiscal-year-ending month from item 4 of your Articles of Organization: the report is due the first day of the fourth month after that month closes, so April 1 applies only to the December default. Having these details ready prevents the delays that turn into administrative dissolution, and an out-of-date registered agent record means you may never see the notices that warn you. Visit sos.tn.gov and use the online filing system to submit your report before your deadline.

Compliance · TN

Tennessee LLC Annual Compliance Requirements (2026)

Everything your Tennessee LLC must do to stay in good standing, annual report deadlines, registered agent rules, and state-specific obligations.

First-Year Total$700

Annual Ongoingfrom $400/yr

vs National Avg+ $467.87

By Edmond Hui · Last updated: September 19, 2026

Tennessee is a genuinely expensive state to keep an LLC in, and the headline numbers understate it. Both the formation fee and the annual report fee are $50 per member, with a minimum of $300 and a maximum of $3,000, so form SS-4270 costs a small LLC $300 and a 10-member LLC $500, and the same math repeats every year on the annual report. On top of that, every registered Tennessee LLC owes at least the $100 minimum franchise tax, which puts realistic first-year cost at a minimum of $700, roughly $468 above the national average and among the highest in the country. The annual report is due on or before the first day of the fourth month following the close of the LLC's fiscal year under Tennessee law, which is April 1 for the calendar-year LLCs that leave item 4 of the Articles at the December default. Tennessee publishes no dollar late fee, but missing the deadline is a listed ground for administrative dissolution, and reinstatement is form SS-9410 at $70 plus a Department of Revenue tax clearance. What buys back some of that cost is the business environment. Tennessee has no personal income tax on wages, Nashville anchors a large healthcare sector, and Memphis is a global logistics center, which is why companies in healthcare, entertainment technology, and supply chain keep choosing the state despite above-average compliance costs.

Stat card for Tennessee LLC compliance costs: at least $700 in unavoidable first-year charges and at least $400 a year after that, +$467.87 against the $232.13 national first-year average. Its annual report costs at least $300. — First-year total bundles the state filing fee with any report or entity tax due in year one; the recurring figure is the LEAST Tennessee costs every year after that, because at least one of the charges inside it scales with the LLC's own figures, and the first-year total contains it. The comparison against the national average is a floor for the same reason. Source: Tennessee's published filing requirements and fee schedule, verified July 2026; national average from MyStateLLC's 50-state compliance dataset.

Annual Report Requirements

Due: April 1

Fee: $300

Frequency: annual

How: Online or mail

Full Tennessee Annual Report Guide →

Registered Agent Requirements

Everything you need to know about choosing and maintaining a registered agent for your Tennessee LLC in 2026

Before you compare paid services: in most states the LLC's owner, or another individual who qualifies, may serve as its registered agent themselves, generally subject to that state's rules on keeping a street address in the state and being available there during normal business hours. A paid service is one way to meet the requirement and not the only one. The Tennessee registered agent requirements set out what Tennessee itself asks.

Registered agent services for Tennessee LLCs

Affiliate disclosure: Northwest Registered Agent, Bizee, ZenBusiness and LegalZoom pay us a commission if you sign up through our link, at no extra cost to you. We list only the registered agent services we have an affiliate relationship with, so this is not a survey of the whole market.

This list is not scored. The four are listed cheapest annual renewal first, and every claim below is about the services listed here rather than the whole market.

Northwest Registered Agent$125/yr renewal
Best for: Privacy-focused owners and anyone who just needs an agent, not a formation bundle
Bizee$149/yr renewal
Best for: A free first year on every plan, renewing at $149/yr, if you're comfortable with the BBB caveat
ZenBusiness$199/yr renewal
Best for: First-time founders forming a new LLC who want phone, email and chat support
LegalZoom$249/yr renewal
Best for: Complex structures that want attorney consultations, which come with LegalZoom's Pro and Premium formation plans rather than this renewal price

Note: Bizee holds a C rating from the BBB and is not accredited. BBB's profile carries a live alert describing a pattern of complaints about unexpected charges, difficulty canceling and filing delays, and Bizee has posted a response to it. We flag this so you can make an informed choice.

Annual renewal is each provider's own standard published rate. Check the current terms at each provider before you buy. The scored ranking, and the formula behind it, is in our full formation services review →

Tennessee Registered Agent Requirements →

Late Filing Penalties

Penalty: No monetary late fee, loss of good standing, then administrative dissolution

Tennessee Late Fee Guide →

Tennessee-Specific Compliance Considerations

Fees Scale at $50 Per Member

Tennessee charges $50 per member both to form and to file the annual report, with a $300 minimum and a $3,000 maximum. A six-member LLC pays at least $300, a 10-member LLC pays $500 to form and $500 every year, and 60 or more members hits the $3,000 cap both times. Add the $100 minimum franchise tax and first-year cost for a small LLC is at least $700, roughly $468 above the national average, which puts Tennessee among the three most expensive states in the country for year-one LLC cost.

The Deadline Follows Your Fiscal Year

Tennessee law sets the annual report deadline at the first day of the fourth month after the LLC's fiscal year closes. April 1 is correct only if you left the fiscal-year-ending month at the December default in item 4 of your Articles of Organization, so check that item before trusting the April 1 date you see quoted everywhere. Tennessee publishes no dollar late fee, but failing to file is a listed ground for administrative dissolution.

