Is there a late fee for Tennessee LLC annual reports?

No. Tennessee sets no separate late fee for a late LLC annual report. The only cost is the annual report fee itself, $50 per member, with a minimum of $300 and a maximum of $3,000, filed with the Tennessee Secretary of State. The report is due on the first day of the fourth month after your LLC's fiscal year ends, which is April 1 for the calendar-year LLCs that make up the majority of filers. Tennessee publishes no dollar penalty for missing that date, so a late filing costs the same as an on-time one, provided your LLC hasn't yet been dissolved. The real consequence is administrative. Your next step is to file the annual report through the Tennessee Secretary of State's online filing system at sos.tn.gov with the fee (minimum $300) to restore good standing and avoid dissolution. First-year filers: the fiscal-year-ending month is set in item 4 of the Articles of Organization and defaults to December if left blank, so a calendar-year LLC's first annual report is due April 1 of the year after its first fiscal year closes.

Can I reinstate my Tennessee LLC after administrative dissolution?

Yes, Tennessee allows LLC reinstatement after administrative dissolution by filing the Application for Reinstatement (form SS-9410) with the Tennessee Secretary of State, Division of Business Services. You'll need to pay the reinstatement fee plus any outstanding annual report fees that were missed. Tennessee sets no separate late fee on top of those back fees. The charges are the reinstatement fee and the unpaid annual report fees (minimum $300 each). File the application along with proof of the required payments. This page does not have a confirmed deadline for reinstating in Tennessee, so confirm it with the Secretary of State. File your reinstatement documents promptly at sos.tn.gov/business, and verify your current fee obligations with the Secretary of State before submitting to avoid rejection.

Does filing my annual report late affect my LLC's liability protection?

Not by the lateness itself. What matters is what happens if the report stays unfiled and the LLC loses its standing with the state. Under Tennessee law, reinstatement relates back to the date the LLC lost its standing, and the LLC carries on as if that had not happened. This page does not have a confirmed Tennessee rule on whether owners are personally liable for what the business does while it is out of standing, so do not treat the protection as either lost or safe for that period. Tennessee sets no separate late fee for a report filed after the April 1 deadline. The cost stays at the annual report fee itself (minimum $300). The danger is what follows non-filing. If your Tennessee LLC fails to file its annual report, it loses good standing and can face administrative dissolution.

How can I check my Tennessee LLC's current good standing status?

You can verify your Tennessee LLC's current good standing status through the Tennessee Secretary of State's online business search tool at sos.tn.gov/business/filings. Access the "Business Services" section and search by your LLC's name or Entity ID number to view filing history and compliance status instantly at no cost. For official documentation required by banks, lenders, or business partners, request a Certificate of Existence from the Tennessee Secretary of State's office. This certificate costs $20. Checking your status matters because Tennessee sets no separate late fee, so an overdue report is easy to overlook, yet non-filing is a ground for administrative dissolution. Visit sos.tn.gov/business today to run a free search, and if your status appears non-compliant, file your overdue annual report with the fee (minimum $300) to restore good standing.

Is there a Tennessee LLC annual report late fee to negotiate or reduce?

Tennessee sets no separate late fee for a late LLC annual report, so there is no late fee to negotiate or reduce. The cost is the annual report fee itself, $50 per member, minimum $300, maximum $3,000, and it's the same whether you file on time or late, as long as your LLC remains active. What Tennessee imposes instead is an administrative consequence: an unfiled report causes your LLC to lose good standing and, if it continues, can lead to administrative dissolution. That's a status outcome, not a fee you could ask the Secretary of State to lower. The practical takeaway is to file promptly. Submit the Annual Report for a Domestic Limited Liability Company with the fee (minimum $300) through the Tennessee Secretary of State's website, or file the Application for Reinstatement (form SS-9410) if your LLC has already been dissolved, to restore active status. Contact the office with questions about your specific filing.

