Tennessee Articles of Incorporation

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What Are Tennessee Articles of Incorporation?

Preparing and filing your articles of incorporation is the first step in starting your business corporation. Approval of this document secures your corporate name and creates the legal entity of the corporation. Only after this approval can the corporation apply for tax IDs, obtain business licenses, sign contracts, and otherwise conduct business.

Incorporating provides many important benefits:

  • Limits the liability of directors, officers, and shareholders
  • Fulfills statutory requirements to register your business name
  • Provides governance and adds credibility

Fast Facts

For Domestic Corporations:

Agency:Tennessee Secretary of State - Division of Business Services
Form:

Charter (ss-4417)

Instructions:

Tennessee Smart Start Guide

Filing Method:

Mail, in-person, or online

Agency Fee:

$100

Turnaround:

~4 business days by mail. ~2 days online. Immediately in-person.

Law:

Tenn. Code Ann. §48

Notes:
  • Professional corporations (those offering the services of licensed professionals) have special formation requirements.

Other Helpful Tennessee Facts

As you are preparing to incorporate, keep in mind the following requirements specific to Tennessee.


Tennessee Directors

  • Number: One or more required.
  • Qualifications: None.
  • Quorum: Majority of directors, unless bylaws or charter fixes a different number. No less than one third.

Tennessee Officers

  • As stated in the bylaws, but a minimum of one. One person may hold multiple offices. One officer is required to be responsible for maintaining corporate records.

Tennessee Bylaws

  • Required: Yes.

Tennessee Annual Shareholder Meeting

  • Required: Yes, unless directors are elected by written consent.
  • Action by written consent: Allowed if by all shareholders entitled to vote on the action. charter may provide that less than all shareholders consent.

Tennessee Shareholders

  • Qualifications: N/A
  • Stock Certificate: Not Required.
  • Voting Trusts Allowed: Yes.

Helpful Tools

We use Harbor Compliance fairly regularly for new business formation and as registered agents. They have consistently provided great service very quickly. They have also been extremely responsive to both emails and phone calls.
TimRoute Consultant, Inc.
Harbor Compliance provided excellent customer support and handle everything in establishing my corporation in Texas. They set up my new corporation, obtained a Federal EIN# and provided By-Laws for my corporation quickly and efficiently. John and Cliff both were responsive and provided answers right away to my questions. I am very happy to have relied on Harbor Compliance and will use them again for any future needs.
HarrySidere Technology, Inc.
Thank you Harbor Compliance. We are a small contractor business out here in NYC. We came across Harbor Compliance searching online, gave them a call on Tuesday noon, told them our situation, what we needed over the phone, all papers filed and sent back to me Friday morning. Thank you so much for your prompt service Harbor Compliance!
MichaelMHLin and Partners Inc.
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