Strategic Business Location Benefits

Tennessee's position as a logistics hub, with Nashville's healthcare concentration and Memphis's role as a global shipping center, is a real advantage, and there is no personal income tax on wages. Note the state does tax at the entity level, though: franchise tax at 0.25% of Tennessee net worth with a $100 minimum, plus excise tax at 6.5% of Tennessee taxable income, so plan for those alongside the annual report.

Registered Agent Requirements and Compliance

Tennessee requires all LLCs to maintain a registered agent with a Tennessee address at all times. The registered agent must be available during normal business hours to accept legal documents and official correspondence on behalf of the LLC.

This guide is general information, not legal or tax advice, and reading it does not create an attorney-client relationship. It reports what each state publishes about filing deadlines, fees, and the consequences of missing them, with the sources this page cites. It cannot tell you what your own company owes: the date turns on when and where you formed, states change these rules between our reviews, and in several states an entity-level tax falls due in a year when no report does. Confirm your own dates with the filing office named on this page before you rely on one here, because the penalty for missing a deadline can be administrative dissolution of the company.

Frequently Asked Questions

: Tennessee does not publish a dollar late fee for a delinquent LLC annual report, so there is no escalating penalty schedule to worry about. What you face instead is your entity status. The Secretary of State lists failure to file an annual report as a ground for administrative dissolution, and a delinquent LLC may be administratively dissolved and shown as inactive on the public record, which is what anyone checking your standing will see. Reinstating is form SS-9410 at $70, and Tennessee requires a Department of Revenue tax clearance to reinstate, to get a certificate of existence, or to terminate. That makes an unpaid franchise and excise tax balance, including the $100 franchise tax minimum owed whether the LLC is active or inactive, a practical blocker on top of the $70. First confirm your actual deadline: it is the first day of the fourth month after your fiscal year closes, which is April 1 only for December fiscal-year LLCs. Then file the overdue report through the Secretary of State's website at sos.tn.gov and check your entity status afterward.
: Because Tennessee charges per member, twice. Formation and the annual report are both $50 per member with a $300 minimum and a $3,000 maximum, so a small LLC pays $300 and $300 while a 20-member LLC pays $1,000 and $1,000. Add the $100 minimum franchise tax and first-year cost for a small LLC comes to at least $700, about $468 above the national average. For comparison, Wyoming charges $100 to form and at least $60 a year after, and Nevada charges $75 to form. Tennessee also taxes at the entity level, which many guides get wrong. Franchise tax is 0.25% of Tennessee net worth with a $100 minimum, payable as long as the LLC is registered whether active or inactive, and excise tax is 6.5% of Tennessee taxable income, with the return due the 15th day of the fourth month after the close of the books. What Tennessee does not tax is wage income at the personal level. The practical implication is to budget both pieces: the per-member report fee before your deadline, and the franchise and excise return separately with the Department of Revenue.
: Yes, Tennessee law requires your registered agent to maintain a physical street address within Tennessee and be available during regular business hours to accept legal documents on your LLC's behalf. You can serve as your own registered agent if you personally maintain a Tennessee address, or you can hire a professional registered agent service with an established Tennessee office. This requirement exists because the Secretary of State needs a reliable in-state contact point for serving lawsuits, tax notices, and other official documents. If your registered agent becomes unavailable or moves out of state without an update to your filing, notices stop reaching you, and an unnoticed missed annual report is a listed ground for administrative dissolution. You update the registered agent through the Secretary of State's Division of Business Services, either with the change-of-agent filing or on your next annual report. Verify your current agent record on sos.tn.gov before your report is due, and confirm the fiscal-year-ending month in item 4 of your Articles while you are there, since it sets that deadline.
: Before filing your Tennessee annual report, gather your LLC's current legal name, control number, EIN, and principal business address. You'll also need your registered agent's complete name and Tennessee street address, which cannot be a P.O. Box. Collect current member or manager names, titles, and addresses, and count your members on the filing date, because the fee is $50 per member with a $300 minimum and a $3,000 maximum rather than a flat charge. Confirm the fiscal-year-ending month from item 4 of your Articles of Organization: the report is due the first day of the fourth month after that month closes, so April 1 applies only to the December default. Having these details ready prevents the delays that turn into administrative dissolution, and an out-of-date registered agent record means you may never see the notices that warn you. Visit sos.tn.gov and use the online filing system to submit your report before your deadline.

Sources

Each entry below is a document recorded in our verified Tennessee 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. Where we hold the citation but no stable public link, the citation is printed on its own rather than pointed at a guessed address.

Tennessee statute: T.C.A. Section 48-249-1017 (annual report due date)
sos.tn.gov/businessesTennessee Secretary of State: business entity filings
law.justia.com/codes/tennessee/title-48/chapter-249/part-10/section-48-249-1017/Tennessee statutory text, unofficial mirror: Annual Report
sos-prod.tnsosgovfiles.com/s3fs-public/document/SS-4270%20LLC_0.pdfTennessee agency guidance: Annual Report
tn.gov/content/dam/tn/revenue/documents/tax_manuals/june-2025/Frachise-Excise-Tax-Manual.pdfTennessee agency guidance: Franchise and Excise Tax
tn.gov/content/dam/tn/revenue/documents/forms/fae/fae170instructions2022.pdfTennessee agency guidance: Franchise and Excise Tax
tn.gov/revenue/taxes/franchise---excise-tax.htmlTennessee Department of Revenue: file the Franchise and Excise Tax

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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.