Tennessee Annual Report Fees and Franchise Tax Basics for LLCs in 2026
Tennessee Annual Report Fees and Franchise Tax Basics for LLCs in 2026
Tennessee LLC owners need to keep two separate compliance ideas straight:
- the annual report filed with the Secretary of State; and
- the franchise and excise tax system handled through the Department of Revenue.
Those are connected in practice, but they are not the same filing.
For 2026, the cleanest way to avoid mistakes is to treat Tennessee as a two-track compliance state:
- keep the Secretary of State record current by filing the annual report on time; and
- separately confirm what the company owes or must file under the franchise and excise tax rules.
Tennessee annual report timing
The Tennessee Secretary of State has reminded businesses that annual reports are required by April 1 each year.
That is the deadline most Tennessee LLCs should treat as fixed and non-negotiable unless the state gives a specific exception that applies to the entity.
The annual report confirms or updates the company’s state-record information, and it is one of the most basic things Tennessee uses to keep the entity in active standing.
Tennessee annual report fees for LLCs
The Tennessee Secretary of State’s FAQ says the annual report fee for LLCs is:
- $300 minimum
- increasing by $50 per member for every member over six
- up to a maximum of $3,000
That means many smaller LLCs will see the $300 minimum, but larger multi-member LLCs should not assume the minimum applies.
The Secretary of State also separately notes that the annual report fee for corporations is much lower, which is one reason businesses should be careful not to use the wrong entity-type assumptions when budgeting for Tennessee compliance.
Why Tennessee annual reports get rejected
Tennessee’s Secretary of State FAQ highlights several common rejection reasons for annual reports, including:
- the wrong fee is paid;
- required officer information is missing for corporations;
- required board information is missing for corporations;
- the annual report is not signed or dated; or
- the report is not properly completed.
For LLCs, the fee issue is especially important because the amount depends on member count.
What happens if a Tennessee business stops filing annual reports?
Tennessee’s FAQ says administrative dissolution can occur for reasons including:
- failure to file an annual report; and
- being without a registered agent.
That is a useful reminder that annual-report compliance and registered-agent maintenance go together. A business that ignores either one can create avoidable status problems.
Tennessee franchise tax basics in 2026
The Tennessee Department of Revenue says the minimum franchise tax is $100.
The department also says that minimum is payable if the company is incorporated, domesticated, qualified, or otherwise registered through the Secretary of State to do business in Tennessee, regardless of whether the company is active or inactive.
That is one of the easiest Tennessee tax rules to miss. Some owners assume inactivity means no franchise tax exposure, but Tennessee’s minimum-tax rule is broader than that.
Tennessee franchise and excise tax rates
The Department of Revenue’s tax-rate page lists:
- Franchise tax: 0.25% of Tennessee net worth
- Excise tax: 6.5% of Tennessee taxable income
These rates matter most for LLCs taxed in ways that expose them to Tennessee franchise and excise tax filings. The exact filing result can depend on entity classification, exemptions, income, and apportionment details, so businesses should not rely on a broad article alone to complete the return.
Why LLC owners confuse the annual report with franchise tax
The confusion usually happens because both issues feel annual.
But they are different:
- the annual report keeps the Secretary of State record current;
- the franchise and excise tax rules determine whether the business owes tax or must file a return with the Department of Revenue.
A business can handle one correctly and still create risk by ignoring the other.
Registered agent issues in Tennessee
Tennessee explicitly ties administrative dissolution risk not only to annual-report failures, but also to being without a registered agent.
That makes the registered-agent relationship more than a passive administrative formality.
If the business changes offices, managers, or ownership and does not keep the Tennessee registered-agent setup current, it can weaken the same compliance system the annual report is supposed to support.
Termination, reinstatement, and tax clearance
Tennessee’s FAQ also notes that tax clearances are required for several important events, including:
- obtaining a certificate of existence;
- reinstatement; and
- terminating, canceling, or withdrawing an entity from Tennessee.
That means businesses that let annual-report and tax issues pile up can face a more complicated cleanup process later.
Tennessee 2026 compliance checklist for LLCs
- [ ] Calendar the annual report deadline for April 1, 2026.
- [ ] Confirm the LLC member count for fee purposes.
- [ ] Budget for the annual report fee, starting at $300 minimum for LLCs.
- [ ] Confirm registered-agent and registered-office information is current.
- [ ] Review whether the LLC is subject to Tennessee franchise and excise tax.
- [ ] Confirm whether the $100 minimum franchise tax applies.
- [ ] Review whether any exemption applies under Tennessee tax rules.
- [ ] Keep proof of the annual report filing and tax filings.
FAQ
When is the Tennessee annual report due?
The Tennessee Secretary of State has reminded businesses that annual reports are due by April 1 each year.
How much is the Tennessee annual report fee for an LLC?
Tennessee says the fee is $300 minimum, with an additional $50 per member for every member over six, up to $3,000.
Does an inactive Tennessee LLC still owe franchise tax?
The Department of Revenue says the $100 minimum franchise tax is payable if the company is incorporated, domesticated, qualified, or otherwise registered through the Secretary of State to do business in Tennessee, regardless of whether the company is active or inactive.
What are Tennessee’s franchise and excise tax rates?
Tennessee lists the franchise tax rate at 0.25% of net worth and the excise tax rate at 6.5% of Tennessee taxable income.
Can registered-agent problems affect Tennessee status?
Yes. Tennessee’s Secretary of State says administrative dissolution can occur for being without a registered agent, not just for missing the annual report.
Tennessee compliance runs smoother when the company record, annual-report timing, and registered-agent coverage all stay in sync. Rapid Registered Agent helps businesses maintain reliable registered-agent coverage while they manage state filing deadlines.