
Foreign registration · Form SS-4233
Pennsylvania LLC Foreign Registration in Tennessee
Tennessee registers an LLC from Pennsylvania as a foreign LLC on Form SS-4233, with $300 in state fees. Tennessee also wants Pennsylvania's Subsistence Certificate ($40), dated within 60 days. We file it with the Secretary of State, Division of Business and Charitable Organizations using your Pennsylvania records and act as your registered agent there for the first year.
Pennsylvania and Tennessee side by side
| Pennsylvania formed here | Tennessee registering here | |
|---|---|---|
| Document | Pennsylvania Subsistence Certificate | Form SS-4233, Application for Certificate of Authority, Foreign Limited Liability Company |
| State fee | $40 | $300 at order |
| How it is handled | Pennsylvania: online through Business Filing Services, or by mail on the copy and certificate request form | Filed with Tennessee |
| Office | Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations | Tennessee Secretary of State, Division of Business and Charitable Organizations |
| Official page | file.dos.pa.gov | sos.tn.gov |
| Age rule | Dated when issued | Accepted if dated within 60 days |
| Yearly filing | Annual Report, $7, every year | Annual Report, $300, every year |
| Due | September 30 | |
| Agent | Your Pennsylvania registered office | Our Tennessee registered agent |
From Pennsylvania to Tennessee, step by step
Order the Pennsylvania certificate
The Subsistence Certificate ($40) is ordered from Pennsylvania separately; it is not part of our Tennessee order. Tennessee accepts it within 60 days of Pennsylvania's issue date, so it is ordered shortly before filing.
We prepare and file Form SS-4233
It names us as your Tennessee registered agent, with your Pennsylvania name and formation date and the certificate attached. Once Pennsylvania's certificate is in hand, Tennessee's filing goes in. Once Tennessee approves it, the Pennsylvania company can do business there.
First-year cost, Pennsylvania to Tennessee
| Item | Amount |
|---|---|
| State fees, paid at order | $300 |
| Subsistence Certificate, paid to Pennsylvania | $40 |
| Our service, with a year of Tennessee registered agent service | $199 |
| First-year total, Pennsylvania certificate included | $539 |
Will your Pennsylvania name work for Tennessee?
Tennessee can hold a name for $20 before you file.
Agents: Tennessee and Pennsylvania
Tennessee calls it a registered agent; Pennsylvania says registered office. Tennessee papers come to us; Pennsylvania's agent is unchanged.
Yearly filings: Tennessee and Pennsylvania
Each year your LLC files Pennsylvania's Annual Report ($7) and Tennessee's Annual Report ($300). With our $149 registered agent renewal, Pennsylvania plus Tennessee comes to $456 a year. The new registration does not replace any home-state filing.
LLC or corporation, Pennsylvania to Tennessee
A corporation formed in Pennsylvania files Form SS-4431 with Tennessee ($600 in state fees, plus the Subsistence Certificate ($40)). After that come Pennsylvania's Annual Report ($7) and Tennessee's Annual Report ($20). See the corporation filing.
The other way: Tennessee into Pennsylvania
An LLC formed in Tennessee that registers with Pennsylvania files Form DSCB:15-412 with $250 in state fees; no Tennessee certificate is needed. See that filing.
Questions Pennsylvania owners ask about Tennessee
Does my Pennsylvania company need to register in Tennessee?
Yes, once a Pennsylvania 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 $40 to Pennsylvania for the Subsistence Certificate, $539 in all (checkout is $300 in state fees plus our $199).
Do I need Pennsylvania's certificate of good standing?
Yes: Tennessee wants Pennsylvania's Subsistence Certificate ($40), no more than 60 days old at filing.
What are the yearly costs for Pennsylvania and Tennessee?
$456 a year: our $149 registered agent renewal, $7 to Pennsylvania and $300 to Tennessee for the yearly reports.
What if I don't register with Tennessee?
A Pennsylvania 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 Pennsylvania registered office stays, and ours covers Tennessee for year one.
Can I form a new Tennessee LLC instead?
Yes, but Pennsylvania keeps the original, so you run two companies: the new one files Tennessee's Annual Report ($300), and the original keeps Pennsylvania's Annual Report.
How do I withdraw from Tennessee later?
Pennsylvania companies leave by filing an Application for Certificate of Withdrawal or Cancellation (Foreign Entity) ($20); until then, Tennessee's report stays due alongside Pennsylvania's filings.
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