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Tennessee Annual Report | LLC School
Tennessee LLC · Step 6 of 8 · Check current official instructions

Tennessee LLC Annual Report & Franchise/Excise Tax (2026)

The SOS annual report and DOR franchise/excise duties are separate. Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

Ahmad AdilWritten by Ahmad Adil, LLC School · Check current official instructions
TN ANNUAL REPORT ANNUAL REPORT COMPLIANCE STEP
Quick Answer

The annual report fee is $50 per member, $300 minimum and $3,000 maximum, with April1 due for calendar-year filers. The DOR F&E filing and tax are separate. Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

Step 6 — Fast Facts
Annual report fee
$50/member · $300 min · $3,000 max
Annual report due date
April 1 (calendar-year filers)
Grace period
60 days
Franchise tax
0.25% net worth · $100 min
Excise tax
6.5% of net earnings
Single-member exemption
Yes — must still file to confirm

Two Filings, Two Agencies

This is the single most common point of confusion for Tennessee LLC owners. There are two genuinely separate obligations here, filed with two separate agencies:

1

The Annual Report — Secretary of State

$50/member ($300 minimum, $3,000 maximum), due April 1 for calendar-year filers, filed through TNCaB. Confirms your basic entity information.

2

Franchise & Excise Tax — Department of Revenue

Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

Paying one does not satisfy the other. Founders who only track the $300 annual report and never file (or confirm exemption from) the franchise/excise return can end up with real, unexpected tax liability.

Annual Report Calculator

Tennessee Annual Report Calculator

Enter your member count and filing status

1
Your Annual Report Fee
$300
Status
On track

Formula: $50 × members, floor $300, ceiling $3,000. Excludes franchise/excise tax, which is filed separately. Educational estimate — confirm with the Secretary of State.

Specific F&E Exemptions and Corporate-Owner Disregard

Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

How to File Both

1

File the annual report via TNCaB

Confirm your registered agent, principal address, and member count; pay the $50/member fee ($300 minimum) by April 1.

2

Determine your franchise/excise status

Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

3

File Form FAE170 via TNTAP if applicable

Confirm the actual tax period, applicable return, payment and estimated-payment requirements with DOR. An annual-report filing or extension does not itself satisfy F&E duties.

If You Miss Either

1

Missed annual report

A 60-day grace period applies before your LLC drifts toward administrative dissolution.

2

Missed franchise/excise filing

Even if you owe $0 in tax due to the exemption, failing to file the confirming return can still create compliance issues — file it regardless of whether tax is owed.

3

Cure

File both overdue obligations as soon as possible through their respective portals — TNCaB for the report, TNTAP for franchise/excise.

Ahmad Adil's Take: if you take away exactly one thing from this Tennessee guide, make it this page. I've watched founders faithfully pay their $300 annual report every year and have no idea a completely separate tax filing existed until a notice arrived. Put both on your calendar as two distinct line items, not one combined "Tennessee fee." Even if you're confident you qualify for the single-member exemption, don't skip the confirming filing — "I thought I was exempt" is not the same as having actually told the Department of Revenue that.

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Annual report and F&E obligations

Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.

Official requirements and instructions

Frequently Asked Questions

Tennessee LLC — FAQ

Does Tennessee have one annual fee or two for LLCs?
There is a separate SOS annual report ($50/member, $300 minimum/$3,000 maximum) and DOR F&E review. Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.
When is the Tennessee LLC annual report due?
April 1 for calendar-year filers — more precisely, the first day of the fourth month after your fiscal year closes. A 60-day grace period applies before dissolution risk.
What is Tennessee franchise and excise tax?
Franchise tax generally uses apportioned net worth at0.25%, $100 minimum; excise tax is6.5% of the applicable earnings base after adjustments and the applicable $50,000 deduction. Review current DOR instructions; these duties are separate from the SOS report.
Are single-member Tennessee LLCs exempt from franchise and excise tax?
Individual ownership and federal disregarded status alone do not exempt a Tennessee LLC from franchise and excise tax. Federal disregard carries through under the limited rule for an SMLLC whose sole owner is classified as a corporation for federal tax purposes; its activity is included with that owner. FONCE and other statutory exemptions have separate conditions and application/renewal requirements. Identify the actual classification and applicable filings rather than assuming a general single-member exemption.
What happens if I miss the Tennessee annual report deadline?
A 60-day grace period applies before your LLC risks administrative dissolution. File the overdue report through TNCaB as soon as possible.
Do I need to file anything if my Tennessee LLC owes $0 in franchise/excise tax?
A zero calculated tax does not establish an exemption or remove filing duties. Corporate-owner disregard and specific statutory exemptions have different conditions and procedures; confirm the appropriate DOR treatment.
Where do I file Tennessee franchise and excise tax?
Through TNTAP (Tennessee Taxpayer Access Point), using Form FAE170, with the Department of Revenue — a completely separate system from the Secretary of State’s TNCaB portal.
Ahmad Adil, founder of LLC School
About the Author
Ahmad Adil

Ahmad Adil is the founder and CEO of LLC School. For filing and ongoing compliance, confirm the requirements with the responsible state agency. This is educational information, not legal or tax advice.

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