Everything You Need to Know about Registering a Foreign LLC in Tennessee

Everything You Need to Know about Registering a Foreign LLC in Tennessee

tennessee foreign corporation registration
Tennessee foreign corporation registration

Tennessee foreign corporation registration

LLCs are the most commonly used business entity. They are favored by business owners in multiple states due to their benefits, such as pass-through taxation and limited liability. 

Another benefit of incorporating as an LLC is that you do not have to be limited to one state. With the right paperwork, you run your LLC business in multiple states. If you are looking forward to registering a foreign LLC in Tenessee, the process is quite simple.  Through LegalRegistration.com, you can form an LLC in no time.

Starting with the basics, you will need to register your foreign business in Tennessee if you want to make business transactions in Tennessee. It is mandatory.

However, there are some rules that you will have to follow for the Tennessee foreign LLC registration.

Before we proceed to the rules, let us cover some basics first!

What is a Foreign LLC in Tennessee?

If you want to conduct business in Tennessee, but your LLC is formed in a different state, then your LLC is known as a foreign LLC in Tennessee. Now, you get the point – the term foreign doesn’t refer to another country – but another state. It is not to be confused with the foreign members of an LLC.

Here the term foreign simply means that your business has originally been organized under the laws of another state.

The opposite of foreign LLC is domestic LLC, and domestic LLC refers to the LLC formed in the state where you initially incorporated as an LLC business.  For more information visit the website  LabyrinthTM Fundraising Compliance.


How to Transact Business in Tennessee as a Foreign LLC?

According to the LLC Act of Tennessee, you are required to get your LLC registered in the state of Tennessee if you are planning on transacting business in Tennessee.  Get more information Legal Registration Archives

We know that state laws collect state sales tax with some conditions. In the absence of physical presence, a nexus is absolutely mandatory. Simply put, the foreign LLC might be required to fall into one of the following categories:

  • A store/ warehouse in the state.
  • An office in the state.
  • A sales representative in the respective state.

Nonetheless, certain expectations might apply, and things can get slightly more complicated with additional things, such as online sales. You get the point – if the original LLC is in a different state, but you have a warehouse/ office/ employee in the state of Tennessee, then you will need to register a foreign LLC in Tennessee. Please give LegalRegistration.com a phone call if you need more information.

Exemption for Tennessee’s LLC Act

Like most states in the USA, the LLC Act of Tennessee might have a few exemptions regarding specific activities that don’t fall in the category of business transactions.

Here are some of the exemptions:

  • Settling a lawsuit
  • Defending a lawsuit
  • Holding a meeting with organization members.
  • Settling an internal business affair.
  • Securing debts
  • Opening/ maintaining a bank account in Tennessee.
  • Having an office/ agency/ employee in Tennessee for handling and managing your company’s affairs and securities.
  • Selling products/ services through independent contractors.
  • Obtaining/ soliciting orders when the respective orders require an out-of-state acceptance before they become part of the contract.
  • Collecting debts
  • Creating/ acquiring indebtedness, mortgages, security interest, and deeds of trust in personal/real property.
  • Doing business in interstate commerce.
  • Conducting an isolated business transaction that is completed within a month and which is not a repeated transaction.

If you want to register your foreign LLC in Tennessee, filing an application for a certificate of authority – LLC from the SOS website is mandatory. 

How to Register a Foreign LLC in Tennessee

In legal language, registering a business in a new state is called a foreign qualification. According to the laws in Tennessee, you must submit an Application for a Certificate of authority to the Tennessee Secretary of State. For additional information What services do we provide? 

Here is all you need to do for everything to go smoothly.

1.       Tennessee Registered Agent

As per the requirements of an LLC, you may already have an appointed registered agent for your domestic LLC. However, you will need a local registered agent for a foreign LLC in Tennessee. Your registered agent must be available on your behalf during business hours.

A professional registered agent will let you use their address and provide comfort in not missing out on any legal documents. Instead, your Tennessee registered agent will scan and send you the documents on the same day to keep you updated. 

2.       Certificate of Good Standing

A Certificate of Good Standing is an important document to form a foreign LLC in Tennessee. This document proves that your LLC complies with its home state. It means that your company has filed all the necessary paperwork and paid the necessary fees for this endeavor.

Please beware that certificates older than 60 days are not accepted in the state of Tennessee. For additional information Category

You can easily attain your Certificate of Good Standing from the Secretary of State’s website.

3.       Application for Certificate of Authority

The state of Tennessee requires you to complete the application for a Certificate of Authority to form a foreign LLC. The state of Tennessee charges $50 for every member of your LLC. The minimum charge for this process is $300, whereas the limit is $3000.  Additional information Business Licensing

You must read all the sections carefully before filling out the form. Below is the information that a Certificate of Authority requires.

  • Name of the foreign LLC
  • Date of Organization
  • Details of your registered agent
  • Name of your home state
  • Principal address in your home state
  • Number of your LLC members
  • Signature of the organizer