Tennessee · Secretary of State, Division of Business and Charitable Organizations
Tennessee charges $20 to change your registered agent, and your old agent can quit the same day.
The change itself is cheap: $20 on its own form, or the same $20 added to your annual report. The annual report is not cheap. It runs $50 per member with a $300 floor, so a one-person LLC pays $300 a year, due April 1 for most owners. The rule that catches people is newer. Since 2025, a Tennessee agent’s resignation takes effect the day it is filed. From then on you have two months to name a new one before the state has grounds to dissolve the LLC.
Partner links on this page are affiliate links. FTC disclosure. Not legal advice. Prices retrieved 30 August 2026.
What Tennessee law says
| Item | Published rule |
|---|---|
| Agent and office required | §48-249-109(a): every domestic and foreign LLC continuously keeps a Tennessee registered office and a registered agent whose office is at the same street address. |
| Who may serve | §109(a)(2): a Tennessee resident, or a domestic corporation, nonprofit, LLC, partnership, or LLP, or a foreign one authorized in Tennessee. |
| Address | SOS FAQ: a physical Tennessee address, not a PO box, route number, or box number alone. A PO box can be the mailing address, not the agent address. |
| Changing agent or office | §110: a statement of change. §1017(b): an annual report that changes the agent counts as that statement. An agent that moves can update every LLC it serves after notifying them in writing. |
| Resignation | §111: the agent files a statement certifying certified-mail notice to your principal executive office. Effective on the filing date (2025 amendment). |
| No agent | §112(b): the Secretary of State becomes the agent for service and mails papers to the registered or principal office on file (§113). §604(2) and (4): two months without an agent, or without reporting a change or resignation, is a dissolution ground. |
| Annual report | §1017(c): due on or before the first day of the fourth month after the fiscal year ends. §604(1): two months late is a dissolution ground. §605: two months to cure after notice. |
Tennessee fees we can put in a table
| Instrument | Fee | Note |
|---|---|---|
| Statement of Change of Registered Agent by Entity (SS-4534) | $20 | §1007(a)(9). Online, mail, or walk-in. |
| Agent change made on the annual report | +$20 | §1007(d). Added to the report fee. Counts as the statement of change (§1017(b)). |
| Registered agent’s statement of resignation | $20 | §1007(a)(11). Paid by the agent. Effective the day it is filed. |
| Annual report, 1 to 6 members | $300 | §1007(d): $50 per member, $300 minimum. Due April 1 for calendar-year LLCs. |
| Annual report, maximum | $3,000 | Reached at 60 members. |
| Reinstatement after administrative dissolution (SS-9410) | $70 | §1007(a)(22). Plus fixing the ground (a missed report is at least $300) and a Department of Revenue tax clearance. |
| Articles of organization | $300 | Context only. Same $50-per-member formula, minimum $300. Names the first agent. |
| Foreign LLC certificate of authority | $300 | Context only. Same formula and minimum. Cancelling it later is $20 (§1007(a)(28)). |
| Service of process on the Secretary of State | $20 | §1007(b). What a plaintiff pays when there is no agent to serve. |
Doing it yourself vs paying an agent
A Tennessee resident can serve for $0. The trade is the one on our be your own agent and home address notes: your name and street address go on the public record (see is the agent address public?), and process servers come to that address. If you move out of state, you stop qualifying and need the change filing. Whoever the agent is, the $300 minimum annual report is owed on top, which puts three years of state upkeep at $900 for a small LLC before any vendor bill.
| Option | 3 years | Note |
|---|---|---|
| Yourself (Tennessee resident) | $0 | Your street address on the record; you receive service; you must stay a Tennessee resident. |
| Northwest | $375 | $125/year flat. Northwest says it files the change of agent for new clients and pays the state filing fee when appointed. In Tennessee that fee is $20. |
| Bizee standalone RA | $447 | $149/year. |
| ZenBusiness standalone RA | $497 | $99 year one, then $199/year. |
lib/prices (briefing retrieved 30 August 2026, see 3-year cost). Vendor prices do not change at the Tennessee line. Add $900 of annual reports over the same three years for a one- to six-member LLC, no matter who the agent is.Switching registered agents in Tennessee
- Pick a successor that fits §48-249-109: a Tennessee resident, or an entity formed or authorized in Tennessee, with an office at a Tennessee street address. No PO box.
- File the SS-4534 statement of change ($20) online, by mail, or in person. If your annual report window is open, you can make the change on the report instead for $20 extra.
- Check the principal executive office address while you are there. That is where a resigning agent mails its notice and where the Secretary of State can send your papers. Then cancel the old vendor. Vendor walk-throughs: leave LegalZoom · leave ZenBusiness · leave Bizee.
If you already lapsed, start with no registered agent? and the reinstatement line above.
What this page does not do
It does not cover Tennessee corporations, professional LLCs, franchise and excise tax returns, or county and city business tax, does not walk through the TNBear online filing screens, and does not pick an agent for you. Tennessee next to the other states we track: change of agent and annual report vs RA renewal. Nearby: Georgia, North Carolina, Virginia. All states: state notes.
Questions
Does a Tennessee LLC need a registered agent?
Yes. T.C.A. §48-249-109(a) says each domestic and foreign LLC shall continuously maintain in Tennessee a registered office and a registered agent who keeps an office at the same street address. If the agent resigns or can't do the job, §48-249-109(b) says the LLC must promptly designate another one. The articles of organization name the first agent, and every annual report repeats it.
Who can be a registered agent in Tennessee?
