Tennessee law allows individuals to create a limited liability company, or LLC. An LLC is a “hybrid” type of business organization with aspects that can be highly beneficial to a person looking to start a small business. An LLC has both the simpler filing requirements and federal pass-through taxation treatment of a partnership and the limited liability of a corporation. Starting a Tennessee LLC requires filing a document, called an Articles of Organization, with the Tennessee Department of State.
Decide on a lawful name for your Tennessee company. Tennessee law requires all LLCs to have either the phrase “limited liability company” or the abbreviation “L.L.C.” or “LC” in their name. The name of your company must also be distinguishable from the name of any business registered with the Tennessee Department of State. To assist you in coming up with a unique name for your Tennessee company, the Tennessee Department of State provides a Business Name Availability tool.
Decide on a registered agent and registered office. Tennessee law requires all registered companies to maintain a registered agent. A registered agent is a person or business that will receive service of process if your company is ever sued or subpoenaed. A registered office is the street address of a registered agent, which must remain open during normal business hours to receive service of process. If you are a Tennessee resident, you may serve as the registered agent of your company. If you are not a Tennessee resident, or do not wish to associate your name and home address with your company in a public record, you may hire a registered agent service.
Decide on the management structure of your company. Tennessee law allows management of an LLC by members, managers or directors. A member is a person with an ownership stake in an LLC, while a manager is an LLC employee without an ownership stake. A director is a member of a board of directors, who does not necessarily have an ownership stake in the company. In a director-managed Tennessee LLC, decisions about the management of an LLC are made by a majority vote of the board of directors.
Download the Articles of Organization form. To create an LLC, you must use the Tennessee Department of State’s Articles of Organization form.
Fill out the Articles of Organization form. Provide the name of your LLC. Provide the name and address of your registered agent and registered office. Indicate whether members, managers or directors will conduct the day-to-day management of your company. Indicate whether there are more than six members of your company. If you wish to have your LLC become effective on a date other than when you file your Articles of Organization, provide that date. Provide the principal business address of your company and the duration of your company if it is not perpetual. Indicate whether your company is a nonprofit. Sign and date the Articles of Organization.
Submit your Articles of Organization and pay the filing fee. As of 2010, the filing fee for an LLC is $50 per member, with a minimum charge of $300. You may file by mail and pay by check made payable to the Tennessee Department of State. The mailing address is Department of State, Corporate Filings, 312 Eighth Ave. North, 6th Floor, William R. Snodgrass Tower, Nashville, TN 37243.