Tennessee Certificate of Authority / Agents for service
Choosing your Tennessee agent for service
An authorized foreign entity keeps an agent for service at an actual Tennessee street address, and swapping that agent costs $20. The role can be ours or someone of your own choosing.
What the state requires
The state's rule: every entity except a general partnership keeps a registered agent and office in Tennessee at all times.
The address
The office address must be a physical Tennessee street address; a post office box, route number or box number alone is rejected.
What each agent event costs
| What happens | Paper filed | Price |
|---|---|---|
| The entity swaps agents | Paper: Form SS-4534 | Costs $20 |
| The agent steps down | Paper: Form SS-4420 | Costs $20 |
| A report that also swaps the agent | Annual report | $20 extra |
The entity or the agent can file the change.
The two-month rule
Revocation may begin when a company has gone two months lacking an agent or office, or has left a change in either unreported for that long. Beforehand it serves a written determination and gives a further two months.
When the agent resigns
An agent who resigns files Form SS-4420 at $20, after which the entity needs a replacement soon.
The agent at withdrawal
A company that withdraws chooses between keeping its agent and revoking the agent so the Secretary of State accepts process for claims from its authorized period.
Dissolution
Having no agent is among the reasons the state lists for administrative dissolution.
Individual or provider
Either an individual or a business can serve if it consents and uses a Tennessee street address. A provider fits a company with nobody in the state.
What an agent does
Legal papers for the company arrive at the agent, who forwards them. A mailbox cannot be served, so the state demands a physical street address.
How a change interacts with the yearly filing
The yearly filing names the agent, so a mid-year change shows up there. Reporting it on its own form first keeps the company inside the two-month rule.
An example
A Kentucky LLC names a Nashville resident as its agent. Eighteen months later the resident moves. The LLC files Form SS-4534 for $20 within two months, and its next report shows the new agent.
Changing the agent through the yearly filing
A change of agent can go in the yearly filing, adding $20 for an LLC or $20 for a corporation. Filed alone, the statement costs $20.
The agent and the exit
A withdrawing company says whether it keeps its agent or revokes the agent and names the Secretary of State for claims from its authorized period, with a mailing address for process.
Documents we need from you
The agent's full name or business name, the Tennessee street address and a contact who can confirm consent. We then enter these exactly as given.
Why two months matters
Two months without an agent, or with a change left unreported, gives the state grounds to begin revocation. Even then, the Secretary of State serves a written determination (first class mail is enough), gives two months to correct each ground or show it does not exist, and only then signs a certificate of revocation whose effective date ends the authority.
Resignation in practice
An agent that wants out files Form SS-4420 at $20. The entity is left needing a new agent, and the two-month clock is what makes the replacement urgent.
Who can file the change
Either the entity or the agent can file Form SS-4534, and the charge is $20 whichever of them signs it.
How we handle it
If you pick us, our Tennessee address goes on the application and we prepare any changes. If you pick another agent, we enter that agent exactly.
Agent questions
Will a P.O. box do?
No. The state accepts nothing but a street address in Tennessee.
What if the agent resigns?
Name a replacement within two months to avoid giving the state a ground to revoke.
May a company act as agent?
Yes. A person or a business can serve.
What does a change of agent cost?
$20.
Does the agent equal a business address?
No. The agent also takes in legal mail.
Does swapping agents hurt the certificate?
Not when it is reported within two months.
Pricing
Get your Tennessee certificate
$199
+ from $300 state filing fee
$300 is the LLC floor on a $50-a-member scale; other entity types pay their own state fee, shown on the fees page. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
- An application written for your entity type from your replies
- The home certificate, requested to land inside the window
- A Tennessee agent for service from us, or one you choose
- The endorsed application returned to you as your certificate
- Renewal: after the first year, the agent service renews at $149 a year
Sources
- Tennessee Secretary of State, business forms and fees
- Tennessee Code Annotated 48-249-1007, LLC filing fees (General Assembly bill text restating the section)
- Tennessee Secretary of State, business FAQs
- Form SS-4431, application for certificate of authority, foreign for-profit corporation
- Tennessee Revised Limited Liability Company Act, foreign LLC provisions (Public Chapter 286)
Ready for your Tennessee certificate?
Name the entity type and headcount; we write the matching application.