An individual who lives in Tennessee, or a domestic corporation, nonprofit, LLC, general partnership, limited partnership, or registered LLP, or a foreign version of any of those that is authorized to do business in Tennessee (§48-249-109(a)(2)). A member who lives in Tennessee can serve. Unlike some states on this desk, the list includes domestic LLCs, but we would not plan on an LLC serving as its own agent, since the agent is the one who receives papers for it.
Can a Tennessee registered agent use a PO box or virtual mailbox?
No PO box. The Secretary of State's business FAQ says the registered office must be a physical Tennessee address and cannot be a post office box, route number, or box number alone, and the articles form says a PO box is not acceptable for the agent address. The statute also requires the agent's business office and the registered office to share the same street address. A mailbox service at a street address is your agent only if it is actually named on file and fits the who-may-serve list.
How much does it cost to change a registered agent in Tennessee?
$20 on the Statement of Change of Registered Agent by Entity (form SS-4534), under §48-249-1007(a)(9). You can file it online, by mail, or in person; online card payments add a convenience fee, and print-and-mail avoids it. The other route is the annual report: §48-249-1017(b) treats an annual report that changes the agent as the statement of change, and §48-249-1007(d) adds $20 to the report fee. Either way the state charge is $20. Northwest says it files the change for new clients and pays the state filing fee when it is appointed.
When is the Tennessee LLC annual report due, and what does it cost?
On or before the first day of the fourth month after the LLC's fiscal year ends (§48-249-1017(c)). For a calendar-year LLC that is April 1. The fee is $50 per member with a $300 minimum and a $3,000 maximum (§48-249-1007(d)), so any LLC with one to six members pays $300. The online filing window opens on the first day of the fiscal-year-end month, and the state's instructions say delinquent reports can be filed within four months after the due date. Tennessee franchise and excise taxes are a separate Department of Revenue bill and are not on this page.
What happens if my Tennessee registered agent resigns?
The agent files a statement of resignation ($20) and certifies that it mailed notice to your principal executive office by certified mail (§48-249-111(a)). Since a 2025 amendment, the appointment ends on the date the statement is filed (§48-249-111(b)). There is no grace period on the agent side. Your clock is in §48-249-604: two months without an agent, or two months without telling the Secretary of State about the change, is a ground for administrative dissolution. In the meantime §48-249-112(b) makes the Secretary of State your agent, and it forwards papers to the registered or principal office on file.
What happens if a Tennessee LLC misses its annual report?
If the report is more than two months late, §48-249-604(1) lets the Secretary of State start an administrative dissolution. After it sends notice, the LLC has two months to fix the problem (§48-249-605(b)). After that it is dissolved and can only wind up. Reinstatement costs $70 on form SS-9410, the ground has to be eliminated (for a missed report, that means filing it at $300 or more), and the state requires a Department of Revenue tax clearance. Reinstatement relates back to the dissolution date (§48-249-606(c)).
Related: agent in every state? (foreign LLC fees) · Massachusetts ($500 report) · compare vendors.
Sources
Official vendor, secretary of state, or statute pages. Third-party “best of” lists were not used. Retrieval dates are on each row.
- Tenn. Code Ann. §48-249-109 (each domestic and foreign LLC continuously maintains a Tennessee registered office and a registered agent at the same street address; agent may be a Tennessee resident individual or a listed domestic or authorized foreign entity; replace a resigning agent promptly) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-110 (statement of change of registered office or agent; agent may change its own street address for every LLC it serves after notifying them in writing) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-111 (registered agent resigns by filing a statement certifying certified-mail notice to the LLC's principal executive office; the appointment ends on the date the statement is filed; 2025 ch. 97) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-112 and §48-249-113 (registered agent is the agent for service; the Secretary of State becomes agent when there is no agent or it cannot be found with reasonable diligence, and mails the papers to the registered or principal office on file) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-604 and §48-249-605 (administrative dissolution grounds include an annual report more than two months late, no registered agent or office for two months, or not reporting an agent change or resignation within two months; two months to cure after notice; agent designation survives dissolution) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-606 (reinstatement after administrative dissolution: grounds eliminated, confirmation of good standing; relates back to the dissolution date) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-1007 (LLC fees: statement of change of agent/office $20; agent resignation $20; reinstatement $70; service on the Secretary of State $20; articles, certificate of authority, and annual report $50 per member, minimum $300, maximum $3,000; extra $20 when the annual report changes the agent or office) Retrieved 2026-10-20.
- Tenn. Code Ann. §48-249-1017 (annual report lists the registered office and agent; an annual report that changes them counts as the statement of change; due on or before the first day of the fourth month after the fiscal year ends) Retrieved 2026-10-20.
- Tennessee Secretary of State, Statement of Change of Registered Agent by Entity (SS-4534) instructions (filing fee $20; e-file, mail, or walk-in; online card payments carry a convenience fee) Retrieved 2026-10-20.
- Tennessee Secretary of State, Application for Reinstatement Following Administrative Dissolution/Revocation (SS-9410) instructions (filing fee $70; requires a Department of Revenue tax clearance for reinstatement) Retrieved 2026-10-20.
- Tennessee Business Services Online, Annual Report Instructions (extra $20 for agent/office changes; due on or before the first day of the fourth month after fiscal year close; delinquent reports accepted within four months of the due date; filing window opens the first day of the fiscal-year-end month) Retrieved 2026-10-20.
- Tennessee Secretary of State, Frequently Asked Questions for Businesses (registered office must be a physical Tennessee address, not a post office box, route number, or box number alone) Retrieved 2026-10-20.
- Northwest Registered Agent — registered agent ($125/year; $100/year per state at 5+) Retrieved 2026-10-12.
- Northwest — change of agent (files change paperwork and pays required state filing fee when appointed; $125/year) Retrieved 2026-10-07.