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Entity

Foreign registration · Form SS-4233

North Dakota LLC Foreign Registration in Tennessee

An LLC formed in North Dakota that wants to do business in Tennessee files Form SS-4233, with $300 in state fees. Tennessee also asks for North Dakota's Certificate of Good Standing ($20), no older than 60 days. We file it with the Secretary of State, Division of Business and Charitable Organizations from your North Dakota records, then serve as your registered agent there for year one.

North Dakota vs Tennessee: the paperwork

North Dakota
formed here
Tennessee
registering here
DocumentNorth Dakota Certificate of Good StandingForm SS-4233, Application for Certificate of Authority, Foreign Limited Liability Company
State fee$20$300 at order
How it is handledNorth Dakota: onlineFiled with Tennessee
OfficeNorth Dakota Secretary of StateTennessee Secretary of State, Division of Business and Charitable Organizations
Official pagefirststop.sos.nd.govsos.tn.gov
Age ruleDated when issuedAccepted if dated within 60 days
Yearly filingAnnual Report, $50, every yearAnnual Report, $300, every year
DueNovember 15
AgentYour North Dakota registered agentOur Tennessee registered agent

How North Dakota companies register with Tennessee

  1. Order the North Dakota certificate

    The Certificate of Good Standing ($20) is ordered from North Dakota separately; it is not part of our Tennessee order. Tennessee accepts it within 60 days of North Dakota's issue date, so it is ordered shortly before filing.

  2. We prepare and file Form SS-4233

    It names us as your Tennessee registered agent, with your North Dakota name and formation date and the certificate attached. Once North Dakota's certificate is in hand, Tennessee's filing goes in. After approval, your North Dakota LLC is registered with Tennessee.

First-year cost, North Dakota to Tennessee

ItemAmount
State fees, paid at order$300
Certificate of Good Standing, paid to North Dakota$20
Our service, with a year of Tennessee registered agent service$199
First-year total, North Dakota certificate included$519

Your North Dakota name and Tennessee's rules

Tennessee can hold a name for $20 before you file.

Agents: Tennessee and North Dakota

North Dakota and Tennessee both call it a registered agent. Your current registered agent stays for North Dakota; ours takes Tennessee's papers and notices.

Staying in good standing in North Dakota and Tennessee

Each year your LLC files North Dakota's Annual Report ($50) and Tennessee's Annual Report ($300). With our $149 registered agent renewal, North Dakota plus Tennessee comes to $499 a year. The new registration does not replace any home-state filing.

LLC or corporation, North Dakota to Tennessee

A corporation formed in North Dakota files Form SS-4431 with Tennessee ($600 in state fees, plus the Certificate of Good Standing ($20)). After that come North Dakota's Annual Report ($25) and Tennessee's Annual Report ($20). See the corporation filing.

Registering a Tennessee company in North Dakota

An LLC formed in Tennessee that registers with North Dakota files North Dakota's registration (no form number) with $135 in state fees, plus the Certificate of Existence ($20). See that filing.

Questions North Dakota owners ask about Tennessee

Does my North Dakota company need to register in Tennessee?

Yes, once a North Dakota business operates there; Tennessee law lists 11 activities that do not count on their own.

How much does the Tennessee registration cost?

$499 at checkout plus $20 to North Dakota for the Certificate of Good Standing, $519 in all (checkout is $300 in state fees plus our $199).

Do I need North Dakota's certificate of good standing?

Yes: Tennessee wants it ($20), no more than 60 days old at filing.

What are the yearly costs for North Dakota and Tennessee?

$499 a year: our $149 registered agent renewal, $50 to North Dakota and $300 to Tennessee for the yearly reports.

What if I don't register with Tennessee?

A North Dakota 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 North Dakota registered agent stays, and ours covers Tennessee for year one.

Can I form a new Tennessee LLC instead?

Yes, but North Dakota keeps the original, so you run two companies: the new one files Tennessee's Annual Report ($300), and the original keeps North Dakota's Annual Report.

How do I withdraw from Tennessee later?

North Dakota companies leave by filing an Application for Certificate of Withdrawal or Cancellation (Foreign Entity) ($20); until then, Tennessee's report stays due alongside North Dakota's filings.

Official sources

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