Foreign registration · Form SS-4233
Minnesota LLC Foreign Registration in Tennessee
Tennessee registers an LLC from Minnesota as a foreign LLC on Form SS-4233, with $300 in state fees. Tennessee also wants Minnesota's Certificate of Good Standing ($5), dated within 60 days. 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-4233, Application for Certificate of Authority, Foreign Limited Liability Company |
| State fee | $5 | $300 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 | Accepted if dated within 60 days |
| Yearly filing | Annual Renewal, no fee, every year | Annual Report, $300, 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. Ordered from Minnesota on filing day, it easily meets Tennessee's limit of 60 days.
We prepare and file Form SS-4233
It names us as your Tennessee registered agent, with your Minnesota name and formation date and the certificate attached. Minnesota issues the certificate instantly, so the Tennessee filing can go in the same day. Once Tennessee approves it, the Minnesota company can do business there.
Tennessee costs for Minnesota companies
| Item | Amount |
|---|---|
| State fees, paid at order | $300 |
| 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 | $504 |
Your Minnesota name and Tennessee's rules
Tennessee can hold a name for $20 before you file.
Your Tennessee agent and the Minnesota one
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 LLC files Minnesota's Annual Renewal (no fee) and Tennessee's Annual Report ($300). With our $149 registered agent renewal, Minnesota plus Tennessee comes to $449 a year. The new registration does not replace any home-state filing.
LLC or corporation, Minnesota to Tennessee
A corporation formed in Minnesota files Form SS-4431 with Tennessee ($600 in state fees, plus the Certificate of Good Standing ($5)). After that come Minnesota's Annual Renewal (no fee) and Tennessee's Annual Report ($20). See the corporation filing.
The other way: Tennessee into Minnesota
An LLC formed in Tennessee that registers with Minnesota files Minnesota's registration (no form number) with $205 in state fees; no Tennessee certificate is needed. See that filing.
Questions Minnesota owners ask about Tennessee
Does my Minnesota company need to register in Tennessee?
Yes, once a Minnesota business operates there; Tennessee law lists 11 activities that do not count on their own.
How much does it cost to register a Minnesota LLC in Tennessee?
$499 at checkout plus $5 to Minnesota for the Certificate of Good Standing, $504 in all (checkout is $300 in state fees plus our $199).
Do I need Minnesota's certificate of good standing?
Yes: Tennessee wants it ($5), no more than 60 days old at filing.
What are the yearly costs for Minnesota and Tennessee?
$449 a year: our $149 registered agent renewal, nothing to Minnesota and $300 to Tennessee for the yearly reports.
What if I don't register with Tennessee?
A Minnesota company cannot sue in court there until it registers, and Tennessee can add a fine of at least $900.
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 LLC instead?
Yes, but Minnesota keeps the original, so you run two companies: the new one files Tennessee's Annual Report ($300), 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) ($20); until then, Tennessee's report stays due alongside Minnesota's filings.
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