What happens if I file my Tennessee LLC annual report late?

Tennessee publishes no dollar late fee for a delinquent LLC annual report. The consequence is not a penalty invoice, it is your entity status: the Secretary of State lists failure to file an annual report as a ground for administrative dissolution, and an entity that misses the deadline may be administratively dissolved and shown as inactive on the public record. That is the real cost, because an inactive status is what banks, lenders, and counterparties see when they look you up. Getting back is form SS-9410 at $70, and Tennessee also requires a tax clearance from the Department of Revenue to reinstate, to obtain a certificate of existence, or to terminate, so an unpaid franchise and excise tax balance can hold up the reinstatement even after you pay the $70. To avoid all of it, file through the Tennessee Secretary of State's online portal by the first day of the fourth month after your fiscal year closes, which is April 1 if your Articles of Organization use the December default. Set a calendar reminder 60 days ahead.

How do I file my Tennessee LLC annual report?

Tennessee LLCs can file the annual report online through the Secretary of State's business services portal at sos.tn.gov, or on paper by mail to the Secretary of State's office in Nashville. Online filing is the faster route and gives immediate confirmation; Tennessee does not publish a standard turnaround time for mailed filings, so allow real time if you use the post. The report asks you to verify and update your registered agent, principal place of business, and member information, and the fee is $50 per member with a $300 minimum and a $3,000 maximum, so most small LLCs pay $300 and a 10-member LLC pays $500. The deadline is the first day of the fourth month following the close of your LLC's fiscal year under T.C.A. Section 48-249-1017, which is April 1 for a calendar-year LLC. Missing it exposes you to administrative dissolution, and reinstatement is form SS-9410 at $70 plus a Department of Revenue tax clearance. To proceed, visit sos.tn.gov, open Business Services, and select the annual report filing for your entity.

How much does it cost to file a Tennessee LLC annual report?

The Tennessee LLC annual report costs $50 per member, with a minimum of $300 and a maximum of $3,000. T.C.A. Section 48-249-1007(d) sets that structure, and the Secretary of State explains it the same way: the fee increases by an additional $50 per member for every member over six, up to $3,000. So a single-member LLC and a six-member LLC both pay the $300 minimum, a 10-member LLC pays $500, and an LLC with 60 or more members pays the $3,000 cap. Quoting a flat $300 understates the cost for any Tennessee LLC with more than six members. Payment is online by credit card or electronic check through the Secretary of State's website, or by check mailed to the Nashville office. The report is due the first day of the fourth month after your fiscal year closes, April 1 for a calendar-year LLC, and the same per-member math applies again every year. Budget separately for the $100 minimum franchise tax, which the Department of Revenue says is payable as long as the LLC is registered, whether active or inactive. File at least two weeks before your deadline.

When is the Tennessee LLC annual report deadline?

Tennessee sets the annual report deadline by your fiscal year, not by a single statewide date. Under T.C.A. Section 48-249-1017 the report is due on or before the first day of the fourth month following the close of the LLC's fiscal year, which works out to April 1 only if your fiscal year ends in December. That fiscal-year-ending month is item 4 of your Articles of Organization, and it defaults to December when left blank, so April 1 is correct for most Tennessee LLCs but not all. Your first annual report is due April 1 of the year after your first fiscal year closes. The fee is $50 per member, minimum $300 and maximum $3,000. 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. Check your Articles for your fiscal-year-ending month, then set a reminder a week before your own deadline rather than assuming April 1.

Are there any exemptions from filing Tennessee LLC annual reports?

All active Tennessee LLCs, domestic and foreign, must file annual reports with the Secretary of State to keep active status. There are no blanket exemptions for standard business LLCs. LLCs that have already dissolved or been administratively dissolved are not filing reports, since they are no longer active entities, but that is a consequence rather than a benefit: coming back costs $70 on form SS-9410 and requires a Department of Revenue tax clearance. What varies is the deadline, not the obligation. The report is due the first day of the fourth month after your fiscal year closes, so an LLC with a non-December fiscal year end has a different date from the April 1 most Tennessee LLCs use, and your first report follows the close of your first fiscal year. Note also that the $100 minimum franchise tax is owed as long as the LLC is registered with the Secretary of State, whether active or inactive, so going dormant does not end your state obligations. If you are unsure of your own date, check item 4 of your Articles of Organization and your entity record on sos.tn.gov.

LLC Guide

Tennessee LLC Annual Report Filing Made Simple

Tennessee prices the annual report at $50 per member, minimum $300 and maximum $3,000, and it is due the first day of the fourth month after your fiscal year closes, April 1 for a calendar-year LLC.

By Edmond Hui · Last updated: August 2026

Tennessee LLC annual reports are due April 1 and cost $300 to file. See details below.

Read this guide for another state:

Step diagram for filing the Tennessee LLC annual report, $300 filing fee, due April 1. — Filing the Tennessee annual report, with the state's own fee and deadline. Source: Tennessee Secretary of State.

