Tennessee Certificate of Authority / LLC filing

The Tennessee LLC certificate of authority, SS-4233

SS-4233 is the Application for Certificate of Authority, Foreign Limited Liability Company. It costs $50 per member from $300, numbers 18 items and goes in with a certificate of existence, or a document of similar import, authenticated by the Secretary of State or other official who keeps the LLC records where the company was formed, dated no more than two months before the filing. We prepare it for $199.

Order my certificate

SS-4233 in brief

Name of the filing: Application for Certificate of Authority, Foreign Limited Liability Company
Form: SS-4233
Fee: $50 per member, $300 to $3,000
With it: A certificate of existence, or a document of similar import, authenticated by the Secretary of State or other official who keeps the LLC records where the company was formed, dated no more than two months before the filing
Filed with: Tennessee Secretary of State, Division of Business and Charitable Organizations
How: Online, by mail or in person
Items: 18
Public: All of the information

What the statute demands

Under T.C.A. 48-249-904(a) the application gives the name of the foreign LLC; the jurisdiction under whose law it was formed and the date it was formed; the street address of its registered office in Tennessee and the name of its registered agent there; the street address of its principal executive office; the obligated-member information where that rule applies; and the number of members when there are more than six.

The name items

Enter the name as the home certificate shows it. If the company trades here under an assumed name, add it; when the name sits too near one on file, cite the other holder's written consent.

Designations and series

The form asks whether the company is a professional LLC or a litigation financier and whether it is a series LLC.

The fiscal year

The month the fiscal year ends fixes the yearly filing date, the first day of the fourth month after fiscal year end (April 1 for a calendar year).

Formation and the start date

The form records where and when the company was formed. If the company was already operating in Tennessee before it qualified, it then asks for the date that began. Whether and when business began is a question for a Tennessee business lawyer; the date you settle on is entered on the form.

Contact details and the business

A business email is requested, and all state reminders are sent there. Leaving it off is a listed rejection cause. Describe the business in a line or two.

Management and members

The form asks how the company will be managed and, where it applies, for an obligated member entity addendum. Give the headcount when it exceeds 6.

Office, provisions and agent

Next come the principal office, any further provisions and the agent for service, whose address must be a physical Tennessee street address; a post office box, route number or box number alone is rejected.

The signature

Whoever signs states the capacity in which they act; a form without it is rejected. The whole form becomes public record.

The paper from home

Deliver a certificate of existence, or a document of similar import, authenticated by the Secretary of State or other official who keeps the LLC records where the company was formed, dated no more than two months before the filing. Online filers upload it.

Fee and routes

Pay $50 for each member, from $300. The state accepts the filing online, by mail or in person.

What comes back

The endorsed application and the fee receipt return to you. The application is the certificate and takes effect on its filing date.

Why filings come back

The state's grounds for rejection: the filing fee was not enclosed; the document is unsigned, unclear, not dated or not enclosed; no email address was given; the name is not distinguishable from another entity on file; or tax clearance could not be obtained.

Checking the draft

Read each of the 18 items against your home records before signing. Compare the name, formation date and headcount with the certificate.

What we do with SS-4233

You give us the company details and the headcount; we write the 18 items, order the certificate, then file. The service costs $199, apart from the state fee.

Filing SS-4233 through us

Share the facts
Name, formation, management, members, email, agent.
Review the draft
Check each item against your records.
Sign and state your capacity
Write it out.
We request the certificate
Timed to the window.
We submit
The form and the fee for your headcount.

Registered agent: first year included, then $149 a year

$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

SS-4233 questions

What does SS-4233 cost?

$50 per member, from $300.

Is the headcount on the form?

Yes when it exceeds 6.

Does the form need a Tennessee office?

Only an agent for service at a physical Tennessee address.

Is the filing public?

Yes.

Prepare my LLC filing

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