Information on the 50 States and the District of columbia

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Incorporating in Tennessee

Corporate Name Endings

* The name must include “corporation,” incorporated,” “company,” or abbreviation of similar meaning, including words or abbreviations in foreign language. The name must be distinguishable upon secretary of state’s records from corporate name or assumed name of domestic or qualified foreign corporation or name reserved or registered under Tennessee law; or the name of a not for profit corporation, limited partnership, or limited liability company.

Articles of Incorporation Requirements

Director Information

  • Minimum Number – One or more.
  • Residence Requirements. – No provision.
  • Age Requirements – None.
  • Directors are not required to be listed in the articles of incorporation.

Officer Information

  • The officers are not required to be listed in the articles of incorporation.

Stock Information

  • No extra filing fees based on number of share or amount of par value.

Yearly Requirements

Annual Statements

  • Every domestic corporation and every foreign corporation authorized to transact business in Tennessee (except state and national banks) must file an annual report with the Secretary of State by the 1st day of the 4th month following the close of the corporation’s fiscal year. Filing fee is $20.

Income Tax Rate

    • 6% of net earnings.
    • Also must pay an excise tax based on stock amount. The tax rate is 25-c- per $100, or major fraction thereof, of issued and outstanding capital stock, surplus, and undivided profits as shown on the corporation’s books and records at the close of its last fiscal year preceding the making of the required report. Minimum tax is $10.

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  • Shareholders have limited liability protection
  • May be listed and traded as a publiccorporation on the stock market or “over the counter”
  • Has a separate and independent tax status from its owners

S Corporation

  • Profits are not subject to “double taxation”
  • Corporate losses may be “passed through” to share holders
  • Shareholders are afforded the same protection as C Corp.

LLC formation

  • Contains characteristics of both corporation and partnership
  • Shareholders may take advantage of “Pass-Through” taxation
  • Limited liability for share holders

Not for profit corp

  • Eligible for tax-exempt status
  • Limited Liability protection
  • Qualify for public and private gains
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