Tennessee LLC Articles of Organization

In this lesson, we will walk you through filing your Articles of Organization with the Tennessee Secretary of State.

This is the document that officially forms your Tennessee LLC.

Tennessee LLC Filing Fee

Tennessee LLC costs are determined by how many LLC Members (owners) there are.

1-6 Members:
If your LLC has between 1 and 6 Members, your LLC filing fee is $300.

More than 6 Members:
If your LLC has more than 6 Members, your LLC filing is $300 plus an additional $50 per Member for each additional Member.

For example:

• If you have 7 Members, your filing fee is $350 ($300 + $50).
• If you have 10 Members, your filing fee is $500 ($300 + $50 + $50 + $50 + $50).

Tennessee Limited Liability Company Approval Time

The approval time for a Tennessee LLC varies depending on how you file:

• If you file by mail, your LLC will be approved in 3-5 business days (plus mail time).
• If you file online, your LLC will be approved immediately.

LLC University® recommendation: We recommend filing your Articles of Organization online. Filing online is easier and has a faster approval time. Instructions for online filing are below on this page.

However, if you aren’t very tech-comfortable, you can still file by mail.

You can file the LLC paperwork yourself or you can hire a company to do it for you. Check out Best LLC Services in Tennessee for our recommendations.

How to file your Tennessee LLC Online

First, visit the Tennessee Secretary of State’s TNCaB page.

If you already have a TNCaB account, you can login.

If you don’t have a TNCaB account, you’ll need to create one.

Create a TNCaB account

• Go to the Tennessee Secretary of State’s TNCaB page and click “Create Account“.
• Enter your name, email, phone number, and address and click “Next“.
• Go to your email and find the message from TNCaB. Then click the link to verify your email address.
• Enter your desired password and click “Save Password“.
• Then click “click here to log in” to return to the main TNCaB page.
• Under “Already have an Account“, enter your login information and click “Login“.
• This will take you to your TNCaB dashboard.
• Now you’re ready to begin your filing.

Get started:

On the left, click “Business Filings“.

On the next page, click “Start a Business in Tennessee“.

Please Select Your Business Type

Select “Limited Liability Company” from the dropdown.

Do you have a Reserved/Registered Name Filing with the Secretary of State that will be used in the formation of your business?
Most people click “No“. You aren’t required to reserve your LLC name in Tennessee, and we don’t recommend it. It’s usually a waste of money.

Entity Name

Enter the name of your LLC, exactly as you would like it.

Your name must end with one of these 3 designators:

• LLC (most common)
• L.L.C.
• Limited Liability Company

You can use a comma in your LLC name or you can leave it out.
For example: Grand Olive Oil LLC and Grand Olive Oil, LLC are both acceptable.

Additional Designation

You can leave this dropdown blank. This doesn’t apply for 99% of people.

Note: If you’re forming a Professional Limited Liability Company (PLLC), you can select it from the drop down. A PLLC is a special type of LLC used by licensed professionals (ex: accountants, doctors, dentists, architects, lawyers, clinical social workers, etc.). And while this lesson doesn’t specifically cover the steps on forming a PLLC, the process is very similar to forming a regular LLC.

Series LLC

Most people check “No“.

What is a Series LLC? A Series LLC is a network of connected companies, called “cells”. However, Series LLCs are more complex and still don’t have a lot of established case law. Additionally, they are not very common. And for these reasons, we don’t cover Series LLCs at this time.

Fiscal Year Ending Month

Most people select “December“.

Why? For accounting and tax purposes, most small businesses run on the “calendar year”, which is January 1 to December 31. This is just like how your personal taxes work.

Note: While uncommon, if your business runs on a different fiscal year, please enter that fiscal year end date instead.

Period of Duration

We recommend checking the “Perpetual” box.

This gives your LLC a permanent existence. Meaning, it won’t automatically be shut down on a specified date. Instead, it exists forever, or until you choose to close it.

Note: It’s very rare to specify an expiration date in your Articles of Organization (a date on which your LLC would automatically be shut down). Most people don’t set an expiration date, and instead, choose “Perpetual”.

Principal Office Address

Enter your LLC’s Principal Office Address. This is the address where your primary business activities take place and/or where you run your business from.

This address can be any state, or in any country.

Mailing Address

Note: If the Principal Office and Mailing Address are the same, check the box (it’s just above “Mailing Address”).

If your LLC’s Mailing Address is different from your Principal Office Address, then you can enter it here.

This address can be in any state, or in any country.

Email

Enter your email address here.

This is used so the Secretary of State can send you reminders about the Tennessee LLC Annual Report. Every Tennessee LLC must file Annual Reports each year, so this is a helpful service.

Nature of Business (NAICS)

An NAICS Code is used by government agencies to gather statistical information about businesses.

Pro Tip: I recommend skipping the NAICS Code and leaving it blank. First, this isn’t required. And second, the nature of one’s business often evolves over time. And constantly needing to update your NAICS code is a pain. I also don’t like that people often feel “stuck” or limited by their NAICS code.

