Tennessee

Foreign registration · Form SS-4233

Virginia LLC Foreign Registration in Tennessee

An LLC formed in Virginia that wants to do business in Tennessee files Form SS-4233, with $300 in state fees. Tennessee also wants Virginia's Certificate of Fact of Existence/Registration ($6), dated within 60 days. We file it with the Secretary of State, Division of Business and Charitable Organizations using your Virginia records and act as your registered agent there for the first year.

Virginia vs Tennessee: the paperwork

	Virginia formed here	Tennessee registering here
Document	Virginia Certificate of Fact of Existence/Registration	Form SS-4233, Application for Certificate of Authority, Foreign Limited Liability Company
State fee	$6	$300 at order
How it is handled	Virginia: online as an instant PDF from the Clerk's Information System	Filed with Tennessee
Office	Virginia State Corporation Commission, Office of the Clerk	Tennessee Secretary of State, Division of Business and Charitable Organizations
Official page	scc.virginia.gov	sos.tn.gov
Age rule	Dated when issued	Accepted if dated within 60 days
Yearly filing	Annual Registration Fee, $50, every year	Annual Report, $300, every year
Due	Last day of the LLC's anniversary month
Agent	Your Virginia registered agent	Our Tennessee registered agent

From Virginia to Tennessee, step by step

Order the Virginia certificate
The Certificate of Fact of Existence/Registration ($6) is ordered from Virginia separately; it is not part of our Tennessee order. Ordered from Virginia on filing day, it easily meets Tennessee's limit of 60 days.
We prepare and file Form SS-4233
It lists us as your Tennessee registered agent, next to your Virginia name and formation date, with the certificate attached. Virginia issues the certificate instantly, so the Tennessee filing can go in the same day. Once Tennessee approves it, the Virginia company can do business there.

First-year cost, Virginia to Tennessee

Item	Amount
State fees, paid at order	$300
Certificate of Fact of Existence/Registration, paid to Virginia	$6
Our service, with a year of Tennessee registered agent service	$199
First-year total, Virginia certificate included	$505

Will your Virginia name work for Tennessee?

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

Agents: Tennessee and Virginia

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

Staying in good standing in Virginia and Tennessee

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

LLC or corporation, Virginia to Tennessee

A corporation formed in Virginia files Form SS-4431 with Tennessee ($600 in state fees, plus the Certificate of Good Standing ($6)). After that come Virginia's Annual Report + Annual Registration Fee ($50) and Tennessee's Annual Report ($20). See the corporation filing.

The other way: Tennessee into Virginia

An LLC formed in Tennessee that registers with Virginia files Form LLC1052 with $100 in state fees, plus the Certificate of Existence ($20) dated within one year. See that filing.

Questions Virginia owners ask about Tennessee

Does my Virginia company need to register in Tennessee?

Yes, once a Virginia 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 $6 to Virginia for the Certificate of Fact of Existence/Registration, $505 in all (checkout is $300 in state fees plus our $199).

Do I need Virginia's certificate of good standing?

Yes: Tennessee wants Virginia's Certificate of Fact of Existence/Registration ($6), no more than 60 days old at filing.

What are the yearly costs for Virginia and Tennessee?

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

What if I don't register with Tennessee?

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

Can I form a new Tennessee LLC instead?

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

How do I withdraw from Tennessee later?

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

Official sources

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