Whether you’re considering forming an LLC in the Volunteer State or already have one established, these FAQs on forming an LLC in Tennessee aims to address common questions and concerns you may encounter along the way.

Tennessee LLC

1. Do I Need to Hire a Lawyer to Form an LLC in Tennessee? While it’s not a legal requirement to hire a lawyer, it’s often advisable to seek legal counsel, especially if you have complex business needs or want to ensure compliance with all state regulations. However, you can also form an LLC on your own by following the guidelines provided by the Tennessee Secretary of State.
2. What Are the Steps to Dissolve an LLC in Tennessee? Dissolving an LLC in Tennessee involves several steps, including filing articles of dissolution with the Secretary of State, settling all debts and obligations, and informing creditors and other relevant parties about the dissolution. For detailed instructions, refer to the Tennessee Secretary of State’s website on LLC dissolution.
3. Can I Operate My LLC Under a Different Name Than My Registered Name in Tennessee? Yes, you can operate your LLC under a different name than your registered name by filing for a “doing business as” (DBA) or fictitious business name with the Tennessee Secretary of State. This allows you to conduct business under a name other than your LLC’s legal name.
4. What Are the Annual Requirements for Maintaining an LLC in Tennessee? In Tennessee, LLCs are required to file an annual report with the Secretary of State, which includes updating information about the LLC’s members, managers, and registered agent. Additionally, LLCs must pay an annual filing fee. Failure to comply with these requirements may result in penalties or the involuntary dissolution of the LLC.
5. Are There Any Specific Regulations for Professional LLCs (PLLCs) in Tennessee? Yes, Tennessee has specific regulations governing Professional Limited Liability Companies (PLLCs) which are formed by licensed professionals, such as doctors, lawyers, and accountants, to provide professional services. PLLCs must comply with additional licensing and regulatory requirements set forth by their respective professional boards or associations.
6. How Can I Obtain an EIN (Employer Identification Number) for My Tennessee LLC? You can obtain an EIN for your Tennessee LLC for free from the Internal Revenue Service (IRS) either online, by mail, fax, or by phone. An EIN is necessary for tax purposes, hiring employees, opening a business bank account, and other legal and financial transactions.
7. What Are the Tax Implications for an LLC in Tennessee? LLCs in Tennessee are subject to various state and federal taxes, including state sales tax, excise tax, and federal income tax. The specific tax obligations depend on the nature of the LLC’s business activities, its structure, and whether it elects to be taxed as a corporation or a pass-through entity. Consult with a tax professional for personalized advice.

For further information and guidance on forming an LLC in Tennessee, you can visit the Tennessee Secretary of State’s Business Services Division website.

Tennessee Business Name Search

1. Is it Possible to Reserve a Business Name in Tennessee Before Forming an Entity? Yes, Tennessee allows individuals to reserve a business name for a period of 120 days before officially forming a business entity. This reservation can be done online through the Tennessee Secretary of State’s website by submitting a Name Reservation Request form and paying the applicable fee.
2. What Information Do I Need to Conduct a Business Entity Name Search in Tennessee? To perform a business entity name search in Tennessee, you will need to provide at least one of the following: the exact business entity name, a partial business entity name, or the entity identification number. Additionally, you may also search by the name of an officer or registered agent associated with the business.
3. How Can I Check for Trademark Availability When Searching Business Names in Tennessee? While the Tennessee Secretary of State’s website provides a database for searching business entity names, it’s essential to conduct a separate search for trademarks through the U.S. Patent and Trademark Office (USPTO) website or other relevant databases. This ensures that your chosen business name does not infringe upon existing trademarks.
4. What Should I Do If the Business Name I Want is Already in Use in Tennessee? If the business name you desire is already in use in Tennessee, you will need to choose a different name that is distinguishable from existing entities according to state regulations. It’s recommended to conduct a thorough search to avoid potential conflicts and legal issues down the line.
5. Are There Any Restrictions on Business Entity Names in Tennessee? Yes, Tennessee imposes certain restrictions on business entity names to prevent confusion and ensure transparency. For example, the name of an LLC or corporation must include specific designators such as “Limited Liability Company,” “LLC,” “Incorporated,” “Inc.,” or similar abbreviations as per state law.
6. Can I Conduct a Business Entity Name Search Over the Phone or In-Person in Tennessee? Unfortunately, the Tennessee Secretary of State’s office does not offer business entity name searches over the phone or in-person. However, you can access the online database through their website to perform searches at your convenience.
7. Is There a Fee Associated with Conducting a Business Entity Name Search in Tennessee? No, there is no fee required to conduct a business entity name search in Tennessee. The search function is available free of charge on the Tennessee Secretary of State’s website for anyone to use.