Annual Report at a Glance

Due Date	April 1
Fee	$300
Filing Method	Online or mail
Late Penalty	No monetary late fee, loss of good standing, then administrative dissolution
Sos Filing Url	https://sos.tn.gov/businesses

How to File

1
Gather Required Information
Collect your LLC's current registered agent information, principal office address, and member or manager details, including how many members exist on the filing date, since the fee is calculated per member. Have your Tennessee control number or entity ID ready from your original formation documents, and check the fiscal-year-ending month you set in item 4 of your Articles of Organization, because that is what sets your deadline.
2
Access the Tennessee Secretary of State Website
Visit sos.tn.gov and navigate to the business services section. Look for 'File Annual Report' or search for your LLC using the business entity search tool.
3
Complete the Annual Report Form
Fill out all required fields including current LLC information, registered agent details, and any changes from the previous year. Review all information carefully for accuracy.
4
Pay the Filing Fee
The fee is $50 per member, with a minimum of $300 and a maximum of $3,000, so an LLC with six or fewer members pays $300 and each member above six adds $50. Pay online by credit card or electronic check, or mail a check payable to 'Tennessee Secretary of State' for the amount your member count produces.
5
Submit and Receive Confirmation
Complete your filing and save the confirmation receipt. The Tennessee Secretary of State will update your LLC's status to current, maintaining your good standing.

Ready to file your annual report?

Go directly to the Tennessee Secretary of State portal.

File at Tennessee SOS →

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 publishes no dollar late fee for a delinquent LLC annual report. The consequence is not a penalty invoice, it is your entity status: the Secretary of State lists failure to file an annual report as a ground for administrative dissolution, and an entity that misses the deadline may be administratively dissolved and shown as inactive on the public record. That is the real cost, because an inactive status is what banks, lenders, and counterparties see when they look you up. Getting back is form SS-9410 at $70, and Tennessee also requires a tax clearance from the Department of Revenue to reinstate, to obtain a certificate of existence, or to terminate, so an unpaid franchise and excise tax balance can hold up the reinstatement even after you pay the $70. To avoid all of it, file through the Tennessee Secretary of State's online portal by the first day of the fourth month after your fiscal year closes, which is April 1 if your Articles of Organization use the December default. Set a calendar reminder 60 days ahead.
: Tennessee LLCs can file the annual report online through the Secretary of State's business services portal at sos.tn.gov, or on paper by mail to the Secretary of State's office in Nashville. Online filing is the faster route and gives immediate confirmation; Tennessee does not publish a standard turnaround time for mailed filings, so allow real time if you use the post. The report asks you to verify and update your registered agent, principal place of business, and member information, and the fee is $50 per member with a $300 minimum and a $3,000 maximum, so most small LLCs pay $300 and a 10-member LLC pays $500. The deadline is the first day of the fourth month following the close of your LLC's fiscal year under T.C.A. Section 48-249-1017, which is April 1 for a calendar-year LLC. Missing it exposes you to administrative dissolution, and reinstatement is form SS-9410 at $70 plus a Department of Revenue tax clearance. To proceed, visit sos.tn.gov, open Business Services, and select the annual report filing for your entity.
: The Tennessee LLC annual report costs $50 per member, with a minimum of $300 and a maximum of $3,000. T.C.A. Section 48-249-1007(d) sets that structure, and the Secretary of State explains it the same way: the fee increases by an additional $50 per member for every member over six, up to $3,000. So a single-member LLC and a six-member LLC both pay the $300 minimum, a 10-member LLC pays $500, and an LLC with 60 or more members pays the $3,000 cap. Quoting a flat $300 understates the cost for any Tennessee LLC with more than six members. Payment is online by credit card or electronic check through the Secretary of State's website, or by check mailed to the Nashville office. The report is due the first day of the fourth month after your fiscal year closes, April 1 for a calendar-year LLC, and the same per-member math applies again every year. Budget separately for the $100 minimum franchise tax, which the Department of Revenue says is payable as long as the LLC is registered, whether active or inactive. File at least two weeks before your deadline.
: Tennessee sets the annual report deadline by your fiscal year, not by a single statewide date. Under T.C.A. Section 48-249-1017 the report is due on or before the first day of the fourth month following the close of the LLC's fiscal year, which works out to April 1 only if your fiscal year ends in December. That fiscal-year-ending month is item 4 of your Articles of Organization, and it defaults to December when left blank, so April 1 is correct for most Tennessee LLCs but not all. Your first annual report is due April 1 of the year after your first fiscal year closes. The fee is $50 per member, minimum $300 and maximum $3,000. 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. Check your Articles for your fiscal-year-ending month, then set a reminder a week before your own deadline rather than assuming April 1.
: All active Tennessee LLCs, domestic and foreign, must file annual reports with the Secretary of State to keep active status. There are no blanket exemptions for standard business LLCs. LLCs that have already dissolved or been administratively dissolved are not filing reports, since they are no longer active entities, but that is a consequence rather than a benefit: coming back costs $70 on form SS-9410 and requires a Department of Revenue tax clearance. What varies is the deadline, not the obligation. The report is due the first day of the fourth month after your fiscal year closes, so an LLC with a non-December fiscal year end has a different date from the April 1 most Tennessee LLCs use, and your first report follows the close of your first fiscal year. Note also that the $100 minimum franchise tax is owed as long as the LLC is registered with the Secretary of State, whether active or inactive, so going dormant does not end your state obligations. If you are unsure of your own date, check item 4 of your Articles of Organization and your entity record on sos.tn.gov.

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.

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.

Annual Report at a Glance

How to File

Gather Required Information

Access the Tennessee Secretary of State Website

Complete the Annual Report Form

Pay the Filing Fee

Submit and Receive Confirmation

Frequently Asked Questions

Sources

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