How to File a Tennessee Annual Report

What is an annual report?

An annual report is a report that provides basic details about a company, its key members, and its finances over the past year. It’s a regulatory requirement designed to provide transparency about a company’s activities and provide shareholders and potential investors with critical insights into basic information behind the scenes. 

What information must a Tennessee annual report contain?

Your Tennessee annual report filing must contain the following information:

• Your Secretary of State Control Number. This is a unique number assigned to each business entity. If you don’t know your number, you can use the Business Information Search tool on the Tennessee Secretary of State website and search by business name. 
• The principal office address and mailing address for your business.
• The name and address of your registered agent.
• The names and business addresses of principal officers (for corporations) and directors. If you’re filing an annual report for an LLC, you’ll also have the option to include names and addresses of any managers, though this is not required for LLCs that are member-managed.

How to file your Tennessee annual report in 3 steps

Filing a Tennessee annual report is straightforward, as the Tennessee Secretary of State’s office includes a number of helpful videos to walk you through the process. The steps outlined below should give you a general idea of what to expect.

Step 1: Gather the necessary information

Having your Secretary of State Control Number and all necessary names and addresses readily available before you begin can help the filing process go much quicker. If you’re an existing business that has filed before, many of the required fields may be auto-filled for you. But if you’re a new business, or if you need to add a new registered agent or new directors or officers, the process may take a little longer.

Step 2: File your report on the Secretary of State website

Navigate to sos.tn.gov and click on the menu option for businesses. From there you can select from a number of business services, including an option to file an annual report.

From there, the online form will walk you through each step of the filing process. When you get to the confirmation page, you can double check that all information is correct before you hit submit. 

If you prefer to file your report by mail, you’ll also have an option to generate a printable annual report form that contains your information. The option will be available when you get to the final payment section.

Step 3: Sign your report and submit your payment

The final step before payment is to certify your annual report via electronic signature. From there, you’ll be taken to a payment page where you can submit your filing fee via credit card, debit card, or e-check. If you prefer to mail in your report and payment, you’ll also find a print and mail option when you get to this step.

How to file a Tennessee annual report with LegalZoom

While the Tennessee Secretary of State has many helpful resources to aid you with your annual report, the process can still demand a lot of time, effort, and cross-checking to ensure every field has been filled in correctly. Errors here can be costly—LegalZoom can file your annual report for you to ensure the report is filled out accurately and submitted on time. Plus, we’ll send you paper and digital copies of your filing for your records.

How much does it cost to file a Tennessee annual report?

The cost to file your annual report in Tennessee will vary depending on what type of business entity you’re filing for. Filing an annual report for a corporation costs $20, plus $20 for any updates made to the registered agent and registered office currently on file for your business.

It costs $300 to file an annual report for a limited liability company (LLC) with up to six members, plus an additional $50 for each additional member, up to a maximum of $3,000.

If you choose to file online, there is also an electronic filing fee. You can choose to print and mail in your filing to avoid this additional fee.

When is the deadline to submit a Tennessee annual report?

Tennessee annual reports are due on April 1 for companies who follow a fiscal year that ends December 31. For companies that do not follow the traditional fiscal year, annual reports are due on the first day of the fourth month following the start of the fiscal year.

What are the penalties for not filing an annual report in Tennessee?

There is no late fee associated with failing to file an annual report on time. However, businesses that fail to file their annual reports risk having their business dissolved and placed in active status with the Secretary of State. Filing your report on time is critical for ensuring your business remains in good standing in the state.

FAQs

Can you submit an annual report early?

You don’t have to wait until the due date to file your annual report. But since an annual report is meant to provide insight into the past fiscal year, you probably won’t want to file any earlier than January 1st or the first day of the new fiscal calendar year.

Do I need to pay a franchise tax in Tennessee?

All corporations, limited partnerships, limited liability companies, and business trusts that are based in or do business within Tennessee must franchise tax. The franchise tax rate in Tennessee is 0.25% of the business net worth with a minimum tax of $100.

Franchise taxes must be filed by the 15th day of the fourth month of the fiscal year (April 15th for most companies).

Can you file an annual report by mail?

Yes, it’s possible to file annual reports by mail in Tennessee, and you won’t need to pay the extra electronic filing fee if you go this route. To file your report by mail, follow the online instructions to fill in all the required information on your report, such as your registered agent information, business address, and contact information for directors, officers, and members. Continue the process until you reach the final page, which will provide you with an option to print and mail your report.

Do nonprofits need to file an annual report in Tennessee?

Yes, nonprofit business entities also need to file annual reports in Tennessee. Nonprofits follow the same filing process as other business entities. However, some nonprofit organizations may also be required to register with the Division of Charitable Solicitations and Gaming before filing their annual report. Visit sos.tn.gov/charities to understand if your nonprofit may be exempt from this requirement.