Last Updated 06 September 2017 | By:

How to Form a Corporation in Tennessee

(7 Simple Steps)

How to Use this Guide

Use our free guide below to incorporate in Tennessee or have a reliable service do it for you:

IncFile ($49 + state fee) for basic & quick incorporation.

LegalZoom ($149 + state fee) for the most popular incorporation service available.

Step 1) Verify & Secure Brand Name

Choose a Business NameTo secure and register your brand name should be unique, not too similar to another registered name in Tennessee, and shouldn’t contain any restricted wording. To check, conduct a Business Entity Search through the state and if there are potential trademark issues conduct another quick search using the TESS System through the U.S. Patent Office.

The name you choose also must contain the word/abbreviation “Corporation”, “Incorporated”, “Company”, “Corp.”, “Inc.” or “Co.” If needed, you may file an Application for Reservation of Corp. Name with the Sec. of State that’s valid for 120 days.

Filing Fee: $20

Step 2) Appoint A Registered Agent

Choose a Registered AgentWhen founding your corporation, your Registered Agent is your intermediary or a representative of your brand who accepts and helps handle/process all official documents like state filings, tax forms, legal notices, and so forth.

Typically it comes down to either hiring a 3rd-party professional and paying up to $160/yr, or you can get a certified agent free of charge when you incorporate with IncFile or CorpNet. They take care of handling the paperwork in a timely manner for you along with a lot more depending on your specific startup package.

Step 3) File The Corporate Charter

Register an LLCWith your registered agent, once you and your board decide it’s time, file a Charter (For-Profit corporation) with the Sec. of State to become an officially recognized corporate entity. It essentially declares the basics of your brand to the state and for the public recording including:

  • Name and address of your business,
  • Authorized number of shares, the value of each, and any transfer restrictions,
  • Complete names and addresses of the president, directors, secretary, treasurer, etc.
  • Type of business structure you’ve selected, and so forth.

Filing fee: $100

Step 4) Get A Corporate Records Book

File Annual Reports & Publication RequirementsThink of this as the hard copy record book where all critical corporate documents are kept like the Articles of Incorporation, Bylaws, meeting minutes, stock certificate ledger, stock certificates, stock certificate stubs, stock transfer documents, etc. It’s the ultimate company binder! They’re very common and while not necessary having one is highly recommended for all serious business entities.

You can find them at nearby office supply stores or on Amazon, but we’re huge fans of Corporate Kits which include gorgeous records books/binders you can brand for as little as $99.

Step 5) Elect Director, Meet, Discuss Bylaws

Hold a Meeting with Your Board of DirectorsAppoint at least 1 initial Director who among other things will oversee the Tennessee corporation until the first shareholder meeting where new directors will be voted in. Prepare an “Incorporator Statement” with complete names and addresses of each director and keep it in your records book. Once elected, an initial meeting should:

  • Appoint officers & discuss/create Corporate Bylaws.
  • Choose a bank & approve the issuance of stock certificates.
  • Agree on corporate seal and adopt official stock certificate form.
  • Approve s-corp (opt.). Record Minutes of Meeting, have directors sign, then add to records book.

Step 6) Setup A Corporate Bank Account

Best Business Bank AccountIt’s absolutely essential that your corporation’s financials are separate and housed in their own unique business bank accounts. No accounts of any other kind should be mixed in. And there should be strict control over them and access granted through your CFO,

The next part of this step is taking the time to make sure you’ve chosen the right local, state, or national bank or credit union based on a number of variables including location, overall business services, fee structures, incentives, and so forth. Don’t take this decision lightly. It’s far too important and will have an impact on your company.

Step 7) Handle Taxation & Licensing/Permits

Business LicensesAs a corporation in Tennessee, there are also tax & licensing/permit requirements to handle before you can operate legally, how much depends on a number of variables. Ideally you’ve got an attorney or are working with an incorporation service, either way, consider the moves below:

  1. Obtain an EIN, or Employer Identification Number, for your corporation for free through the IRS.
  2. Bookmark the Nashville Small Business Admin office and the state’s Business Enterprise Resources.
  3. To form an S-Corp, submit Form 2553 with the IRS and be sure all board of directors have signed it.
  4. Also, consider working with a business license research service that take cares of the legwork for you.

Need Help Incorporating?

How to form a corporationIf you’d prefer to have a reliable service incorporate in Tennessee for you, here are the two most popular services:

IncFile ($49 + state fee) for basic & quick incorporation.

LegalZoom ($149 + state fee) for the most popular incorporation service available.