Tennessee LLC Annual Report Late Filing Guide: Consequences & Solutions

Missing Tennessee's April 1 annual report deadline adds no separate late fee, but it can lead to administrative dissolution. Here's how to get back in good standing.

By Edmond Hui · Last updated: October 2026

Tennessee LLC annual reports are due April 1. Tennessee sets no separate late fee, but a missed report still has consequences. See details below.

Ready to file?

Go directly to the Tennessee Secretary of State website.

File with the Tennessee Secretary of State →

Late Fee Facts at a Glance

Annual report due

April 1

Base fee

$300

Late penalty

No separate late fee. A missed report is a ground for administrative dissolution, and reinstatement costs $70

Grace period

Not applicable, as Tennessee sets no separate late fee. A missed report can lead to administrative dissolution, and reinstatement costs $70

Dissolution timeline

Failure to file an annual report is a ground for administrative dissolution and the entity may be shown as inactive. The LLC has two months after the Secretary of State serves written notice of the grounds, which may be sent by first class mail, to correct each ground or show it does not exist.

Step diagram for fixing a late LLC annual report in Tennessee, no separate late fee, report due April 1. — How to cure a late Tennessee annual report, and what a missed report leads to. Source: Tennessee Secretary of State.

What Happens If You Miss the Deadline

Stage 1

After the deadline

Tennessee publishes no dollar late fee. The annual report fee is $50 per member with a $300 minimum and a $3,000 maximum, and it is the same whether filed on time or late.

Fix:Yes. File the overdue annual report and pay the fee due.

Stage 2

Continued failure to file

The Secretary of State lists failure to file an annual report as a ground for administrative dissolution, and the entity may be shown as inactive.

Fix:Yes. Reinstatement is available alongside the overdue reports.

How to Fix It: Step-by-Step

File the Overdue Annual Report

Complete and submit your Tennessee LLC Annual Report through the Secretary of State's online portal at sos.tn.gov or by mail with the required minimum $300 fee. Tennessee sets no separate late fee for filing after the deadline.

Pay the Annual Report Fee

Pay the annual report fee, which is $50 per member with a minimum of $300 and a maximum of $3,000. Tennessee sets no separate late fee on top of this.

File for Reinstatement if Dissolved

If your LLC has been administratively dissolved, file the Application for Reinstatement (form SS-9410) with the Tennessee Secretary of State and pay the reinstatement fee along with any outstanding annual report fees

Verify Good Standing Status

Request a Certificate of Good Standing from the Tennessee Secretary of State to confirm your LLC has been restored to active status

Reinstatement After Dissolution

Reinstatement Possible?: Yes
How Long Allowed: This page does not have a confirmed reinstatement deadline for Tennessee. Confirm your entity's status with the filing office before applying.
Reinstatement Fee: $70 for the reinstatement filing itself. Confirm what else is owed with the state filing office before paying.
What You Lose During Dissolution: Good standing, and with it the certificate of good standing that banks, lenders and licensing bodies ask for. The LLC continues to exist for winding up, so this does not by itself void the liability shield, but the company cannot carry on ordinary business and its name protection is at risk until it is reinstated.

Do You Need a Paid Service to Fix This?

No. You can file the overdue report yourself by following the How to Fix It steps above, and pay only what the state itself charges (the report fee, any late fee, and any reinstatement fee), with no service fee on top.

Hiring a registered agent service is a separate choice, and it is optional too. Every LLC must keep a registered agent, but 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. 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 (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 →

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 missing a deadline can cost the company its good standing or, in many states, its existence.

