If you are unsure as to what type of business (i.e. Corporation, Limited Liability Company, Partnership, etc.), you may need to contact an attorney or tax professional, as this office is unable to assist in that determination. For information on types of business entities and tax, treatments consult the IRS, Tennessee Office of the U.S. Small Business Administration or the Business Enterprise Resource Office (BERO) at the Tennessee Department of Economic and Community Development.

• Corporations*
• Limited Liability Companies (LLC’s)*
• Limited Partnerships (LP’s)*
• Limited Liability Partnerships (LLP’s)*
• General Partnerships+ 

*All of the above business entities file formation documents.

+Filings by general partnerships are not for the purpose of forming or maintaining a general partnership in Tennessee. Document filing is for the purpose of providing public notice of basic information about a general partnership, such as the agency authority of its partners, and such filings are optional and voluntary.

• A nonresident fiduciary is a person who does not reside in Tennessee, or a bank or trust company not authorized to do business in Tennessee, that is appointed by will, deed, trust agreement, court order or otherwise to serve as trustee of a corporate or personal trust, personal representative of an estate, guardian, conservator for an incompetent person, guardian for a minor or in any other fiduciary capacity.
• Only certain types of individuals, banks or trust companies may serve as nonresident fiduciaries.  Please consult Tennessee Code Annotated, Section 35-50-107 for a complete listing of qualified persons or entities. 

A nonresident person, bank or trust company cannot serve in a fiduciary capacity in Tennessee unless and until it has appointed in writing the Tennessee Secretary of State as its agent for service of process.  This appointment authorizes the Secretary of State to receive and to forward to the nonresident fiduciary by registered or certified mail all process in any action or proceeding relating to any trust, estate or matter within this State in which the person, bank or trust company is serving as fiduciary. 

The appointment document submitted to the Secretary of State must contain the following items: 

• The name of the specific trust, estate, or person for which the fiduciary has been appointed; 
• The name and out-of-state street address (including zip code) of the fiduciary; 
• A statement clearly designating the Tennessee Secretary of State as agent for service of process; 
• An original signature of the nonresident person or the representative of the bank or trust company (or a certified copy of the signed appointment document); and 
• The date the document is signed. 
• The appointment document need not be in affidavit form or notarized. 
• The appointment document must be accompanied by a filing fee of $10.00.  Please make checks or money orders payable to the Tennessee Secretary of State. 

Agent Appointment by Nonresident Fiduciary form is also available.

1. The correct fee is not paid. The annual report fee for a corporation is $20, and an additional $20 is required if any change is made concerning the registered agent/registered office. The annual report fee for LLCs is $300 minimum up to a maximum of $3000. The fee increases by an additional $50 per member for every member over 6 members up to a maximum of $3,000.
2. An officer is not listed. If the business is a Tennessee for-profit corporation, the corporation must list at least one officer. If the business is a Tennessee nonprofit corporation, a president and secretary or required.
3. The board of directors are not listed, the box indicating that the board is the same as the officers listed is not marked, or the box indicating that the corporation does not have directors is not marked.
4. The annual report is not signed and/or dated.
5. The annual report is not typed or filled out in ink.