Tennessee Registered Agent

1. Can I Serve as My Own Registered Agent for My Tennessee LLC? Yes, you can serve as the registered agent for your Tennessee LLC as long as you meet the state’s requirements. However, keep in mind that a registered agent must have a physical address within the state where legal documents can be served during business hours. If you’re frequently out of the office or prefer more privacy, you may consider hiring a professional registered agent service.
2. What Are the Responsibilities of a Registered Agent in Tennessee? The primary responsibility of a registered agent in Tennessee is to receive legal documents and official correspondence on behalf of the LLC. This includes service of process (legal notices, lawsuits, etc.), tax documents, and other important notices from the state. The registered agent must promptly forward these documents to the LLC’s designated contact.
3. Can I Change My LLC’s Registered Agent in Tennessee After Formation? Yes, you can change your LLC’s registered agent in Tennessee after formation by filing the appropriate form with the Tennessee Secretary of State’s office. The form typically requires the signature of an authorized member or manager of the LLC and may involve a nominal filing fee. Ensure that your new registered agent meets all state requirements before making the switch.
4. What Happens If My Registered Agent Resigns or Becomes Unavailable in Tennessee? If your registered agent resigns or becomes unavailable in Tennessee, you must promptly designate a new registered agent to ensure continuous compliance with state regulations. Failing to maintain a registered agent can result in penalties and jeopardize your LLC’s good standing. Be proactive in addressing any changes to your registered agent to avoid complications.
5. Do I Need to List My Registered Agent’s Address on Public Records in Tennessee? Yes, the address of your LLC’s registered agent is part of the public record in Tennessee and will be accessible through the Secretary of State’s office. This information is required for legal purposes and ensures that there is a reliable point of contact for official communications with your LLC.
6. Can I Use a P.O. Box as the Address for My Registered Agent in Tennessee? No, Tennessee law requires that the registered agent’s address be a physical street address within the state where legal documents can be personally delivered during regular business hours. A P.O. Box is not sufficient for this purpose. However, some registered agent services may offer to use their address while ensuring compliance with state requirements.
7. Are There Any Alternatives to Hiring a Professional Registered Agent in Tennessee? While hiring a professional registered agent service is a common choice for many LLCs, you may also designate an individual within your LLC, such as a member or manager, to serve as the registered agent. Just ensure that the designated individual meets all requirements and is available during business hours to receive legal documents.

To help you navigate the process with confidence, this article answers the most frequently asked questions about Tennessee LLC formation.

From selecting a business name to adhering to state requirements, we provide valuable insights to support your entrepreneurial vision.

Tennessee LLC Formation

Forming an LLC in Tennessee involves several key steps:

1. Choose a Unique Name: Select a unique name for your LLC that complies with the state’s naming rules. You can verify name availability through the Tennessee Secretary of State’s business name database.
2. Appoint a Registered Agent: Designate a registered agent, also known as a statutory agent, who will receive legal documents on behalf of your LLC. The registered agent must have a physical address in Tennessee.
3. File Articles of Organization: Prepare and submit the Articles of Organization to the Tennessee Secretary of State. Pay the required filing fee, and provide essential information about your LLC.
4. Create an Operating Agreement: Although not mandatory, it’s advisable to establish an operating agreement outlining the internal workings and management structure of your LLC.
5. Obtain an EIN: Apply for an Employer Identification Number (EIN) from the IRS for tax purposes. You can do this online.
6. Comply with Tax and Regulatory Requirements: Ensure you understand and meet any state, federal, and local tax obligations and regulatory requirements specific to your business activities.

