Tennessee Annual Report Guide

Filing your Tennessee Annual Report is a key step to keeping your business compliant and in good standing with the Secretary of State. This filing updates ownership, management, and contact details, ensuring the state’s records are accurate and your company maintains its legal status.

Missing the deadline can lead to administrative dissolution, which may prevent your business from operating legally in Tennessee. This guide explains who must file, what information is required, the deadlines, fees, and how to complete the process.

Annual report requirements in
Tennessee
Tennessee law requires nearly all business entities registered in the state to file an annual report. This includes corporations, nonprofits, limited liability companies (LLCs), limited partnerships (LPs), and limited liability partnerships (LLPs). Filing is mandatory for both domestic and foreign entities that are authorized to transact business in Tennessee.
Who Must File a Tennessee Annual Report?
The following entities are required to file an annual report in Tennessee:
  • Business corporations (C Corporations and S Corporations) – Annual report required.

  • Nonprofit corporations – Must file annually.
  • Limited liability companies (LLCs) – Applies to both domestic and foreign LLCs.
  • Limited partnerships (LPs) – Annual report required.
  • Limited liability partnerships (LLPs) – Must file annually.
Timely filing helps businesses maintain their good standing and continue operating without interruption.
Required Information for Tennessee Annual Reports
When preparing your annual report, you will need to provide updated business and management details. The information required varies by entity type:
  • Business information: Legal name and principal/mailing address.
  • Registered agent: Name and Tennessee street address of the registered agent.
  • Management and governance:
  • Corporations and nonprofits: names and addresses of officers and directors.
  • Manager-managed LLCs: names and addresses of managers.
  • Member-managed LLCs: total number of members.
  • Partnerships (LPs and LLPs): current number of partners.
  • NAICS code(s): Business activity classification.
  • Signature and title: At least one authorized officer, director, member, manager, or partner must sign.
Accurate and complete information is essential to avoid delays, rejections, or compliance issues.
Filing Deadlines for Tennessee Annual Reports
Deadlines in Tennessee are tied to the end of a company’s fiscal year. Businesses should plan ahead to avoid compliance risks.
  • Corporations, nonprofits, cooperatives, religious corporations, and LPs: Due on the 1st day of the 4th month after the fiscal year ends (e.g., if the fiscal year ends December 31, the due date is April 1).
  • LLPs: Due July 1 of odd-numbered years (filing opens April 1).
Missing these deadlines can put your company at risk of losing its good standing.
Fees and Costs
The state charges filing fees that vary depending on the entity type:
  • Corporations, nonprofits, cooperatives, religious corporations, LPs: $20
  • LLPs: $250
  • LLCs: Minimum of $300, plus $50 for each member over six, up to a maximum fee of $3,000
Additional fees include:
  • Online filing service fees: $0.95 for e-check or 2.29% for credit card payments
  • Registered agent change: $20
These fees should be factored into annual compliance budgets.

Step-by-Step Filing Process

Businesses can file their Tennessee annual report online or by mail. Most choose online filing through
the Tennessee Charity and Business Filing System (TNCaB), which is faster and more efficient. The
process typically includes:

Step 1

Visiting the Business
Filings
section and
selecting File Annual
Report

Step 3

Confirming the
business record

Step 5

Updating the
company’s NAICS
code(s)

Step 7

Selecting a payment
method (online
payment or mail-in
check)

Step 2

Entering the entity name or
control number

Step 4

Answering the required compliance
questions

Step 6

Attesting to the accuracy of the
information provided

Step 1

Visiting the Business
Filings
section and
selecting File Annual
Report

Step 2

Entering the entity name or
control number

Step 3

Confirming the
business record

Step 4

Answering the required compliance questions

Step 5

Updating the
company’s NAICS
code(s)

Step 6

Attesting to the accuracy of the information provided

Step 7

Selecting a payment
method (online payment
or mail-in check)

Requirements by entity type
Each business structure in Tennessee has slightly different filing requirements:
  • Corporations and nonprofits: Must list officers and directors.
  • LLCs: Report management structure (member-managed or manager-managed) and number of members.
  • LPs and LLPs: Provide partner or manager information and renew certification annually.
Review the official forms carefully to ensure all
required information is included.
Penalties for Late Filing or Non-Compliance
Tennessee does not impose monetary late fees for missing an annual report deadline. However, failing to file can result in:
  • Administrative dissolution: The Secretary of State may dissolve your business, removing its legal authority to operate.
  • Loss of good standing: Noncompliance can restrict access to loans, contracts, and state filings.
  • Operational disruptions: Dissolved entities may face challenges with banking, licensing, or legal protections.
Filing on time helps your business avoid these risks and maintain its legal status.
Professional filing services
Although businesses can file directly with the state, many choose to use professional filing services. These services are particularly helpful for:
  • Ensuring timely submissions
  • Verifying information accuracy
  • Managing filings for companies with complex ownership structures
  • Assisting businesses that operate in multiple states
  • Providing registered agent services
Using a professional service may involve an additional cost, but it can prevent costly errors and ensure peace of mind.

Is there a late fee for not filing the annual report on time in Tennessee?

No, the State of Tennessee does not charge late fees for failing to file an annual report. However, your business may be administratively dissolved.

Are new businesses required to file an initial report in Tennessee?

No, new businesses are not required to file initial reports.

Is the annual report related to Tennessee's franchise tax and excise taxes?

No, the annual report is separate from Tennessee's franchise tax and excise taxes.

Can I file my annual report online?

Yes, online filing is available through the Tennessee Charity and Business Filing System (TNCaB).

What payment methods are accepted for online filing?

 Payments can be made via credit card or e-check. Online filing incurs an additional $0.95 service fee for e-check or 2.29% for credit cards.

Need a hand with your Tennessee Annual Report?

Palm can prepare and submit your filing, serve as your registered agent, and monitor compliance year-round so you can stay focused on growth.

File Your Tennessee Annual Report Now