Read this guide for another state:

Frequently Asked Questions

: No. Tennessee sets no separate late fee for a late LLC annual report. The only cost is the annual report fee itself, $50 per member, with a minimum of $300 and a maximum of $3,000, filed with the Tennessee Secretary of State. The report is due on the first day of the fourth month after your LLC's fiscal year ends, which is April 1 for the calendar-year LLCs that make up the majority of filers. Tennessee publishes no dollar penalty for missing that date, so a late filing costs the same as an on-time one, provided your LLC hasn't yet been dissolved. The real consequence is administrative. Your next step is to file the annual report through the Tennessee Secretary of State's online filing system at sos.tn.gov with the fee (minimum $300) to restore good standing and avoid dissolution. First-year filers: the fiscal-year-ending month is set in item 4 of the Articles of Organization and defaults to December if left blank, so a calendar-year LLC's first annual report is due April 1 of the year after its first fiscal year closes.
: Yes, Tennessee allows LLC reinstatement after administrative dissolution by filing the Application for Reinstatement (form SS-9410) with the Tennessee Secretary of State, Division of Business Services. You'll need to pay the reinstatement fee plus any outstanding annual report fees that were missed. Tennessee sets no separate late fee on top of those back fees. The charges are the reinstatement fee and the unpaid annual report fees (minimum $300 each). File the application along with proof of the required payments. This page does not have a confirmed deadline for reinstating in Tennessee, so confirm it with the Secretary of State. File your reinstatement documents promptly at sos.tn.gov/business, and verify your current fee obligations with the Secretary of State before submitting to avoid rejection.
: Not by the lateness itself. What matters is what happens if the report stays unfiled and the LLC loses its standing with the state. Under Tennessee law, reinstatement relates back to the date the LLC lost its standing, and the LLC carries on as if that had not happened. This page does not have a confirmed Tennessee rule on whether owners are personally liable for what the business does while it is out of standing, so do not treat the protection as either lost or safe for that period. Tennessee sets no separate late fee for a report filed after the April 1 deadline. The cost stays at the annual report fee itself (minimum $300). The danger is what follows non-filing. If your Tennessee LLC fails to file its annual report, it loses good standing and can face administrative dissolution.
: You can verify your Tennessee LLC's current good standing status through the Tennessee Secretary of State's online business search tool at sos.tn.gov/business/filings. Access the "Business Services" section and search by your LLC's name or Entity ID number to view filing history and compliance status instantly at no cost. For official documentation required by banks, lenders, or business partners, request a Certificate of Existence from the Tennessee Secretary of State's office. This certificate costs $20. Checking your status matters because Tennessee sets no separate late fee, so an overdue report is easy to overlook, yet non-filing is a ground for administrative dissolution. Visit sos.tn.gov/business today to run a free search, and if your status appears non-compliant, file your overdue annual report with the fee (minimum $300) to restore good standing.
: Tennessee sets no separate late fee for a late LLC annual report, so there is no late fee to negotiate or reduce. The cost is the annual report fee itself, $50 per member, minimum $300, maximum $3,000, and it's the same whether you file on time or late, as long as your LLC remains active. What Tennessee imposes instead is an administrative consequence: an unfiled report causes your LLC to lose good standing and, if it continues, can lead to administrative dissolution. That's a status outcome, not a fee you could ask the Secretary of State to lower. The practical takeaway is to file promptly. Submit the Annual Report for a Domestic Limited Liability Company with the fee (minimum $300) through the Tennessee Secretary of State's website, or file the Application for Reinstatement (form SS-9410) if your LLC has already been dissolved, to restore active status. Contact the office with questions about your specific filing.

Sources

8 documents

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.

publications.tnsosfiles.com/acts/104/pub/pc0286.pdfTennessee Public Acts 2005, Chapter 286 (Tennessee Revised Limited Liability Company Act), sections [604] to [608] as enacted
sos-prod.tnsosgovfiles.com/s3fs-public/document/SS-9410%20Reinstatement_1.pdfTennessee Secretary of State, Application for Reinstatement Following Administrative Dissolution/Revocation (SS-9410, Revised 01/25)
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

More for Tennessee LLCs

Start and set up

Taxes, money and growth

Stay compliant

Operate in other states

Compare structures

By owner type

Forming an LLC in Tennessee?

See how Northwest Registered Agent, Bizee, ZenBusiness and LegalZoom, the formation services we partner with, compare on 3-year cost, BBB rating and Trustpilot score before you choose.

Compare Services →

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.

How we check facts