Foreign registration · Form SS-4431
Minnesota Corporation Foreign Registration in Tennessee
To do business in Tennessee, a corporation formed in Minnesota registers there on Form SS-4431, with $600 in state fees. Tennessee also wants Minnesota's Certificate of Good Standing ($5). We file it with the Secretary of State, Division of Business and Charitable Organizations using your Minnesota records and act as your registered agent there for the first year.
Minnesota and Tennessee side by side
| Minnesota formed here | Tennessee registering here | |
|---|---|---|
| Document | Minnesota Certificate of Good Standing | Form SS-4431, Application for Certificate of Authority For-Profit Corporation |
| State fee | $5 | $600 at order |
| How it is handled | Minnesota: online, issued as soon as it is paid for and kept in the online account for 90 days | Filed with Tennessee |
| Office | Minnesota Secretary of State, Business Services | Tennessee Secretary of State, Division of Business and Charitable Organizations |
| Official page | sos.mn.gov | sos.tn.gov |
| Age rule | Dated when issued | Must be current |
| Yearly filing | Annual Renewal, no fee, every year | Annual Report, $20, every year |
| Due | December 31 | |
| Agent | Your Minnesota registered agent | Our Tennessee registered agent |
How Minnesota companies register with Tennessee
Order the Minnesota certificate
The Certificate of Good Standing ($5) is ordered from Minnesota separately; it is not part of our Tennessee order. Tennessee wants the Minnesota certificate current, so it is ordered close to the filing date.
We prepare and file Form SS-4431
It lists us as your Tennessee registered agent, next to your Minnesota name and formation date, with the certificate attached. With the certificate issued on the spot, nothing from Minnesota delays the Tennessee filing. Once Tennessee approves it, the Minnesota company can do business there.
First-year cost, Minnesota to Tennessee
| Item | Amount |
|---|---|
| State fees, paid at order | $600 |
| Certificate of Good Standing, paid to Minnesota | $5 |
| Our service, with a year of Tennessee registered agent service | $199 |
| First-year total, Minnesota certificate included | $804 |
Will your Minnesota name work for Tennessee?
Tennessee can hold a name for $20 before you file.
Agents: Tennessee and Minnesota
Minnesota and Tennessee both call it a registered agent. Your current registered agent stays for Minnesota; ours takes Tennessee's papers and notices.
Staying in good standing in Minnesota and Tennessee
Each year your corporation files Minnesota's Annual Renewal (no fee) and Tennessee's Annual Report ($20). With our $149 registered agent renewal, Minnesota plus Tennessee comes to $169 a year. Both states' filings stay current side by side.
LLC or corporation, Minnesota to Tennessee
An LLC formed in Minnesota files Form SS-4233 with Tennessee ($300 in state fees, plus the Certificate of Good Standing ($5)). After that come Minnesota's Annual Renewal (no fee) and Tennessee's Annual Report ($300). See the LLC filing.
Registering a Tennessee company in Minnesota
A corporation formed in Tennessee that registers with Minnesota files Minnesota's registration (no form number) with $220 in state fees. See that filing.
Common questions: Minnesota to Tennessee
Does my Minnesota company need to register in Tennessee?
Yes, once a Minnesota business operates there; Tennessee registers it as a foreign corporation.
Is this a certificate of authority?
Yes: Tennessee issues one to Minnesota corporations once the form is approved.
How much does it cost to register a Minnesota corporation in Tennessee?
$799 at checkout plus $5 to Minnesota for the Certificate of Good Standing, $804 in all (checkout is $600 in state fees plus our $199).
Do I need Minnesota's certificate of good standing?
Yes: Tennessee wants it ($5), current at filing.
What are the yearly costs for Minnesota and Tennessee?
$169 a year: our $149 registered agent renewal, nothing to Minnesota and $20 to Tennessee for the yearly reports.
Does Tennessee require a registered agent?
Yes: the Minnesota registered agent stays, and ours covers Tennessee for year one.
Can I form a new Tennessee corporation instead?
Yes, but Minnesota keeps the original, so you run two companies: the new one files Tennessee's Annual Report ($20), and the original keeps Minnesota's Annual Renewal.
How do I withdraw from Tennessee later?
Minnesota companies leave by filing an Application for Certificate of Withdrawal or Cancellation (Foreign Entity); until then, Tennessee's report stays due alongside Minnesota's filings.
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