One (1)

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.

Yes, if the principal address is in Tennessee, the filed document must be recorded in the Registered of Deeds in the county where the principal office is located.

Bylaws are the code or rules by which the corporation is run, and explain the conditions and limitations that the corporation must follow in conducting its business.

The board of directors is a group of people who direct and oversee the business activities of the corporation. The board hires officers to conduct the day-to-day operation of the corporation. In the case of small, tightly held corporations, the board of directors and the officers may serve in both capacities.

The minimum is one.  There is no limit on the maximum number of shares authorized.,

Authorized shares are the number of shares of stock that the charter allows the corporation to issues.

The incorporator is the person that files the charter of the corporation. The incorporator must be of legal age to enter into contracts. Once the charter has been filed, the incorporator’s function is complete.

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.

A “Catastrophic Illness Trust” is defined as a trust or custodial account established to benefit those with a catastrophic illness, or a severe illness requiring prolonged hospitalization and/or doctors and medicines. Trustees or a bank or trust company acting as trustee are required to provide notice to the Division of Charitable Solicitations on establishment of the trust. This notice is required before soliciting donations in the State of Tennessee.

The trustees, other than a bank or trust company acting as trustee, are also required to file with the Division of Charitable Solicitations an annual accounting of the trust on the anniversary of the establishment of the trust. This accounting must include all revenue and expenditures of the trust. The trustees must keep true and accurate financial records of the trust for no less than three (3) years. In addition, the Secretary of State may compel additional production of documents, exhibits, or things by any person which the Secretary believes to be pertinent in conducting any investigation.

• State and local government: Agencies distributing federal assistance or entities distributing federal assistance to the state or local government entity.
• Higher education: college, university, or other post-secondary institution
• Local education agency or system of vocational education, or other school system
• An entire corporation, partnership, or other private organization, or an entire sole proprietorship
• The entire plant or private corporation or other organization which is a geographically separate facility to which federal financial assistance is extended.

• Prohibits entities from denying an individual any service, financial aid, or other benefit because of race, color or national origin.
• Prohibits entities from providing a different service or benefit or providing these in a different manner from those provided to others under the program.
• Prohibits segregation or separate treatment in any manner related to receiving program services or benefits.
• Prohibits entities from requiring different standards or conditions as prerequisites for serving individuals.
• Encourages the participation of minorities as members of planning or advisory bodies for programs receiving federal funds.
• Prohibits discriminatory activity in a facility built in whole or part with Federal funds.
• Requires information and services to be provided in languages other than English when significant numbers of beneficiaries are of limited English speaking ability.
• Requires entities to notify the respective population about applicable programs.
• Prohibits locating facilities in any way that would limit or impede access to a Federally funded service or benefit.
• Requires assurance of nondiscrimination in purchasing of services.

• Does not apply to Federal assistance provided through insurance or guaranty contracts, (e.g. FHA loan insurance).
• Does not apply to employment, except where employment practices result in discrimination against program beneficiaries or where the purpose of the Federal assistance is to provide employment.
• Does not apply to direct benefit programs such as Social Security.
• Does not apply only to contracts and set-aside programs.

To ensure the broad, institution wide application of Title VI and other civil rights statutes Congress passed The Civil Rights Restoration Act of 1987. This act clarifies the definition of “programs and activities” covered by the nondiscrimination provisions of civil rights statutes. The revised definition states that discrimination is prohibited throughout an entire agency or institution, if any part of that agency or institution receives Federal financial assistance.

Examples:

1. (A) a department, agency, special purpose district, or other instrumentality of a state or local government; or (B) the entity of such state or local government that distributes such assistance and each such department or agency (and each other state or local government entity) to which the assistance is extended, in the case of assistance to a state or local government;
2. (A) a college, university, or other postsecondary institution, or a public system of education; or system of vocational education, or other school system.

Title VI applies to discrimination throughout an agency, not just to actions involving the federally assisted program. Therefore, if an agency receives any federal financial assistance for any program or activity the entire agency is required to comply with Title VI, not just that particular program. Example: The Harriet Tubman Express program receives money from HUD, the agency /division that Harriet Tubman Express programs are under (Health Services) must also be in compliance with Title VI rules and regulations.

Title VI is a mechanism that directs the federal financial assistance, which drives or promotes economic development. By legislative mandate, Title VI examines the following public policy issues:

• Accessibility for all persons
• Infrastructure development
• Accountability in public funds expenditures
• Minority participation in decision making
• Disparate impact
• Program service delivery
• Economic empowerment
• Public-Private partnerships in part or whole with public funds
• Environmental Justice
• Site and location of facilities

Federal financial assistance means more than just money. It is also aid that enhances the ability to improve or expand allocation of a recipient’s own resources.

Examples:

• Student aid (releases recipient’s funds for other uses)
• Training of employees (permits better use of the employer)
• Grants and Loans, tax-exempt bonds
• Property
• Loan of Personnel
• Tax incentives and tax-exempt status
• Technical assistance, etc.

Title VI of the 1964 Civil Rights Act says, ”No person in the United States shall, on the grounds of race, color or national origin, be excluded from participation in, be denied the benefit of, or be subjected to discrimination under any program or activity receiving federal financial assistance.” 42 U.S.C.§2000d

• 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.