How to Establish a Limited Liability Company in Tennessee?
Establishing a limited liability company in Tennessee is accomplished by filing the appropriate formation documents with the Tennessee secretary of state. An LLC in Tennessee can elect taxation as a corporation, partnership or sole proprietorship by filing the appropriate form with the Internal Revenue Service. Establishing a Tennessee LLC provides members of the company with limited liability protection from company debts and with the flexibility to choose the company's operating structure. Establishing an LLC in Tennessee creates a business that has a separate legal identity from the members of the company.
Instructions
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Research name availability. Business name availability can be confirmed online using the Tennessee Department of State website. Conducting an online name availability search ensures that no other entity registered with the Tennessee Department of State is using the same business name. Include the phrase "limited liability company" or the abbreviation "LLC" in the legal name of the Tennessee LLC.
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Print fill-in-the-blank articles of organization from the Tennessee Department of State website, or call 615-741-2286 to request articles of organization by mail. Pick up articles of organization in person at the Tennessee Department of State's division of business services, 312 Rosa L. Parks Ave., Snodgrass Tower, 6th Floor, Nashville, Tennessee.
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Provide information about the company such as the legal name and principal address of the company, as well as the purpose for establishing the Tennessee LLC. Include the name and address of each organizer. The LLC organizer may be a person or business that is responsible for filing the Tennessee LLC's articles of organization with the Tennessee Department of State. Supply the name and address of a registered agent. A Tennessee LLC's registered agent must have a physical address in the state of Tennessee where the company's legal and tax documents will be sent. Indicate the exact date of dissolution, unless the Tennessee LLC will have an unlimited life.
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File the articles of organization with the Tennessee Department of State. Submit the completed articles of organization in person, or by mail to the Tennessee Department of State. As of 2010, businesses are required to pay a minimum $300 fee to file articles of organization. The Tennessee Department of State charges $50 per LLC member, up to a maximum $3,000 filing fee, as of 2010.
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Draft an operating agreement. A Tennessee LLC's operating agreement serves as an internal document that establishes rules and regulations for running the business. There are no specific criteria that must be followed to create an operating agreement in the state of Tennessee. Include information about the business such as the procedure for admitting additional members, the voting rights of the company's members and the manner that the company will divide profits and losses among the members of the business. Keep the operating agreement at the Tennessee LLC's main business location.
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Print Form 8832 from the IRS website. Provide information about the company such as the nature of the Tennessee LLC's business activities, as well as the legal name and principal address of the company. Check the appropriate box, indicating how the Tennessee LLC will be taxed. Include each member's signature on Form 8832. Submit Form 8832 to the IRS Department of the Treasury, Internal Revenue Service, Ogden, UT 84201.
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