An LLC must file an annual return with the Tennessee secretary of state’s office every January. This form allows you to provide information about your organization’s finances, such as how much money it makes, what expenses it has incurred, and whether it has paid any taxes.
The filing requirements for a limited liability company (LLC) vary depending on the number of members. For example, there is no requirement to file an annual report for a single-member LLC. In addition, the filing requirements depend on the amount of capital contributed by each member.
A limited liability company must file an annual report if it had total assets exceeding $100,000 during the preceding calendar year. If it does not exceed this threshold, the LLC does not have to file an annual report.
Suppose a limited liability company has less than one hundred thousand dollars ($100,000) in total assets. In that case, it must file an annual report within thirty days following the end of the fiscal year.
In addition, a limited liability company must file a statement of financial position with the secretary of state’s office within 30 days following the close of its fiscal year.
See the Tennessee Secretary of State’s Office website for more information about filing requirements.
Table of Contents
Annual Report
Most states require businesses to file a report detailing financial activity during the previous calendar year with the Secretary of State. These reports are known as “Annual Reports.” Each state requires different types of information to be included in the report. Some states do not charge filing fees; others charge a fee based on the number of employees or revenues reported.
Tennessee requires annual reports to include the following:
• A list of officers and directors
• Copies of articles of incorporation, charters, amendments, and resolutions
• A description of each type of corporation
• A statement of total assets and liabilities
• An accounting of receipts and disbursements
State Business Tax
Most LLCs are passthru entities. There is no federal income tax liability for most LLCs. However, some states impose franchise and excise taxes on LLCs. These taxes include sales, use, and property taxes. Some states impose state income tax on LLCs. This includes California, Florida, Illinois, New York, Texas, Virginia, Washington, Wisconsin, and Wyoming.
The state employer tax is a payroll tax paid by employers to fund programs like unemployment insurance, worker compensation, public schools, and Medicaid.
Employers are required to withhold this tax from each paycheck. You do not pay any state employer tax if you have fewer than five full-time workers. However, if you have six or more full-time workers, the amount withheld from your paychecks equals 7% of your annual wages. This is called the “employee’s share.”
You pay no state employer tax if you have fewer than 10 part-time workers. But if you have 11 or more part-time workers, the employee’s share is calculated based on the number of hours worked per week multiplied by $7.50.
In addition to paying the employee’s share, employers must remit the total amount withheld to the Department of Revenue within 15 days of receiving payment from the federal government. Failure to do so could lead to fines of up to $500 daily.
Registration in the Other States
Registering an LLC in another state doesn’t necessarily mean that you must register everywhere. If you’re planning to do business in multiple states, you’ll have to comply with each state’s filing requirements. But there are exceptions. Here’s what you need to know about registering in other states.
When forming an organization, further filings are needed.
The following documents must be filed with the Secretary of State within 15 days of the date of organization: Articles of Organization, Bylaws; Certificate of Incorporation; and Notice of Filing. The articles of organization are filed with the Secretary of state and contain basic information about the corporation, including name, address, and purpose. The certificate of incorporation contains additional information such as authorized shares, number of directors, and officers. The notice of filing provides the public with information regarding the filing of the articles and certificates.
Professional services businesses
The Tennessee Secretary of State’s Office provides information about forming an LLC. This includes what it takes to form an LLC, how much it costs, and what types of entities are eligible to form one.
An LLC should be registered in every state where you do business. If you plan to operate out of multiple states, you must file separate registrations in each state. There are different ways to register a professional services entity. Some people use online applications, while others prefer to fill out a paper application. For example, some states require a physical presence within their borders, such as a mailing address or office space. Other states allow companies to apply online.
If you are considering starting an LLC, here are some things you might want to know. First, it is important to understand how the LLC works. You cannot file taxes as an individual owner of the LLC; rather, you file taxes as the entity itself. This means that you pay taxes based on the profits generated by the LLC, and any losses sustained by the LLC are passed along to you personally. In addition, you are responsible for paying self-employment tax on your earnings.
The IRS requires the annual filing of an informational return called Form 1065. This form includes gross receipts, total expenses, net income, etc. A separate Form 5300 must be filed for each member of the LLC. Each member must report his/her share of the LLC’s net income, gains, losses, deductions, and credits on Schedule K-1. If you are a sole proprietor, you do not need to file a separate Form 5300.
In addition to the annual reporting requirements, there are several other essential items to consider. For example, banks generally require an Employer Identification Number (EIN). Banks use the EIN to identify the owner of the business account. As mentioned above, the IRS requires an EIN if you wish to employ anyone. Also, banks typically require an EIN if you open a business checking account. Finally, if you plan to open a business credit card, you may need one too.
An EIN is required for most federal agencies, including the Internal Revenue Service, Social Security Administration, Small Business Administration, Veterans Affairs, and many others. However, you don’t necessarily need an EIN to start a business. Instead, you can simply register your business name with the state and local government. Many states offer free online registration services.
Finally, remember that the rules governing LLC taxation and filing differ depending upon whether you are an active participant in the LLC or not. Active participants include managers, members, officers, shareholders, partners, trustees, directors, etc. Passive participants include beneficiaries, creditors, guarantors, etc.
The purpose of this document is to provide basic information about business tax. Businesses must pay taxes based on where they conduct business, and there are many different types of businesses, each requiring its own kind of license. For example, you might sell products online or run a restaurant. You might want to know what license you need to operate your business.
Frequently Asked Questions
How to Obtain a Certificate of Good Standing in Tennessee
A Certificate of Good Standing, or CGS, is required in Tennessee to prove that your limited liability company was officially formed and that it continues to exist. This document is important because it helps protect your personal assets and ensures that creditors cannot come after your business. For example, if you are seeking financing, a lender needs proof that your company exists and has been operating since its inception. If you want to form your business in another state, you must obtain a certificate of good standing from the state where you plan to operate. Finally, there are many times when you will need to renew your Tennessee Limited Liability Company (LLC). In some cases, such as when you apply for a permit or license, you will need to provide a copy of your CGS.
How to Dissolve an LLC in Tennessee
If you want to formally dissolve your limited liability company (LLC), it’s important to know how to do so. In some states, dissolving an LLC is relatively easy, while others require certain procedures to be followed. For example, in Tennessee, you must file articles of dissolution within 90 days of closing your business tax account. You cannot close your business tax account without filing the articles of dissolution. However, once filed, you can choose whether to pay up front or wait until later. Some states allow you to send out notices to members simply; however, Tennessee requires you to publish notices in a local newspaper. Once published, anyone who wants to object to the dissolution must file a written objection within 30 days. After the deadline expires, the court will approve and issue a certificate of dissolution.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.