FAQ 2: What is a Registered Agent and why do I need one for my Tennessee LLC?

A Registered Agent is a crucial component of your LLC in Tennessee. Here’s why:

A registered agent is your LLC’s point of contact for receiving legal documents, official notices, and correspondence from state agencies. They ensure you stay informed and in compliance with state regulations. While you can serve as your own registered agent, many business owners opt for a professional registered agent service. Maintaining an active and reliable registered agent is essential for your LLC’s good standing.

FAQ 3: What are the ongoing compliance requirements for Tennessee LLCs?

Tennessee LLCs have specific ongoing compliance requirements:

1. Annual Report: File an annual report with the Tennessee Secretary of State to keep your LLC in good standing. The report includes basic company information and must be submitted by the required deadline.
2. State Business Licenses: Depending on your business activities, you may need state-specific licenses and permits. Check the Tennessee Department of Revenue for information on state-level licensing.
3. Federal and Local Tax Obligations: Comply with federal and local tax obligations, including income tax and sales tax. Familiarize yourself with the Internal Revenue Service (IRS) requirements for federal tax compliance.

FAQ 4: Can I convert an existing business into an LLC in Tennessee?

Yes, you can convert an existing business, such as a sole proprietorship or partnership, into an LLC in Tennessee. This process is referred to as “conversion.” Here are the general steps:

1. Choose an LLC Name: Ensure the name is available and follows Tennessee’s naming requirements.
2. File Articles of Organization: Prepare and submit the Articles of Organization to the Tennessee Secretary of State, indicating the conversion.
3. Transfer Assets and Liabilities: Transfer your existing business’s assets and liabilities to the new LLC entity.
4. Update Licensing and Permits: Ensure any licenses and permits are updated to reflect the new LLC structure.
5. Obtain an EIN: If you haven’t already, apply for an Employer Identification Number (EIN) from the IRS for your newly converted LLC.
6. Draft an Operating Agreement: Although not mandatory, an operating agreement can provide clarity on the LLC’s internal operations.

FAQ 5: What are the advantages of forming an LLC in Tennessee?

Forming an LLC in Tennessee offers various advantages, including:

1. Limited Liability Protection: Members’ personal assets are protected from business debts and liabilities.
2. Tax Flexibility: Tennessee has no state income tax on individual or corporate income, making it an attractive choice for tax efficiency.
3. Simplified Filing Process: The process of forming an LLC in Tennessee is relatively straightforward and cost-effective.
4. Operating Agreement Flexibility: LLCs offer flexibility in management and operations, allowing for various management structures.
5. Business Credibility: Operating as an LLC can enhance your business’s credibility and trustworthiness in the eyes of customers, partners, and investors.

Before you start the process, it’s advisable to consult with legal and financial professionals to ensure an LLC aligns with your business objectives and needs.

Tennessee Business Name Search

FAQ 1: Why is conducting a Tennessee Business Name Search important before starting a business?

Conducting a Tennessee Business Name Search is a crucial preliminary step for starting a business. Here’s why:

Verifying the availability of your desired business name is essential to ensure it is unique and doesn’t infringe on existing business names. It’s a legal requirement to have a distinguishable name for your business.

A thorough search helps you avoid potential legal conflicts and ensures that your chosen name complies with the state’s naming rules. You can perform the search through the Tennessee Secretary of State’s business name database to make an informed decision.

FAQ 2: How can I perform a Tennessee Business Name Search online?

