Tennessee LLC Annual Report: Filing Guide, Fees & Deadlines (2026)

If you own a Tennessee LLC, your annual report is due to the Tennessee Secretary of State on the first day of the fourth month following the close of your fiscal year – April 1st if your LLC uses the calendar year. This mandatory filing keeps your LLC in good standing and costs a minimum of $300, making it one of the more expensive annual requirements in the United States.

What Is the Tennessee LLC Annual Report?

The Tennessee LLC annual report is a mandatory filing that all active limited liability companies must submit to the Tennessee Secretary of State each year. This report, officially called the “Annual Report for Limited Liability Company,” serves as the state’s method of keeping current records on all LLCs operating within Tennessee. The legal requirement for this filing is established under Tennessee Code Annotated § 48-249-1017, and the fee is set by § 48-249-1007.

Every Tennessee LLC, regardless of size, industry, or revenue, must file this report annually. This includes single-member LLCs, multi-member LLCs, professional LLCs (PLLCs), and even LLCs that had no business activity during the year. The only exceptions are LLCs that have been administratively dissolved or those that have formally dissolved through the proper legal channels.

The annual report requires you to confirm and update essential information about your LLC, including the registered agent’s name and address, principal office location, and the names and addresses of all members or managers. While the information requested is relatively straightforward, the filing fee makes Tennessee’s annual report one of the most expensive compliance requirements among all states.

Tennessee LLC Annual Report: Key Facts at a Glance

Detail	Information
Filing Fee	$300 minimum, +$50 per member for every member over six (maximum $3,000)
Due Date	First day of the fourth month after the fiscal year closes (April 1st for a calendar fiscal year)
Where to File	Tennessee Secretary of State (online or by mail)
Late Penalty	No late fee; delinquent reports accepted for 4 months after the due date, then administrative dissolution
Legal Authority	Tennessee Code Annotated § 48-249-1017

When Is the Tennessee LLC Annual Report Due?

Tennessee LLCs must file their annual report on or before the first day of the fourth month following the company’s fiscal year closing. For the many LLCs whose fiscal year ends on December 31, that date is April 1st. An LLC whose fiscal year ends June 30 files by October 1st instead, and one with a September 30 year end files by January 1st. Whatever your fiscal year closing, the due date stays the same from year to year.

For newly formed LLCs on a calendar fiscal year, the first annual report is due on April 1st of the year following formation. For example, if you form your Tennessee LLC any time during 2025, your first annual report will be due on April 1, 2026. This gives new businesses at least three months (and potentially up to 15 months) before their first filing obligation, depending on when during the year they were established.

The Tennessee Secretary of State accepts annual report filings from the first day of the month in which your fiscal year ends – December 1st for a calendar-year LLC – giving LLC owners roughly four months to complete and submit their reports, and reports cannot be filed before that submission period opens. Many business owners choose to file early in the year to avoid the last-minute rush and ensure they don’t miss the deadline. The online filing system is available 24/7 during this period, allowing for convenient submission at any time.

How Much Does the Tennessee LLC Annual Report Cost?

The Tennessee LLC annual report carries a minimum fee of $300, making it one of the most expensive annual filing requirements in the nation. However, the actual fee can be significantly higher – up to $3,000 – because it is based on the number of members: the fee increases by an additional $50 per member for every member over six members, up to that $3,000 maximum. The property your LLC owns in Tennessee does not affect the fee. A separate $20 fee applies if the report changes your registered agent or registered office.

If you miss the due date, Tennessee does not add a late filing penalty to the LLC annual report, so a late-filed report still costs the same $300 minimum. Delinquent annual reports can be submitted within 4 months following the due date. The only other charges tied to this filing are the additional $20 fee if the report changes your registered agent or registered office, and a $30 handling charge on a returned check.

