Tennessee Foreign LLC Certificate of Authority: Form SS-4233

Tennessee LLC certificate of authority at a glance

Filing

Form SS-4233, Application for Certificate of Authority, Foreign Limited Liability Company

State fee

$300 filing fee

Total with us

$499, first year of Tennessee registered agent service included

Home-state certificate

Required, dated within 60 days

Tennessee yearly filing

Annual Report, $300, every year

Filed with

Tennessee Secretary of State, Division of Business and Charitable Organizations

What Form SS-4233 asks for

For Form SS-4233, Tennessee needs:

• The exact name of your LLC as formed
• The state it was formed in and its date of formation
• A Tennessee registered agent with a street address there; we fill in ours
• A principal office address
• A certificate of good standing from the home state, no older than 60 days when Tennessee receives it

LLC into Tennessee, by home state

The first-year total adds the home state's certificate fee to the $499 checkout total; the certificate is ordered from that state.

When Tennessee expects an LLC to register

Tennessee law lists 11 activities that do not, on their own, count as doing business in Tennessee; the list gives examples and is not the full test. Being a member or manager of an LLC that does business in Tennessee does not by itself mean you do business there. An office, staff, or regular sales and contracts there are what typically lead to registration.

If you do business in Tennessee without registering

An unregistered LLC doing business there cannot start a lawsuit in Tennessee courts until it registers. Its contracts stay valid, and it can still defend a case brought against it. Tennessee penalties for unregistered business: a fine of at least $900. The Tennessee attorney general can ask a court to stop the LLC doing business there until it registers.

Tennessee registered agent rule

Tennessee requires every registered foreign LLC to keep a registered agent there. Switching agents later costs $20. Our $199 includes the first year of Tennessee registered agent service, then $149 a year.

Tennessee yearly filings

Once registered, your LLC files the Tennessee Annual Report every year, at $300. From year two, keeping the Tennessee registration costs $449 a year with our registered agent service.

How long Tennessee takes

We file Form SS-4233 with the Tennessee Secretary of State.

Leaving Tennessee later

If your LLC stops doing business there, it ends the registration by filing an Application for Certificate of Withdrawal or Cancellation (Foreign Entity) ($20). Until that is filed, Tennessee's yearly filing stays due.