Conducting a Tennessee Business Name Search online is a simple process. Here are the steps:

1. Visit the Tennessee Secretary of State’s website.
2. Utilize the search tool provided on the website to enter the business name you want to search.
3. Initiate the search by clicking the search button.
4. Review the search results to check for any businesses with names similar to the one you intend to use.
5. If the search results show no matches or businesses with substantially different names, your chosen business name is likely available for use.

Remember to perform a comprehensive search not only for exact matches but also for similar names or potential conflicts.

FAQ 3: What should I do if my desired business name is already in use in Tennessee?

If you find that your desired business name is already in use in Tennessee, you have a few options:

1. Modify the Name: Consider modifying your business name by adding or removing words, using synonyms, or making other alterations to create a unique and distinguishable name.
2. Check for Trademarks: Ensure that your modified name does not infringe on existing trademarks. You can search for trademarks through the United States Patent and Trademark Office (USPTO) website.
3. Choose a Different Name: If modifying the name is not practical, you may need to select an entirely different business name that is not already in use in Tennessee.

Performing a comprehensive business name search is an essential step in the business registration process. It helps you avoid legal complications and ensures your business name is distinctive in the market.

Tennessee Registered Agent

FAQ 1: What is the role of a Tennessee Registered Agent for my business?

A Tennessee Registered Agent serves a crucial role for your business. Here’s an overview of their responsibilities:

A registered agent, also known as a statutory agent, acts as the official point of contact for your business with state authorities. They receive legal documents, such as lawsuits, tax notices, and government correspondence, on behalf of your business.

This ensures you remain informed about critical legal matters and maintains your compliance with state regulations. To learn more about the importance of a registered agent, visit the Tennessee Secretary of State’s website.

FAQ 2: Can I act as my own Tennessee Registered Agent for my business?

Yes, you can serve as your own Tennessee Registered Agent for your business if you meet certain requirements:

1. Physical Presence: You must have a physical street address within Tennessee where you can receive legal documents during regular business hours.
2. Availability: You or an authorized representative should be available during business hours to accept legal documents when they are delivered.
3. Consistency: Ensure you consistently check and receive documents to avoid missing critical notices, which could have legal consequences.

While acting as your own registered agent is an option, many business owners choose to hire a professional registered agent service for added convenience and peace of mind.

FAQ 3: How do I change my Tennessee Registered Agent for my business?

If you need to change your Tennessee Registered Agent for your business, you can follow these steps:

1. Identify a New Registered Agent: Choose a new registered agent who meets the state’s requirements and is willing to accept the responsibility.
2. Complete the Required Forms: Obtain the necessary forms from the Tennessee Secretary of State’s website to update your registered agent information.
3. Submit the Forms: Fill out the forms and submit them to the Secretary of State’s office along with any required fees.
4. Notify Your Current Registered Agent: Inform your current registered agent of the change and ensure they are aware of the transition.

It’s essential to promptly update your registered agent information to ensure your business continues to receive important documents and remains in good standing with the state of Tennessee.

Selecting the right name is an essential first step for your Tennessee LLC, requiring you to ensure the name’s availability. This process is vital to avoid infringing on existing business names and intellectual property rights within the state.

Our Tennessee LLC name search guide offers essential tips on checking LLC name availability in Tennessee, reservation, and registration, helping you secure a unique and compliant business identity efficiently.

How to Look Up an LLC or Any Business Entity in Tennessee (Summary)

To look up an LLC or any business entity in Tennessee, you can follow these steps:

1. Visit the Tennessee Secretary of State website.
2. Click on “Business Services” in the top menu bar.
3. Select “Tennessee Business Name Availability Search” or “Search Businesses” from the drop-down menu.
4. Choose the “Search by Business Name” option.
5. Enter the name of the LLC you are looking for in the search bar.
6. Review the search results to find the LLC you are looking for.
7. Click on the name of the LLC to view its business information, including its status, registration date, and registered agent.

