Articles

LLC Formation in Tennessee

Each state puts its own unique stamp on the process of forming an LLC (Limited Liability Company) and Tennessee is no exception. Learning Tennessee’s requirements will help you decide whether to form an LLC in that state and prepare you for the formation process.

Naming your Tennessee LLC

The LLC name must contain on of the following: Limited Liability Company, LLC, or L.L.C.  Your LLC’s name must be distinguishable from the name of every other foreign or domestic entity (e.g., LLCs, corporations, limited partnerships) whether the name is true, assumed, reserved or registered. Use of the words "Bank," "Credit Union," "Mortgage" and "Trust" requires approval by the Department of Financial Institutions.

Member/Manager information

The following are Tennessee’s requirements for the members/managers of LLCs:

  • Minimum number. The LLC must have at least one member.
  • Residence requirements. Tennessee does not have a provision specifying where members or managers must reside.
  • Age requirements. Tennessee does not have age requirements for managers or members.
  • Inclusion in the Articles of Organization. Member/Manager names and addresses are not required to be listed in the Articles of Organization.

Requirements for the Articles of Organization

You form an LLC in Tennessee by filing Articles of Organization and paying the required fee. The information required in the formation document varies by state. Tennessee's requirements include:

  • A designation that the LLC is a Professional LLC, Non-profit LLC, or Series LLC—if the LLC is one of those.
  • The closing month of the LLC’s fiscal year. If none is stated, the year is assumed to be a calendar year. (This is needed to determine the annual report filing date for the LLC)
  • The effective date of the Articles—if they are not to be immediately effective
  • Whether the LLC will be member-managed, manager-managed or director-managed. (Tennessee is one of the few states that provide for director-management.)
  • The number of members, as of the filing date of the Articles. If no number is provided, then a single-member LLC will be assumed.
  • The duration of the LLC—if it is not going to be perpetual
  • The complete street address (including the county) of the LLC’s principal executive office and a complete mailing address if it is different from the principal office address.
  • Additional statements are required for Professional LLCs, Non-profit LLCs, and Series LLCs
  • If there are any obligated members of the LLC, the names and addresses must be provided

Registered Agent

You must list the name and the street address of your LLC’s Tennessee Registered Agent. This must be a physical address within Tennessee—no post office boxes are allowed. Your agent must be available during normal business hours to accept Service of Process and other important legal and tax documents on behalf of the LLC.

Other filings required at time of incorporation

Some states require additional filings or steps at the time of incorporation, such as a county level filing, publishing notice of the LLC formation in a local newspaper or an initial report filing. Tennessee requires the following:

  • County filing. If the LLC’s principal office is in Tennessee, a copy of the Articles of Organization must be filed with that county’s government. If the principal office is not in Tennessee, no county filing is required.

Professional services businesses

Tennessee allows professionals, such as accountants, attorneys, and physicians, to form a professional limited liability company (PLLC).

Request a Custom Quote

Have a specific question about a product? A CT Specialist will follow up with a custom quote along with a comprehensive assessment of your needs.