For LLCs that fail to file for an extended period and face administrative dissolution, the reinstatement process becomes even more costly. Reinstatement requires paying all missed annual report fees plus a $70 reinstatement fee. For example, if your LLC was administratively dissolved for missing two years of annual reports, you would need to pay at least $670 ($300 × 2 years + $70 reinstatement fee) to restore your LLC to good standing.

How to File Your Tennessee LLC Annual Report: Step-by-Step

Step 1: Gather Required Information

Before beginning your filing, collect all necessary information about your LLC. You’ll need your LLC’s control number (found on your formation documents), current registered agent information, principal office address, and details about all members or managers. Also, confirm how many members your LLC has, as the number of members determines your filing fee.

Step 2: Access the Tennessee Business Services Portal

Navigate to the Tennessee Secretary of State’s website at sos.tn.gov/businesses and locate the business services section. You can file online through their portal, which is the fastest and most convenient method. The online system is available 24/7 and provides immediate confirmation of your filing.

Step 3: Search for Your LLC

Use the business entity search function to locate your LLC’s record. You can search by entity name or control number. Once you find your LLC, select it to access the filing options. Make sure you’re selecting the correct entity if you have multiple LLCs or if there are similar business names in the system.

Step 4: Complete the Annual Report Form

Fill out all required fields in the online form. Review your LLC’s current information and make any necessary updates. This includes verifying your registered agent’s information, updating member or manager details, and confirming your principal office address. Pay special attention to the number of members you report, as this determines your filing fee.

Step 5: Calculate and Pay the Filing Fee

Based on the members you’ve entered, the system will calculate your total filing fee. The minimum is $300, rising by an additional $50 per member for every member over six members, up to $3,000. Have a credit card or electronic check ready for payment. The system accepts major credit cards and ACH transfers.

Step 6: Submit and Save Confirmation

Review all information for accuracy before submitting. Once you submit the report and payment, you’ll receive a confirmation page and email. Save or print this confirmation for your records. This serves as proof of filing and shows your LLC is in good standing with the state.

What Happens If You Don’t File?

Failing to file your Tennessee LLC annual report by its due date does not add a late penalty: Tennessee charges no late fee on the LLC annual report, so a delinquent report still costs the $300 minimum. Delinquent annual reports can be submitted within 4 months following the due date. The consequence of missing the deadline is not an extra charge but administrative dissolution.

If you continue to neglect the annual report filing, Tennessee will administratively dissolve your LLC. Grounds for administrative dissolution arise once the LLC has not delivered its properly completed annual report within two months after it is due; the Secretary of State then serves notice, and the LLC has another two months to correct the ground, so dissolution can follow roughly four months after the due date. An LLC that has been administratively dissolved continues its existence, but it may not carry on any business except what is necessary to wind up and liquidate its business and affairs. The limitation on members’ personal liability continues in full force regardless of the dissolution.

Reinstatement after administrative dissolution is possible but costly and time-consuming. You must file all missed annual reports with their associated fees, plus pay a $70 reinstatement fee. You’ll also need to file the Application for Reinstatement Following Administrative Dissolution/Revocation (form SS-9410), submitted in the same envelope as all past due annual reports and additional filing fees. The entire process can take several weeks and cost significantly more than simply maintaining compliance. During the dissolution period, you may face challenges with banking, contracts, and legal matters, because your LLC may not carry on any business except what is necessary to wind up and liquidate its affairs.

Frequently Asked Questions

Can I file my Tennessee LLC annual report early?

Yes, Tennessee allows and even encourages early filing of annual reports. The filing system opens on the first day of the month in which your fiscal year ends, which is December 1st for a calendar-year LLC, giving you roughly four months to file before the April 1st due date, and reports cannot be filed before that submission period opens. Filing early helps you avoid the last-minute rush and ensures you don’t accidentally miss the deadline. Many business owners make it a practice to file in January or February as part of their year-start administrative tasks.

What information can I update on my Tennessee LLC annual report?