The Limited Liability Company will be:

• Read this first: Member-managed vs Manager-managed LLC

Choose how your LLC will be managed. You have 3 options in Tennessee:

• Member-Managed
• Manager-Managed
• Director-Managed

Most people’s LLCs are either Member-managed or Manager-managed.

Director-managed isn’t very common and most people don’t use this. (Director-managed is like having a board of directors to run your LLC.)

Do you have six or fewer members at the date of this filing?

If your LLC has 6 or fewer Members, check “Yes“.

If your LLC has more than 6 Members, check “No“.

Note: In Tennessee, your LLC filing fee is based on how many Members your LLC has:

• If your LLC has between 1 and 6 Members, your LLC filing fee is $300.
• If your LLC has more than 6 Members, you’ll need to pay an additional $50 per LLC Member for each Member over 6.

For example:

• If you have 6 Members, your filing fee is $300.
• If you have 7 Members, your filing fee is $350 ($300 + $50).
• If you have 10 Members, your filing fee is $500 ($300 + $50 + $50 + $50 + $50).

Will this entity be registered as an Obligated Member Entity (OME)?

We recommend checking “No“. The OME registration doesn’t apply to small business owners.

Other Provisions

We recommend leaving this section blank.

Most people don’t need to add Other Provisions, unless they’ve been instructed to do so by their attorney.

Do you have additional uploads you would like to attach to this filing?

We recommend checking “No“.

Will this filing have a delayed effective date?

The LLC Effective Date is the date your LLC goes into existence. Think of it like the day your LLC is “born”.

If you select “No“, your LLC will become effective on the day it is approved by the Tennessee Secretary of State.

If you want your LLC to go into existence on a future date:
Check “Yes” and select the date from the calendar. Note: This date can’t be more than 90 days ahead. And you can’t back-date your filing.

Pro Tip: If you’re forming your Tennessee LLC later in the year (October, November, December) and you don’t need your LLC open right away, you can give your LLC an effective date of January 1 of the following year. This can save you the hassle of filing taxes for those few months with no business activity.

Registered Agent Information

Important: Please read Who can be my Registered Agent in Tennessee before proceeding.

(Note: Regardless of who you pick as your Registered Agent, their address must be located in Tennessee. And PO Box addresses aren’t allowed.)

Will this entity be its own Registered Agent?
Select whether or not your LLC will be its own Registered Agent.

If your LLC will be its own Registered Agent:

• Check “Yes“.
• Enter your LLC’s address.
• Enter your email address.

If your Registered Agent will be a person (you, friend, family member, etc.):

• Check “No“.
• Under Agent Type, select “Individual”.
• Enter their name, address, and email.

If you hired a Registered Agent Service:

• Check “No“.
• Under Agent Type, select “Organization“.
• Click the box labeled “Organization” (a search box will appear).
• Enter the name of the company and click “Search“.
• Select the company from the search results and click “Add Items“.

Tip: If you see multiple addresses for your Registered Agent, login to your Registered Agent dashboard (or contact the company) to confirm which address to use.

Click “Next” to proceed.

Organizer’s Signature

What is an LLC Organizer? An LLC Organizer is simply the person who signs and submits the Articles of Organization.

Note: An Organizer can be an LLC Member, but signing this form doesn’t automatically make someone an LLC Member. To learn more, please see LLC Organizer vs LLC Member.

Check the boxes to confirm the information you entered is accurate, and that you’re authorized to file the LLC documents.

Enter the Organizer’s first and last name.

This filing requires a filing fee

This page is just letting you know that you can pay with a credit card or eCheck online. Or you can print your Articles of Organization and send it by mail, along with a check.

We recommend clicking “Pay Now” to pay by credit card.

Payment

There’s nothing to do here. The state is just letting you know how much your filing will cost.

Click “Continue“.

Enter your credit card or debit card details and click “Continue” to submit your payment to the state.

Congratulations! Your Tennessee LLC has been filed with the Secretary of State.

Tennessee LLC Approval – Online FIling

After submitting documents online, your LLC will be approved immediately.

When you finish and pay online, you’ll be able to print your approved Articles of Organization and Acknowledgment Letter in PDF format.

We recommend keeping a copy of your approved Articles of Organization and Acknowledgment Letter with your other LLC documents.

Required: Record Articles of Organization with the County Register of Deeds

Tennessee requires you to record a copy of your Articles of Organization with your Register of Deeds office.

This needs to be recorded with the Register of Deeds in the county where your LLC’s Principal Office is located.

The recording fees are usually less than $20. (For example, here is the Register of Deeds Recording Services page for the Register of Deeds in Davidson County).

You’ll need to contact the appropriate Register of Deeds.

You can do a Google search for the county name + “register of deeds”. Then call and ask to speak to the “recording department”. Ask about the recording fees, and get instructions on how to send them your approved Articles of Organization.

Tennessee Secretary of State Contact Information

If you have questions about the LLC filing process, feel free to contact the Business Services Department of the Tennessee Secretary of State at 615-741-2286.

Their hours are Monday to Friday, 8:00am – 4:30pm Central Time.

Tennessee Articles of Organization FAQs

Matt Horwitz

Founder & Educator, LLC University®

Matt Horwitz is the leading expert on LLC education, and has been teaching for 15 years. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.