Tennessee sits at the expensive end for LLC filings, and the structure is unusual: both the formation fee and the annual report fee scale with your member count. The trade-off is zero personal income tax on what the LLC passes through to you. This page lays out every state fee for forming and maintaining a Tennessee LLC, exactly as the Secretary of State charges them.
The Articles of Organization fee is $50 per member in existence on the filing date, with a $300 minimum and a $3,000 maximum (Tenn. Code Ann. ยง 48-249-1007).
| Filing | State fee | Notes |
|---|---|---|
| Articles of Organization (Form SS-4270) | $50 per member, $300 minimum | E-file via TNCaB, or mail/walk-in |
| 1 to 6 members | $300 | The minimum covers up to six members |
| 10 members | $500 | $50 x 10 |
| 60 or more members | $3,000 | Statutory cap |
| EIN | Free | Direct from the IRS at irs.gov |
An optional name reservation is also available through the Secretary of State if you want to hold a name before filing. Card and e-check payments to the state carry a convenience fee; a mailed check avoids it.
| Service | Price | What it covers |
|---|---|---|
| LLC formation | $199 + state fee | Preparation and filing of Form SS-4270, plus your first year of registered agent service; the agent service then renews at $99 per year |
| Registered agent (standalone) | $99 per year | Tennessee street address, service of process handling, compliance reminders |
| Foreign qualification | $199 + state fees | For out-of-state LLCs registering to do business in Tennessee |
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Get Started| Item | Amount | Notes |
|---|---|---|
| Annual report | $50 per member, $300 minimum, $3,000 maximum | Due the first day of the fourth month after your fiscal year closes (April 1 for calendar-year LLCs) |
| Registered agent change made on the annual report | $20 added | On top of the membership-based report fee |
| Statement of Change of Registered Agent (Form SS-4534) | $20 | If you change agents outside the annual report |
| Franchise tax | $0.25 per $100 of net worth, $300 minimum | Tennessee Department of Revenue |
| Excise tax | 6.5% of net earnings | Tennessee Department of Revenue |
| Registered agent service | $99 per year | First year included with our $199 formation |
The annual report goes to the Secretary of State; franchise and excise taxes go separately to the Department of Revenue. They are different filings with different agencies, and an LLC owes both. Full detail on the report lives in our annual filing guide.
Most formation sites print a flat "$300" for Tennessee. That number is only correct for LLCs with six or fewer members. At seven members the fee is $350, at ten it is $500, and it keeps climbing by $50 per member to the $3,000 ceiling. The same scale applies to the annual report every year, so member count is a real pricing variable in Tennessee, not a footnote.
One more piece of stale information floating around: a 2025 bill to flatten the fee to $300 (SB 37) was withdrawn in January 2025 and never became law. The per-member schedule is still what the state charges in 2026.
Against low-fee states, Tennessee looks steep both at filing time and every year after. What the sticker comparison misses is that Tennessee levies no personal income tax, which can outweigh the entity-level fees for owners with strong pass-through income. For head-to-head breakdowns, see Tennessee vs Delaware and Tennessee vs Wyoming.
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Get StartedNo. The annual report ($50 per member, $300 minimum) is filed with the Secretary of State. Franchise tax ($0.25 per $100 of net worth, $300 minimum) and excise tax (6.5% of net earnings) are filed with the Department of Revenue. Separate filings, separate payments.
Even with no activity, the LLC still owes the annual report at the $300 minimum plus the franchise tax minimum of $300 through the Department of Revenue. Tennessee is not a cheap state to let an idle LLC sit in.
No. The $300 minimum covers one to six members, so a two-member LLC pays $300. The per-member math only raises the fee starting with the seventh member.
If you live in Tennessee, the zero personal income tax applies to all your income, which often justifies the entity fees. If you are shopping states purely on filing fees and do not live here, other states charge less. Our Tennessee vs Delaware and Tennessee vs Wyoming pages walk through it.