The annual report allows you to update several key pieces of information about your LLC, including your registered agent’s name and address, principal office location, and the names and addresses of members or managers. However, you cannot change your LLC’s name through the annual report – that requires filing separate amendment documents. If you need to make substantial changes to your LLC’s structure or operating agreement, those also require additional filings beyond the annual report.

Do I have to file an annual report if my Tennessee LLC had no activity?

Yes, all active Tennessee LLCs must file annual reports regardless of business activity or revenue. Even if your LLC made no money, had no transactions, or remained completely dormant throughout the year, you’re still required to file the annual report and pay the minimum $300 fee. The only way to avoid this requirement is to formally dissolve your LLC through the proper legal channels with the Tennessee Secretary of State.

Can I file my Tennessee LLC annual report by mail?

While online filing is strongly recommended for its speed and convenience, Tennessee does allow paper filings by mail. There is no annual report form to download: you enter the report information through the state’s online tool, then print the prepared report and mail it with payment. However, mail filings take longer to process, don’t provide immediate confirmation, and must be received (not just postmarked) by your due date to count as filed on time, although Tennessee charges no late fee if it arrives after that. The mailing address is: Tennessee Secretary of State, Division of Business Services, 312 Rosa L. Parks Avenue, Nashville, TN 37243.

What’s the difference between the annual report and franchise tax report in Tennessee?

The annual report filed with the Secretary of State is separate from the franchise and excise tax report filed with the Tennessee Department of Revenue. The annual report maintains your LLC’s legal standing and costs a minimum of $300, while the franchise tax report relates to your tax obligations. Both have different deadlines, with the annual report due on the first day of the fourth month after your fiscal year closes (April 1st for a calendar-year LLC) and franchise tax reports typically due on the 15th day of the fourth month after your fiscal year ends. You must file both to remain fully compliant in Tennessee.

Bottom Line

The Tennessee LLC annual report is a crucial compliance requirement that keeps your business in good standing with the state. With its due date on the first day of the fourth month after your fiscal year closes (April 1st for a calendar-year LLC) and its minimum $300 fee, it represents a significant annual expense for LLC owners. Tennessee adds no late penalty, but the cost of non-compliance – administrative dissolution, and an LLC that may then do nothing but wind up its affairs – far exceeds the cost of timely filing.

To stay in good standing, mark your due date – April 1st if your fiscal year ends December 31 – on your calendar and consider filing as soon as the submission period opens. Set up a reminder for the first day of your fiscal year ending month to gather your information and complete the filing online through the Tennessee Secretary of State’s portal. While the fee may seem steep compared to other states, maintaining your LLC’s good standing protects your personal assets and preserves your right to conduct business in Tennessee. Remember, this filing is separate from your tax obligations, so make sure you’re meeting all state requirements to keep your Tennessee LLC fully compliant.

Recommended LLC Services

Whether you need help with LLC formation, registered agent services, or annual compliance filings, these trusted providers can simplify the process:

Related LLC Compliance Guides

• LLC Compliance Requirements for All 50 States
• Georgia LLC Compliance Guide
• North Carolina LLC Compliance Guide
• Virginia LLC Compliance Guide
• South Carolina LLC Compliance Guide
• Alabama LLC Compliance Guide
• Florida LLC Annual Report: Fees, Deadlines & Filing Guide
• California LLC Statement of Information: Fees, Deadlines & Filing Guide
• Wyoming LLC Annual Report: Fees, Deadlines & Filing Guide

Sources

The fee, deadline, penalty and filing-office facts on this page were checked against the official Tennessee sources below on 18 September 2026, and corrected where they were out of date. States change fees and deadlines — confirm the current figures at these links before you file.

• tncab.tnsos.gov/portal
• sos.tn.gov/businesses/faqs
• sos.tn.gov/businesses/services/business-forms-fees
• www.tn.gov/revenue/taxes/franchise—excise-tax/due-dates-and-tax-rates.html