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Every step to open an LLC in Tennessee and get ready to hire, in order, with the official state page for each one. Agencies you'll deal with: Secretary of State · Department of Revenue · Department of Labor and Workforce Development.
This is the most common path: a new LLC, general business, paying W-2 employees and 1099 contractors. Adding a location, forming a corporation, or in a licensed industry? Customize it and check off steps as you go.
Customize this checklistPopular Tennessee business types:
Do this first. The state tax and payroll accounts ask for your registration details.
Apply free on the IRS website and get the number immediately. You'll need it for the state tax registration, a business bank account, and payroll. Opening a new location? You already have one; the same EIN works in every state.
This internal document sets out who owns what, how decisions get made, and what happens if an owner leaves. It isn't filed with the state, but banks often ask for it, and it helps protect your liability shield. Single-owner LLCs need one too.
Bring your EIN letter, filed formation documents, and operating agreement or bylaws. Keeping business and personal money separate is one of the main things that protects your personal assets.
Many businesses need a license or permit before opening, separate from registering the company. Check three levels: the state licensing board for your field, your city or county, and any federal agency that regulates your industry.
If you want S corp taxation, file IRS Form 2553. The deadline is tight: generally within 2 months and 15 days after the start of the tax year you want it to apply. See Business basics for when it makes sense.
File Articles of Organization (or the state's equivalent) online through Tennessee Secretary of State online business filing (TNBear).
You need a registered agent with a street address in Tennessee to receive legal papers and state notices. Use a registered agent service if you have no one local.
LLCs and corporations register an assumed name with the Secretary of State.
LLC filing fees are based on the number of members. Most LLCs and corporations also owe franchise and excise tax, and most businesses need a county or city business license.
If gross receipts top $3,000, get a business license from the county and/or city clerk before you operate. The license fee is $15.
No wage withholding. Register for sales tax, business tax, and franchise and excise tax through the Tennessee Taxpayer Access Point (TNTAP).
Businesses with more than $3,000 in gross receipts need a county and/or city business license ($15 fee from the clerk). Under $100,000 you get a minimal activity license; at $100,000 or more you get a standard license and file business tax. No local income or payroll taxes.
LLCs, corporations, and most other entities with liability protection owe franchise and excise tax. Register in TNTAP and file by the 15th day of the 4th month after year end.
Applies if you sell products, or services this state taxes. Most medical care is exempt. See Business basics for sales tax.
Tennessee calls it a Sales and use tax registration (account). Register with the Tennessee Department of Revenue through Tennessee Taxpayer Access Point (TNTAP) before you make your first taxable sale in Tennessee. You'll collect tax from customers and send it to the state.
Give your supplier Tennessee Sales and Use Tax Certificate of Resale so you don't pay tax on inventory you'll resell. The Department issues the resale certificate automatically when a retailer registers; buyers can instead use the Streamlined certificate marked Resale with their Tennessee account ID, and out-of-state buyers can use it with their home state tax ID. Keep certificates your own customers give you, too.
Out-of-state sellers must register once sales into Tennessee pass $100,000 (previous 12 months (rolling, not calendar year)), even with no office here.
Tennessee also has a separate state and city business tax on gross receipts; businesses grossing $100,000 or more in a county or city should register and pay it, including some out-of-state sellers that ship goods into Tennessee.
Applies once you pay W-2 employees who work in this state.
Form I-9 is never mailed to the government. You keep it in your own files and show it only if ICE or the Department of Labor asks for an inspection.
Federal posters (minimum wage, EEO, FMLA if you have 50+ employees, and others) go alongside the state ones.
Register once you pay wages to employees working in Tennessee. Reports and payments are usually quarterly.
Required at 5 or more employees. Construction businesses and coal mining employers must cover 1 or more employees.
Report new hires and rehires within 20 days of the hire date.
Not applicable. Tennessee has no tax on wages.
Private employers with 35 or more full-time equivalent employees must use E-Verify for new hires (since January 1, 2023). Smaller employers may use E-Verify or keep copies of approved identity documents.
Tennessee's wage payment rules:
$7.25 (federal; no state minimum wage law) an hour.
No paid sick leave law for private employers.
No state retirement savings mandate.
Tennessee doesn't require harassment training for private employers. A written policy and a yearly refresher are still best practice.
Display the state's required labor law posters where employees can see them, along with the federal posters. Workers' comp notices come from your carrier.
Once you have 35 or more full-time equivalent employees, verify all new hires through E-Verify.
The W-9 gives you the contractor's legal name and tax ID for their 1099. Check the classification first: if you control how and when they work, they may legally be an employee.
File with the IRS and send the contractor a copy by January 31. For payments made in 2026 and later, the reporting threshold is $2,000 per contractor per year (it was $600 before).
Recurring deadlines. Put these on your calendar now.
FinCEN's final rule, effective August 14, 2026, permanently exempts companies formed in the U.S. from beneficial ownership reporting. Ignore letters or emails demanding a BOI filing fee; they're a common scam. Only companies formed outside the U.S. still file.
Keeps your business in good standing with the state. Missing it can lead to penalties or dissolution.
Franchise tax (0.25% of Tennessee net worth, $100 minimum) and excise tax (6.5% of Tennessee taxable income), due the 15th day of the 4th month after year end. Business tax on gross receipts applies at $100,000 or more in receipts.
File unemployment wage reports each quarter and state withholding returns on the schedule you're assigned (if the state has income tax), plus the annual W-2 reconciliation.
Returns are filed monthly, quarterly or annually; monthly and quarterly returns are due the 20th of the month after the period ends, and annual returns are due January 20. File a zero return if you had no sales; skipping it can bring penalties.
Recurring dates for Tennessee and federal filings. A payroll service handles most payroll lines, but you should know they're happening.
| When | What | Filed with |
|---|---|---|
| Apr 1 | Annual report due for calendar-year entities | Tennessee |
| Apr 15 | Franchise and excise tax return and business tax return for calendar-year filers | Tennessee |
| Apr 30, Jul 31, Oct 31, Jan 31 | Quarterly UI premium and wage report | Tennessee |
| Assigned schedule | Sales tax return (file a zero return if no sales) | Tennessee |
| Jan 31 | W-2s to employees and SSA (with W-3); Form 940; 4th-quarter Form 941 | IRS / SSA |
| Jan 31 | 1099-NEC to contractors and IRS | IRS |
| 15th monthly | Federal payroll tax deposit (monthly depositors) | IRS |
| Apr 30 · Jul 31 · Oct 31 | Form 941 for the quarter | IRS |
| Jul 31 | Form 5500 or 5500-SF, if you sponsor a 401(k) (Oct 15 with Form 5558 extension) | DOL (EFAST2) |
Last verified: October 27, 2026
The Tennessee state filing fee for an LLC is $50 per member ($300 minimum, $3,000 maximum). That's the fee to form your LLC with the state. Expect other costs too, such as a registered agent service if you use one, licenses, and annual filings. See the checklist above for each step.
You need to register to collect sales tax in Tennessee if you sell taxable products or services there. The state rate is 7%, and local taxes may add to it. Registration cost: Free.
Out-of-state sellers must register once their sales into Tennessee pass $100,000 a year. Having an employee or office in Tennessee also creates nexus right away.
Recurring filings include: file the Annual Report; file quarterly unemployment reports and withholding returns; file sales tax returns on time. The deadline calendar above lists the dates.
This guide organizes official requirements. It isn't legal or tax advice. Fees, forms, and deadlines change, so confirm on each linked state page before you file, and talk to an attorney or CPA about your specific situation.
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