How to File the Tennessee LLC Annual Report (Form SS-4270)

Every Tennessee LLC files its annual report with the Secretary of State by the first day of the fourth month after its fiscal year closes, which for calendar-year LLCs means April 1.¹ The report is filed online through the Tennessee Comprehensive Annual Business (TNCaB) portal or by mail, and the minimum fee is $300.²

One note before you start: if you searched for Form SS-4270 expecting an annual report form, that’s the Articles of Organization used to form an LLC in the first place, not the annual filing.³ There is no separate PDF for the annual report. You file it through TNCaB.⁴

When the Report Is Due

The deadline is the first day of the fourth month after the close of your LLC’s fiscal year.¹ For most LLCs, which use a calendar year ending December 31, that means April 1. An LLC whose fiscal year ends June 30 has an October 1 deadline, and so on.

Tennessee does not charge a separate late fee, but there is still a real cost to missing the date. The Secretary of State marks the LLC delinquent and starts the administrative dissolution clock described further down.

How Much It Costs

The fee is $50 per member, with a floor of $300 and a cap of $3,000.² Because six members multiplied by $50 equals the floor, every LLC with six or fewer members pays $300. Each additional member adds $50 until the cap kicks in.

1–6 members: $300
7 members: $350
10 members: $500
20 members: $1,000
60 or more members: $3,000

If you use the filing to change your registered agent or registered office address, add a flat $20, no matter how many changes you make in one filing.

What Information You Need

Gather these before you log in so the filing goes in one sitting.¹

Your LLC’s full legal name as it appears in the Secretary of State’s records, plus the state or country where it was formed.
The registered agent’s name and the street address of the registered office in Tennessee. P.O. boxes are not accepted.
The street address of the principal executive office where the LLC keeps its primary records. If the U.S. Postal Service does not deliver there, add a mailing address.
For manager-managed or director-managed LLCs, each manager’s or director’s name and business address. Member-managed LLCs skip this.
The names and business addresses of any officers, if the LLC has designated any.
The federal EIN. If you have applied but not yet received one, you can note that on the report.
The number of members, only if the LLC has more than six at the time you sign. Six or fewer, and no count is required.

TNCaB will also ask you to confirm or update your NAICS code, the six-digit code for your primary business activity. The portal has a keyword search if you don’t have it handy.⁴

Filing Online Through TNCaB

Go to tncab.tnsos.gov. First-time users need to create an account, and the verification email expires after 24 hours, so click through promptly.⁴

Once you’re in, choose “Business Filings” from the left-side menu, then “File Annual Report.” Search for your LLC by name or Secretary of State control number and select the matching entity. TNCaB loads the information already on file, and you review or update each section: registered agent, principal office, managers or directors, officers, member count, and NAICS code.

When the fields are correct, check the attestation box, enter your name and title, and continue to payment. TNCaB accepts credit cards and e-checks. If you’d rather pay by check, pick “Mail in Check,” print the voucher, and send it in.

Filing by Mail

Paper filers still complete the report through TNCaB and select the mail-in check option at payment, which produces a printable voucher. Send the voucher with a check to:

Secretary of State
ATTN: Corporate Filing
6th Floor, Snodgrass Tower
312 Rosa L. Parks Avenue
Nashville, TN 37243

Mail takes longer to process because staff handle it by hand. If you are close to your deadline, file online and pay electronically.

What Happens If You Miss the Deadline

The Secretary of State sends written notice identifying the grounds for potential dissolution. You then have two months to fix the problem by filing the overdue report and paying the fee.⁵

If two months pass without a filing, the Secretary of State issues a certificate of dissolution and the LLC goes inactive. An administratively dissolved LLC loses its authority to do business in Tennessee, which can affect its ability to enforce contracts, maintain registered trademarks, and preserve the liability shield that made the LLC worth forming.

Getting Reinstated

A dissolved LLC can apply to the Secretary of State for reinstatement.⁶ The application requires a confirmation of good standing, which means filing every delinquent annual report and paying every outstanding fee first. You also submit the LLC’s name at the time of dissolution, a statement that the grounds for dissolution have been eliminated, and a name that meets Tennessee’s LLC naming rules. That can be your original name if no other business claimed it while you were inactive.

Reinstatement, once granted, relates back to the date of dissolution, so the LLC is treated as though it had never lapsed. Even so, the gap between dissolution and reinstatement is legally uncertain territory for any contracts signed in that window, so it’s better not to rely on the do-over.

1
Justia. Tennessee Code 48-249-1017 – Annual Report for Secretary of State
2
Tennessee Secretary of State. Frequently Asked Questions for Businesses
3
Secretary of State of Tennessee. Tennessee LLC Articles of Organization Form SS-4270
4
Tennessee Secretary of State. Create an Account in TNCaB to File an Annual Report
5
Justia. Tennessee Code 48-249-605 – Procedure for and Effect of Administrative Dissolution
6
Justia. Tennessee Code 48-249-606 – Reinstatement Following Administrative Dissolution