(a)Filing fees. When the documents described in this chapter are filed with the secretary of state, the secretary of state shall collect the respective fees for such documents, as are specified in this subsection (a). For purposes of this chapter, no document is considered to be filed with the secretary of state unless such document is accompanied by the following fee:

Document Fee

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Terms Used In Tennessee Code 48-249-1007

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Annual report: means the form required by §. See Tennessee Code 48-249-102
  • articles of organization: means , in the case of an LLC, articles of organization or, to the extent applicable with respect to an LLC initially formed under and governed by the Tennessee Limited Liability Company Act, compiled in chapters 201-248 of this title, articles of conversion, taken together with all of the following, to the extent they modify, correct, restate or otherwise affect the articles of organization or articles of conversion: articles of amendment, articles of correction, certificates of merger and all documents required to be filed with any of the articles of amendment, articles of correction and certificates of merger, as part of the formation and continuation of an LLC. See Tennessee Code 48-249-102
  • Business: means every trade, occupation, profession, investment activity, and other lawful purpose for gain or the preservation of assets, whether or not carried on for profit. See Tennessee Code 48-249-102
  • Dissolution: means that the LLC has incurred an event under §. See Tennessee Code 48-202-101
  • Document: means :
    (A) Any tangible medium on which information is inscribed, and includes any writing or written instrument. See Tennessee Code 48-11-201
  • domestic: means a limited liability company formed under this chapter, or a limited liability company formed under the Tennessee Limited Liability Company Act, compiled in chapters 201-248 of this title, that has elected to be governed by this chapter, or, where expressly indicated, a limited liability company formed under and governed by the Tennessee Limited Liability Company Act. See Tennessee Code 48-249-102
  • Entity: means , whether foreign or domestic and whether for profit or not-for-profit, limited liability companies, corporations, unincorporated associations, real estate investment trusts, statutory or business trusts or associations, estates, general partnerships, limited partnerships, registered or unregistered limited liability partnerships, limited liability limited partnerships or similar organizations, trusts, joint ventures, two (2) or more persons having a joint or common economic interest, and local, municipal, state, United States and foreign governments. See Tennessee Code 48-249-102
  • foreign: means a limited liability company that is formed under the laws of a jurisdiction other than this state. See Tennessee Code 48-249-102
  • LLC: means a limited liability company, organized under chapters 201-248 of this title. See Tennessee Code 48-202-101
  • Principal executive office: means the office, in or out of this state, that is designated as the principal executive office of a domestic or foreign LLC in its articles or in an application for a certificate of authority, as applicable, as thereafter changed from time to time in accordance with this chapter. See Tennessee Code 48-249-102
  • Proceeding: means any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, and whether formal or informal. See Tennessee Code 48-249-102
  • Registered agent: means the person designated as the registered agent of a domestic or foreign LLC in its articles or in an application for a certificate of authority, as applicable, as thereafter changed from time to time in accordance with this chapter. See Tennessee Code 48-249-102
  • Registered office: means the office in this state that is designated as the registered office of a domestic or foreign LLC in its articles or in an application for a certificate of authority, as applicable, as thereafter changed from time to time in accordance with this chapter. See Tennessee Code 48-249-102
  • Secretary: means the corporate officer to whom the bylaws or the board of directors has delegated responsibility under §. See Tennessee Code 48-11-201
  • Secretary of state: means the individual who holds the office of secretary of state of this state. See Tennessee Code 48-249-102
  • Service of process: The service of writs or summonses to the appropriate party.
  • State: when applied to the different parts of the United States, includes the District of Columbia and the several territories of the United States. See Tennessee Code 1-3-105
  • Termination: means the end of an LLC's existence as a legal entity and occurs when the articles of termination are filed with the secretary of state under §. See Tennessee Code 48-202-101
  • Transfer: means an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift and transfer by operation of law. See Tennessee Code 48-249-102
  • Year: means a calendar year, unless otherwise expressed. See Tennessee Code 1-3-105
