Each year, every company in Tennessee must file an annual report. For most companies, these reports are due by April 1st. It is a great time of the year to review your business structure and documentation with a business attorney to make sure everything is in place. The Tennessee Secretary of State offers a quick way to file the annual report through their website: https://tnbear.tn.gov/Ecommerce/AnnualReportInstr.aspx
If you have any questions about your annual report, or would like to set up a free consultation regarding your Tennessee company, please contact me.
Luke D. Bottorff
Nashville Business Lawyer
615.829.8250 x3
T.C.A. § 48-26-203. Filing annual report with secretary of state.
(a) Each domestic corporation, and each foreign corporation authorized to transact business in this state, shall deliver to the secretary of state for filing an annual report that sets forth:
(1) The name of the corporation and the state or country under whose law it is incorporated;
(2) The street address, including the zip code, of its registered office (or a mailing address such as a post office box if the United States postal service does not deliver to the registered office), the county in which the office is located, and the name of its registered agent at that office in this state;
(3) The street address, including the zip code, of its principal office (or a mailing address such as a post office box if the United States postal service does not deliver to the principal office);
(4) The names and business addresses, including the zip code, of its directors and principal officers; and
(5) The federal employer identification number (FEIN) of the corporation, or its corporation control number as assigned by the secretary of state.
(b) Information in the annual report shall be current as of the date the annual report is executed on behalf of the corporation. An annual report of a domestic corporation that sets forth a change of the principal office of the domestic corporation shall be deemed to be an amendment to the charter of the domestic corporation, and the domestic corporation shall not be required to take any further action to amend the charter of the domestic corporation under chapter 20 of this title with respect to such amendment. An annual report of a foreign corporation that sets forth a change of the principal executive office of the foreign corporation shall be deemed to be an amendment to the certificate of authority of the foreign corporation, and the foreign corporation shall not be required to take any further action to amend the certificate of authority of the foreign corporation under § 48-25-104 with respect to such amendment. An annual report of a domestic or foreign corporation that sets forth a change of the registered office or registered agent of the domestic or foreign corporation shall be deemed to be a statement of change for purposes of §§ 48-15-102 and 48-25-108, respectively, and the domestic or foreign corporation shall not be required to take any further action under §§ 48-15-102 and 48-25-108, respectively, with respect to such change.
(c) Every corporation shall file the annual report with the secretary of state on or before the first day of the fourth month following the close of the corporation’s fiscal year, if a domestic corporation or a foreign corporation.
(d) State and national banks shall not be required to file annual reports pursuant to this section.
(e) The secretary of state shall make a report to the commissioner of revenue, by the fifteenth day of each month, of any and all new corporations that have been licensed or authorized to operate in the state during the preceding month, giving the name and address of each new corporation, foreign or domestic.
(f) The secretary of state shall furnish the commissioner of revenue, by the fifteenth day of each month, a list of all corporations that have surrendered their charters, have had their charters revoked, or have ceased to do business in the state during the preceding month.
