If you’ve established a new business in the state of Tennessee during the past year, then congratulations are in order. You’ve taken a major step forward in your career. But owning a business also means that you’ll have to start filing an annual report with the state of Tennessee by the appropriate due date. Also, if your business was created outside of the state but has conducted any type of business within its borders, then you’ll also have to file an annual report.
If you don’t complete and submit this report by the due date prescribed by the state of Tennessee, the state has the power to revoke the corporate charter for your business. This is therefore something that you may not be able to just do at your own convenience. And computing all of the figures and statistics about your business by the due date can undoubtedly be difficult in some cases.
Fortunately, ZenBusiness is here to help with a breakdown of everything you’ll need to know in order to satisfy the reporting requirement with minimal red tape and effort.
What is a Tennessee annual report?
The Tennessee annual report is a document you must file with the state that contains the most current information about your company, such as its name and mailing address as well as the number of full-time and part-time workers your company employs. This requirement has been set forth so the state can maintain current records of your company’s vital information.
The Tennessee Secretary of State is responsible for reviewing all submitted annual reports. You have the choice of filing your annual report either by mail or online. If you decide to file your report electronically, then you or one of your key employees can sign the document with an electronic signature. You no longer have to sign a paper copy in order for your report to be valid in the eyes of the state. If you choose to file a paper report, there may be a report available for download that is already pre-populated with some of your company’s information.
Tennessee Annual Report and LLCs
If excise or franchise taxes are levied on your business, you can go directly to the Tennessee Department of Revenue website for more information on these taxes and how you can pay them. But the annual report that you’re required to file will be the same, regardless of what type of business you own.
Where do I file my Tennessee annual report?
Once you compile all of the necessary data, the actual reporting procedure itself is very straightforward. As mentioned, you’re required to file your report with the Secretary of the Commonwealth of Tennessee. As long as you’re not changing the registered agent that you have been using, you can file this report online. If you’re changing your registered agent, then a paper report must be filed, because the state requires that all new registered agents provide a new original paper signature.
If you need to file a paper report, you can go to this Tennessee Secretary of State webpage for further instructions. Once you’ve completed your report, you can mail it to:
Attn: Annual Report
6th Floor – Snodgrass Tower
312 Rosa L. Parks Avenue
Nashville, TN 37243
Also be sure to enclose the applicable filing fee. You can also bring your report and payment to the Secretary of State office in person. Businesses that elect to file their report online can go to the Secretary of State’s annual report filing page. Be aware that the annual reports of every business are open to public scrutiny. Anyone can visit the Tennessee Secretary of State website at any time and download a copy of your business’s report.
When is the Tennessee annual report due?
The due dates for annual reports in the state of Tennessee are the same for all types of business entities that are required to file. The filing date is the first day of the fourth month after the end of the business entity’s fiscal year. This applies to the following business entities:
- Foreign and domestic C corporation
- Foreign and domestic limited liability company (LLC)
- Professional LLC
- Professional and nonprofit corporations
All business entities have the option of filing either electronically or by using a paper report.
How much does the Tennessee annual report cost?
In Tennessee, the filing fee that the state charges varies according to the type of business that you own. Here is a breakdown of the fees that are charged to each type of business:
Type of business
- Foreign and domestic C corporations: $20
- Foreign and domestic LLCs: $300
- Professional LLCs: $300
- Professional and nonprofit corporations: $20
If you choose to file online, you must pay with a credit card or echeck. In addition, you’ll be charged 2.29% of the total amount due for credit card payments or $0.95 for echecks.
Although the minimum filing fee for LLCs is $300, those with more than six members must pay an additional $50 for each additional member. Therefore, an LLC with 15 members would have to pay a filing fee of $750 ($300 minimum + $50 X 9 members = $450). There’s an absolute limit of $3,000 for the filing fee for LLCs.
There is an additional fee charged to any entity that changes its registered agent. Charities that don’t file on time are also charged a late fee of $25 per month.
What information do I need to file the annual report?
All annual reports that are collected by the state of Tennessee are uniform in nature. Here is a list of the basic information you’re required to include in your business’s annual report:
- Secretary of state control number
- Principal office address
- Mailing address
- Registered agent name and address
- Officers (if applicable)
What happens after you file your annual report?
Once you file your annual report, the state of Tennessee will check it for errors and then download it to the state database. This generally takes a few days.
What if you miss the deadline to file your report?
In the course of business, circumstances may arise that make it impossible to file your annual report on time. If your company isn’t able to do this, then Tennessee will send you a notice saying that they will dissolve your business if you cannot furnish your annual report within the next 60 days.
While Tennessee doesn’t levy any type of late fee for filing past the deadline, the dissolution of your business could be financially disastrous for you. You’ll then be required to pay for any debts or other financial obligations of your former company with your own personal assets. But you do have four years in which to file all delinquent reports.
Who do I contact if I have issues filing my Tennessee annual report?
Problems can inevitably arise when you compile the information that you must put in your report, such as what to do if one of the key members of your company doesn’t have a permanent address. In that case, you’ll need to contact the Tennessee Secretary of State for help.
Filing Your Tennessee Annual Report FAQs
- What happens if I file my annual report late in Tennessee?
As mentioned previously, you’re required to file your report no later than 60 days after the due date. Failure to do so can result in the summary dissolution of your business.
- What happens if I don’t file my annual report at all in Tennessee?
Your business will be dissolved, and you’ll be personally liable for all of its remaining financial obligations.
- Can I use the Tennessee annual report to update information about my business?
Yes. The main reason that this report is required is to provide the state of Tennessee with the most current demographic information about your company. This allows any interested third party (such as investors and creditors) to find your location and contact you if they need to.
However, if you start using a different registered agent, you will have to make a separate filing providing the new agent’s name and contact information, and this must be done either before or when you file your annual report. You will also have to make another separate filing if your business is an LLC and one or more of your members leaves the company.
- If my business is closed, do I still need to file the annual report?
Not if your company has not transacted any business and has been closed since you filed your last report. Of course, if you reopen your business at some point in the future, then the filing requirement will be reinstated.
- Do Tennessee annual reports need original signatures?
A digital signature will suffice in most cases.
- Who must file a Tennessee annual report?
Any C corporation, LLC, professional LLC, or professional or nonprofit corporation is required to file an annual report.
- Is the Tennessee annual report the same as the Tennessee franchise tax or excise tax?
No. The annual report merely provides the current status of the business. The franchise and excise taxes are taxes that are levied on businesses in Tennessee.
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