How to Register a Foreign LLC in Tennessee

How to Register a Foreign LLC in Tennessee: Step-by-Step

1. 1

   Obtain a Certificate of Good Standing

   Request a Certificate of Good Standing (also called Certificate of Status or Certificate of Existence) from your LLC's home state Secretary of State office. This document must typically be dated within 60 days of your Tennessee foreign registration filing to be accepted. Your home state sets the fee and how long this takes, so order it early and check both with the office that issues it.

2. 2

   Appoint a Registered Agent in Tennessee

   Tennessee law requires you to designate a Tennessee registered agent with a physical Tennessee street address who is available during normal business hours to receive legal documents and official correspondence. You can appoint yourself if you've a Tennessee address, designate a Tennessee resident, or hire a professional registered agent service. Professional services charge a yearly fee and provide mail forwarding, compliance alerts, and privacy protection for your business address.

   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 a foreign LLC in Tennessee

   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 (some visitors are being shown shorter free periods, so confirm at checkout), 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 $299 formation plan (and, in one version of its plans, the $249 plan) 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 →

3. 3

   Check Your LLC Name Availability

   Search Tennessee's business name database to verify your LLC name is distinguishable from existing entities. Tennessee requires a distinguishable name that won't confuse consumers with existing businesses. If your exact LLC name is unavailable, you may register under an assumed name by filing a Trade Name Registration with the Secretary of State. This involves additional paperwork and fees, so check name availability early in your planning process to avoid delays and extra costs.

4. 4

   File the Application for Certificate of Authority (Foreign LLC)

   Complete and submit the Application for Certificate of Authority (Foreign LLC) through Tennessee's Secretary of State website at https://sos.tn.gov/businesses/foreign-entities/foreign-limited-liability-companies. The form requires your LLC's legal name, home state, formation date, principal office address, Tennessee registered agent information, and details about members or managers. Include the $300 minimum filing fee and attach your Certificate of Good Standing. Double-check all information for accuracy before submission to avoid processing delays or rejection.

5. 5

   Understand Your Ongoing Tax Obligations

   You must understand the state's broader tax obligations. Tennessee imposes a Franchise and Excise Tax on business income and net worth that applies to foreign LLCs conducting business in the state. Register with the Tennessee Department of Revenue to obtain necessary tax identification numbers and understand filing requirements. These tax returns are separate from your Secretary of State compliance obligations and have their own deadlines and penalties.

6. 6

   File Your Annual Report / Ongoing Compliance

   Tennessee requires an Annual Report due April 1 each year with a fee of $300 minimum based on number of members, rising to $300 for six or more members or if membership count is unknown. This deadline applies regardless of when you initially registered, so if you register in December, your first annual report is still due the following April 1st. Continued non-filing can lead to revocation of your registration authority. We have not confirmed whether a late fee applies to an LLC formed in another state, so check with the state office that takes the report.