Tennessee Annual Report Filing: Due Date, Fee and How to File

Every Tennessee LLC files an annual report with the Tennessee Secretary of State to keep its record current and its good standing intact. The filing itself is quick. What trips people up is the fee schedule, which scales with your member count, and the due date, which follows your fiscal year instead of a fixed calendar day. Both are explained below, along with the exact filing steps.

What the Tennessee Annual Report Is

An annual report is an administrative confirmation, not a tax return and not a financial statement. Under Tenn. Code Ann. § 48-249-1017, the report verifies the information the state keeps on file for your company:

• Business name and entity type
• Registered agent name and Tennessee address
• Principal office address
• Names and addresses of members or managers
• Mailing address, if it differs from the principal office

Most of these details carry over from year to year. The report simply confirms they are still accurate so courts, agencies, and the public can reach your company.

When Is the Tennessee Annual Report Due?

Tennessee ties the deadline to your fiscal year. Your report is due on or before the first day of the fourth month after your LLC's fiscal year closes. Most LLCs run on a calendar year, which puts the due date at April 1.

The filing window opens the first day of the month after your fiscal year ends, so a calendar-year company can file any time from January 1 through April 1. One quirk worth knowing: if the state has no fiscal year close month on file for your LLC, the Division of Business Services treats it as December, which places you on the April 1 schedule automatically.

Tennessee Annual Report Fee: $300 Minimum

The official fee is $50 per member, with a $300 minimum and a $3,000 maximum. Because the minimum covers one through six members, the typical small LLC pays exactly $300. Each member beyond six adds another $50 until the fee reaches its cap.

Two add-ons apply in certain situations. Changing your registered agent or registered office on the report itself adds $20 to the filing. Paying online adds a small processing charge, roughly 2.29 percent for cards or about $0.95 for e-checks; a mailed check avoids it.

You may have read that Tennessee switched to a flat $300 fee for every LLC in July 2025. It did not. That change was proposed in Senate Bill 37, and the bill was withdrawn in January 2025, so the per-member schedule described above remains the law.

How to File Your Tennessee Annual Report

1. Gather your company details: legal name, Secretary of State control number, principal office address, and the names and addresses of your members or managers.
2. File online through the state's TNBear annual report system at tnbear.tn.gov. Online submissions are processed immediately.
3. Prefer paper? File Form SS-4250 by mail instead. Mailed reports take roughly 5 to 10 business days to process.
4. Review your registered agent section carefully. Keeping the same agent is free; changing the agent or office on the report adds $20.
5. Pay the fee based on your member count ($300 for most LLCs) and save the confirmation for your records.

Late Filing: Penalties and Administrative Dissolution

Tennessee does not publish a fixed late fee for LLC annual reports. The real penalty is administrative dissolution. If your report still has not arrived roughly two months after the due date, the Secretary of State can begin dissolution proceedings under Tenn. Code Ann. § 48-249-604. A 60-day statutory notice comes first, and dissolution follows if the report is not brought current. Foreign LLCs face the parallel consequence: revocation of the Certificate of Authority.

Getting dissolved is far more expensive than filing on time. Your liability protection is disrupted, banks and counterparties see an inactive entity, and reinstatement means additional filings and fees. The dissolution warning notices go to your registered agent address, which is one more reason that address needs to be watched every business day.

Franchise and Excise Taxes Are Separate

Tennessee LLCs also deal with the state's franchise and excise taxes, which are administered by the Department of Revenue rather than the Secretary of State. Those filings run on their own deadlines and their own rules. They are not part of the annual report, though notices about them often arrive at your registered agent address.

How We Help with Annual Reports

We do not prepare the report itself; that stays with you, your attorney, or your accountant. What we do is make sure nothing about the filing sneaks up on you:

Deadline reminders. We alert you as your filing window opens and again as the due date approaches, so April 1 never arrives unannounced.

Same-day document handling. Any Secretary of State notice that reaches your registered agent address, including delinquency warnings, is scanned the day it arrives and posted to your portal.

Stable agent information. With us on file, the registered agent section of your report stays identical year after year. No $20 change fee, no re-typing.

A fair annual price. Registered agent service is $99 per year, a predictable line item beside the state's $300 minimum report fee.

Keep Your Tennessee LLC in Good Standing

The annual report is the one filing that keeps your company alive in the state's records, and it rewards a little preparation. Put your fiscal-year deadline on the calendar, keep your registered agent information steady, and file early in the window. If you want a second set of eyes on those dates, our $99 per year service includes the reminders and the fast document handling that make missing a deadline much harder to do.