(1) Articles organization As provided in subsection (d)
(2) Certificate of formation $20.00
(3) Certificate of conversion $20.00
(4) Application for reserved name $20.00
(5) Application for use of indistinguishable name $20.00
(6) Notice of transfer or cancellation of reserved name $20.00
(7) Application for or renewal of registered name $20.00
(8) Application for or change, cancellation, or renewal of assumed name $20.00
(9) Statement of change of registered agent, registered office, or both by domestic or foreign LLC $20.00
(10) Statement of change of registered office by registered agent $5.00 per domestic or foreign LLC, but not less than $20.00
(11) Registered agent‘s statement of resignation $20.00
(12) Articles of amendment $20.00
(13) Restated or amended and restated articles of organization $20.00
(14) Articles of correction $20.00
(15) Certificate of merger $100.00
(16) Statement of abandonment of merger $20.00
(17) Articles of termination by organizers $20.00
(18) Notice of dissolution $20.00
(19) Articles of revocation of dissolution $20.00
(20) Articles of termination $20.00
(21) Certificate of administrative dissolution No fee
(22) Application for reinstatement following administrative dissolution $70.00
(23) Articles of termination following administrative dissolution $100
(24) Certificate of reinstatement No fee
(25) Decree of judicial dissolution No fee
(26) Application for certificate of authority As provided in subsection (d)
(27) Application for amendment to certificate of authority $20.00
(28) Certificate of cancellation of certificate of authority $20.00
(29) Certificate of administrative revocation of certificate of authority No fee
(30) Certificate of cancellation of certificate of authority following administrative revocation $100.00
(31) Application for reinstatement following administrative revocation $70.00
(32) Application for certificate of existence or authorization $20.00
(33) Annual report As provided in subsection (d)
(34) Any other document required or permitted by this chapter to be filed with the secretary of state $20.00
(b)Fee for Service of Process. The secretary of state shall collect a fee of twenty dollars ($20.00) each time process is served on the secretary of state under this chapter. The party to a proceeding causing service of process is entitled to recover this fee as costs if it prevails in the proceeding.
(c)Fee for copying. The secretary of state shall collect a fee of twenty dollars ($20.00) for copying all filed documents relating to a domestic or foreign LLC. All such copies shall be certified or validated by the secretary of state.
(d)Initial and annual fee. The secretary of state shall collect from each domestic LLC and each foreign LLC that is applying for a certificate of authority or is authorized to transact business in this state, as applicable, an initial filing fee in an amount equal to fifty dollars ($50.00) multiplied by the number of members of the domestic or foreign LLC, as specified in the articles of organization or application for certificate of authority, as applicable, and each year thereafter an annual filing fee in an amount equal to fifty dollars ($50.00) multiplied by the number of members of the domestic or foreign LLC, as specified in the annual report; provided, however, that the amount of each initial filing fee and annual filing fee required under this subsection (d) shall be no less than three hundred dollars ($300), and no more than three thousand dollars ($3,000). Notwithstanding this subsection (d), if the LLC is prohibited by its articles from transacting business in this state, the amount of the initial filing fee or the annual filing fee, as applicable, required under this subsection (d) shall be three hundred dollars ($300) regardless of the number of members of the LLC, as specified in the articles of organization or the annual report; provided, further, that the secretary of state shall collect from each domestic and foreign LLC an additional filing fee of twenty dollars ($20.00), for any annual report that sets forth any change of the registered office or registered agent of the domestic or foreign LLC.
(e)Filing with register of deeds. In addition to the other filing requirements of this chapter, a copy of all documents specified in subdivisions (a)(1) and (12)-(19) shall also be filed in the office of the register of deeds in the county in which an LLC has its principal executive office, if such principal executive office is in this state, and in the case of a merger, in the county in which the surviving LLC or other entity shall have its principal executive office, if such principal executive office is in this state. The register of deeds may charge five dollars ($5.00), plus fifty cents (50¢) per page for each page in excess of five (5) pages, for such filing. Notwithstanding this subsection (e), the failure to file a copy of a document in the office of the register of deeds under this subsection (e) shall not affect the validity or effectiveness of the document.
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