Tennessee Secretary of State | Contact Information

Mailing Address

Business Services
Tennessee Secretary of State
312 Rosa L. Parks Ave.
6th Floor, Snodgrass Tower
Nashville, TN 37243-1102

Physical Address

Business Services
Tennessee Secretary of State
312 Rosa L. Parks Ave.
6th Floor, Snodgrass Tower
Nashville, TN 37243-1102

Hours: Monday-Friday, 8:00 a.m.-4:30 p.m.

Email: TNSOS.CORPINFO@tn.gov

Phone: (615) 741-2286

What is a Tennessee Business Entity?

A Tennessee business entity refers to an organization that is legally formed and recognized to conduct business within the state of Tennessee. The process for creating and managing these entities is overseen by the Tennessee Secretary of State’s Division of Business Services.

The common types of business entities that can be formed in Tennessee include:

1. Sole Proprietorship: This is a type of business that is owned and run by one individual. There is no legal distinction between the owner and the business, so the owner is personally responsible for the business’s debts and obligations.
2. Partnership: This can be a general partnership, limited partnership, or limited liability partnership. A partnership involves two or more individuals who agree to share in the profits and losses of a business.
3. Corporation: This is a separate legal entity owned by shareholders, which provides liability protection to its owners. It can be formed as a for-profit or a nonprofit organization.
4. Limited Liability Company (LLC): This is a type of business entity that combines elements of partnerships and corporations, offering the liability protections of a corporation with the tax and operational flexibilities of a partnership.

TN Secretary of State Name Search

Each of these types of business entities has its own rules and regulations regarding formation, taxation, and liability. For instance, forming an LLC or a corporation in Tennessee involves filing the appropriate documents with the Secretary of State’s office, and may involve a filing fee.

Search Business Names in Tennessee (Tennessee LLC Lookup Guide)

Note that if the LLC is not registered with the Tennessee Secretary of State, it may be registered with a county or municipal government. In that case, you may need to contact the local government to obtain information about the LLC.

All companies that wish to do business under a different or assumed name in Tennessee must register their business name.

Choose a Business Structure

Before a name can ever be registered, it is necessary to choose a business structure. How the business is legally organized will depend on its structure. These are the four business entities:

• Sole proprietorship
• A general partnership
• Corporation
• Limited-Liability Company (LLC)

Remember that Tennessee does not have a standard business license for companies to file. However, some businesses may need permits from agencies or special licensing in order to open.

A majority of Tennessee businesses require an annual license issued by the county clerk. A license may also be required if the business is within the city limits.

Guidelines for Choosing a Name

Once the entity has been chosen, it is necessary to register the business name. You don’t need to file if you operate a business under your first name and last name, whether a sole proprietorship, general partnership, or general corporation.

A general partnership that operates under a different name must file a Statement of Partnership Authority.

An assumed name registration might be required if the business operates under a different name or DBA. This determination will be made by the register of deeds in the county where the business is located.

The Secretary of State must receive the Application for Registration Of Assumed Name if an assumed name filing is required.

These are some rules to follow when naming your business:

• Differentiable: Your name must be unique and cannot be used by other businesses. Use the U.S. Search Engine to check if your preferred business name is available. The TESS System of the Patent Office. Some counties require a physical form. Check with your county clerk or secretary of state’s office.
• No implications: A business name does not imply affiliation with government agencies or charities.
• Special permission to use financial terms: Tennessee demands that words like mortgage, credit union and trust cannot be used without the permission of the Tennessee Department of Financial Institutions.

How to file for an assumed name

You can register your company under an assumed name by creating an account at the Tennessee Online Filing System. You must include your full name, address, telephone number, desired DBA of the company, and complete address to the business.

You can mail the completed form to the address below if you prefer a hard copy. Include the $20 filing fee.

Corporate Filings
312 Rosa L. Parks Ave.
6th Floor, William R. Snodgrass tower
Nashville, TN 37243

Additional Steps

1. Trademark Search

When searching for a business name, it’s important to note that availability doesn’t necessarily mean the name is free to use if it’s already a registered trademark.

