Tennessee · Corporation
How to Start a Corporation in Tennessee
Tennessee is cheap to form and cheap to report, but it taxes the corporation just for existing.
See the stepsShort answer
To start a corporation in Tennessee, file the For-Profit Corporation Charter (Form SS-4417) with the Secretary of State for $100. At checkout that is $102.35 for Tennessee plus $123.75 for our formation, $226.10 before card processing. The yearly costs are a $20 annual report and the franchise and excise tax, which has a $100 minimum franchise tax even if the company sits idle.
Last checked .How do I incorporate in Tennessee, step by step?
The charter is $100 and the corporate annual report is only $20, against the $300 minimum for an LLC. The catch is the franchise tax: any registered corporation owes at least $100 a year, active or not. A dormant corporation costs money to keep.
Choose and check the name
Names with bank, trust or credit union need Department of Financial Institutions approval first, and insurance company names need Commerce and Insurance approval. Search the Secretary of State's business search before you file. See the Tennessee name search guide.
Name a registered agent
Every corporation needs one in the state (the rule). Ours is $74.25 a year.
File charter for-profit corporation
File the Charter For-Profit Corporation (Form SS-4417) with Tennessee. The fee at our checkout is $102.35. Details are below.
Adopt bylaws
Bylaws are the board's rules: how directors are elected, how meetings run and how officers are chosen. Every corporation we form includes them.
Name directors, officers and issue shares
Hold an organizational meeting, record it in minutes, and issue stock to the owners.
Get an EIN
The EIN is the corporation's federal tax ID. The IRS issues it free at irs.gov.
Register for state taxes
Register with Tennessee Department of Revenue (TNTAP): register for franchise and excise tax, plus sales/use and withholding as needed. 7
File the annual report
Put the first deadline on your calendar before you file anything else. See the Tennessee annual report page and the filings below.
How much does it cost to incorporate in Tennessee?
| Item | Cost | When |
|---|---|---|
| State fees (what our checkout charges) | $102.35 | At filing |
| Our formation, bylaws included | $123.75 | At filing |
| Total for the filing | $226.10 | Before card processing |
| With our registered agent for a year (Formation + Registered Agent) | $280.55 | At filing |
| With the Day-One Bundle | $324.35 | At filing |
| Annual Report (corporation) (each year) | $20 4 | annually; filed through the TNCaB account |
| Tennessee franchise tax (with excise tax), minimum (each year) | $100 5 | annual return |
| Registered agent after the first year | $74.25 a year | Optional |
Card processing is added at checkout and shown before you pay. State fees: the state's published fee for the Charter For-Profit Corporation (Form SS-4417) is $100; our checkout charges $102.35 on the state side, and the state's fee schedule does not itemize the other $2.35. You see it before you pay.
Tennessee at a glance
| Question | Tennessee |
|---|---|
| Formation filing and state fee | Charter For-Profit Corporation (Form SS-4417), $100 1 |
| Name rule | Must contain Corporation, Incorporated or Company, or Corp., Inc. or Co. 2 |
| Registered agent | Registered office must be a physical Tennessee address; no P.O. box, route number or box number alone 3 |
| Annual report | Annual Report (corporation), $20, due annually; filed through the TNCaB account 4 |
| Franchise or minimum tax | Tennessee franchise tax (with excise tax): based on net worth; the minimum franchise tax is $100 even if the company is inactive, due annual return 5 |
| Corporate income tax | 6.5% flat, minimum $100 6 |
Do I need a registered agent in Tennessee?
A Tennessee registered office must be a physical Tennessee address, not a post office box, route number or box number alone. 3 You can be your own agent if you have a street address in the state and are there in business hours, but the address goes on the public record. Ours, through our partner Registered Agents Inc, is $74.25 a year, or $178.20 with the formation. Tennessee registered agent rules.
What goes in the Tennessee charter for-profit corporation?
File the For-Profit Corporation Charter (Form SS-4417) with the Secretary of State. It lists the name, the initial registered agent and office, the shares, and the incorporator.