To avoid potential complications down the line, it’s wise to conduct a thorough trademark search using the Trademark Electronic Search System before finalizing a business name.

2. Choose a Registered Agent

After you have chosen an LLC name that is distinctive and unique, you can now choose your LLC’s Registered Agent.

3. Check if the Domain Name is Available

To check if a domain name is available, you can follow these steps:

1. Go to a domain registrar website, such as GoDaddy.com or Namecheap.com.
2. In the search bar on the homepage, type in the domain name you want to check.
3. Click on the search button to see if the domain name is available or not.
4. If the domain name is available, you will be prompted to purchase it. If it’s not available, the registrar will suggest some alternative options or you can try a different domain name.

4. Check if Social Media Name is Available

Check if a social media name is available for a new business name

5. Register Tennessee Business Entity

When you complete the required documents for filing a new business entity, you then register your business and business name with the state. The state of Tennessee will either approve your business name or reject it.

If you hire a good LLC service like Northwest Registered Agent, ZenBusiness or Bizee, these LLC services have business name tools available for you to do a quick search.

6. Register an Employer ID Number (EIN) With the IRS

An Employer Identification Number (EIN) is a unique nine-digit number assigned by the Internal Revenue Service (IRS) to identify businesses and other entities for tax purposes.

7. Create a Brand Logo

Creating a business logo involves several steps. There are affordable online services that can design a logo for you and assist with the process.

Define your brand: Before you start creating a logo, you need to define your brand’s personality, values, and mission. This will help you create a logo that accurately represents your brand.

8. Write a Business Plan

Writing a business plan involves a comprehensive process that covers various aspects of your business, including the industry, market research, marketing and sales strategies, financial projections, and more.

9. Open a Business Bank Account in Tennessee

A bank account is generally required for a new Limited Liability Company (LLC) or corporation to separate personal finances from business finances and to establish a clear record of business transactions.

Note that the specific requirements for opening a bank account for an LLC may vary depending on the bank and state where you are located. It’s best to contact the bank you plan to use to inquire about their specific requirements.

Tennessee LLC Name Search FAQ

How can I verify if an LLC is registered in Tennessee?

To check if your business name has been taken out of the database, you can use the Tennessee Business Name Search Tool.

Find out more information about the availability of business entity names in the How To Search Available LLC Names section.

Do I have to name my LLC after me?

Although there is no prohibition against naming your LLC after yourself (most experts recommend against it).

An advantage of an LLC is that you can choose a different business name, which can make your business sound more professional.

What words are prohibited in a Tennessee LLC’s name?

It is not possible to include words in business names that suggest that the company is a bank or financial institution, or that it is affiliated with a local or state government agency.

Tennessee LLC names must not contain “corporation”, “incorporated,” or any abbreviation thereof.

Find out more information about LLC naming requirements in the Tennessee Naming Requirements section.

Do I need an LLC name generator?

An LLC name generator is a great tool to help you choose a name for your LLC.

What is a brand?

A brand name is a name that a company gives to a product line or product. It can be the exact same as the company name, or something else.

Our How To Name An LLC guide will help you learn more about branding your business entity name.

Do I need to include LLC in the name?

Yes, Tennessee law requires LLCs to use the “Limited Liability Company” abbreviation (e.g. LLC or L.L.C. in their legal name.

Find out more information about LLC naming requirements in the Tennessee Naming Requirements section.

Do I have to renew my Tennessee business name?

Tennessee does not require LLCs to renew their legal names; assumed names must be renewed every five years.

You can renew online, or by submitting form SS-4239 Renewal of Registration for Assumed Name. The filing fee is 20.

Is it possible for my business name to be different from the Tennessee LLC name?

Some companies prefer to operate under a different name than their legal name. It can be called either a “doing business as” (DBA name) or an assumed name in Tennessee.

LLC assumed names in Tennessee are filed with the Secretary of State.