Which annual reports and franchise taxes will a Tennessee corporation owe?
File your annual report through your TNCaB account; it costs $20 plus $20 more if you change the registered agent or office. Register with the Department of Revenue for franchise and excise tax. Keep bylaws and stock records current.
- The Tennessee annual report fee for a corporation is $20, versus a $300 minimum for LLCs. 4
- Tennessee's minimum franchise tax is $100, payable whether or not the company is active. 5
- A Tennessee C corporation pays a 6.5% excise tax on net earnings plus a franchise tax of 0.25% of net worth, with a $100 minimum franchise tax (June 2026 Department manual). 6
How do I start an S corp in Tennessee?
A corporation is a C corporation unless it elects otherwise. An S corp is a tax election, not another kind of entity. The order is plain: form the corporation, get the EIN, then file IRS Form 2553 within 2 months and 15 days after start of the tax year the election takes effect (or any time in the prior tax year) 9. Tennessee recognizes the federal S election, so an LLC that elects S status files as an S corporation, but it is still taxed as an entity under the franchise and excise tax. 8
We file Form 2553 for $165. Run your own numbers in the calculator or read Tennessee: S corp or C corp.
Should I form a corporation or an LLC in Tennessee?
Shares, a board and officers. The usual choice when you plan to raise money from investors or issue stock options.
Fewer formalities and flexible ownership. Often the simpler choice for one owner or a small team.
Compare the two: How to start an LLC in Tennessee.
Raising venture money? Investors usually ask for a Delaware C corporation, which you then register in Tennessee as a foreign corporation. See how to start a corporation in Delaware.
What do I do after filing in Tennessee?
- Adopt the bylaws and hold the first board meeting; write minutes.
- Issue stock to the owners and keep a stock ledger.
- Get the EIN, open a business bank account and keep money separate.
Form your Tennessee corporation
We file it for $123.75 plus the state fee ($102.35), with bylaws included. Add the registered agent for $178.20 in all, or take the Day-One Bundle at $222.
Common questions
How much does it cost to incorporate in Tennessee?
$100 to file the For-Profit Corporation Charter (Form SS-4417). Name reservation, if you want one, is $20 extra.
Does a Tennessee corporation pay franchise tax?
Yes. The minimum is $100, payable whether the company is active or inactive.
Can a Tennessee registered agent use a P.O. box?
No. The registered office must be a physical Tennessee address.
What is the Tennessee corporation annual report fee?
$20, plus $20 more if the registered agent or office changes.
Sources 9 links, checked Nov 7, 2026
- Tennessee charges $100 to file the For-Profit Corporation Charter (Form SS-4417). sos.tn.gov, checked Nov 7, 2026
- A Tennessee corporate name must contain the word corporation, incorporated or company, or the abbreviation corp., inc. or co. sos-tn-gov-files.tnsosfiles.com, checked Nov 7, 2026
- A Tennessee registered office must be a physical Tennessee address, not a post office box, route number or box number alone. sos.tn.gov, checked Nov 7, 2026
- The Tennessee annual report fee for a corporation is $20, versus a $300 minimum for LLCs. sos.tn.gov, checked Nov 7, 2026
- Tennessee's minimum franchise tax is $100, payable whether or not the company is active. tn.gov, checked Nov 7, 2026
- A Tennessee C corporation pays a 6.5% excise tax on net earnings plus a franchise tax of 0.25% of net worth, with a $100 minimum franchise tax (June 2026 Department manual). tn.gov, checked Nov 6, 2026
- A Tennessee corporation must register with the Department of Revenue for franchise and excise taxes through the Tennessee Taxpayer Access Point. tn.gov, checked Nov 7, 2026
- Tennessee recognizes the federal S election, so an LLC that elects S status files as an S corporation, but it is still taxed as an entity under the franchise and excise tax. tn.gov, checked Nov 6, 2026
- IRS: Form 2553 instructions irs.gov, checked Nov 6, 2026
Last verified Nov 7, 2026.
This page explains the rules; it is not legal or tax advice.