Tennessee Foreign Registration › Wyoming LLCs

Wyoming LLC registration in Tennessee

A Wyoming LLC with no more than 6 members owes Tennessee $300 when it files, and Wyoming issues its certificate for $0. Adding Tennessee's $300 report and Wyoming's $60 minimum brings the first year to $660.

Wyoming and Tennessee compared

Item	Wyoming	Tennessee
Yearly charge	$60 minimum	$300 to $3,000 report
Home paper	$0 certificate	Dated within 2 months
Original filing	Already formed	$50 a member, from $300
Agent	Wyoming registered agent	Tennessee registered agent, physical address

Tennessee's fee grows with the member count, while Wyoming's $60 does not.

Filling in SS-4233 for a Wyoming LLC

Wyoming goes in as the home jurisdiction, the principal office is whichever address the business is managed from, and the registered agent is in Tennessee. The Wyoming operating agreement shows who the members are and how the company is managed.

Wyoming's certificate carries no charge

Wyoming prices its certificate at $0, so reordering costs nothing if the first one goes past 2 months before the Tennessee filing.

Wyoming upkeep

Wyoming's annual minimum is $60.

Tennessee upkeep

Tennessee wants a yearly report from $300 by member count, due the first day of the fourth month after fiscal year end (April 1 for a calendar year), with an extra $20 if it changes the agent or office. Its amount follows the member count again.

The member count

An LLC with up to 6 members pays the $300 minimum. The fee changes only when the count passes that number.

Registering late

A Wyoming LLC that already did business here owes the fine of 3 times the filing fee for each year or part of a year, and the state files the application only after it is paid. The late fine page has the numbers.

Changing the filing later

An amended certificate is $20 and a new registered agent is $20. Neither affects Wyoming's minimum.

Sequence for a Wyoming LLC

Count the members, clear the Tennessee name, line up the Tennessee agent, order the Wyoming certificate last and file. The window runs from the certificate's date, so it is the final piece.

Two agents, two filings

A Wyoming registered agent serves Wyoming. Tennessee needs its own agent at a physical Tennessee street address; a post office box, route number or box number alone is rejected, entered on the Tennessee application.

A name clash between the states

If the Wyoming name collides with one on file in Tennessee, the company obtains written consent (Form SS-9411) or registers an assumed name (Form SS-4402); Tennessee has no DBAs.

Wyoming law still governs

Wyoming law still decides the company's formation, its governance and the liability of its members, and a difference from Tennessee law is no ground to refuse the certificate.

The exit and the tax clearance

Leaving Tennessee needs a tax clearance from the Department of Revenue, and then Form SS-4241 for $20.

If the LLC grows

Adding members past 6 raises Tennessee's fee and its yearly report fee by $50 for each addition, up to $3,000.

Tennessee costs for a Wyoming LLC, summed up

A Wyoming LLC at the minimum fee pays $300 to file and $300 a year for the report, and Wyoming's own bill is $60. In the first year that is $660. A Wyoming certificate priced at $0 adds nothing.

What the Tennessee application asks of a Wyoming LLC

It asks for the company name, any assumed name, the formation date and place, the fiscal year month, the nature of the business, how it is managed, its principal office and its Tennessee agent.

Leaving

Withdraw from Tennessee on Form SS-4241 ($20) once you hold a tax clearance, and do it before dissolving in Wyoming. The withdrawal page covers it.

A worked example

Take a one-member Wyoming LLC with a Memphis warehouse. The application gives Wyoming as home, lists the operating address, names a Memphis agent with a street address and attaches a Wyoming certificate dated within two months. The state fee is the $300 minimum, and a year later the report costs $300.

Registering a Wyoming LLC in Tennessee

Count the members
Six or fewer pays the minimum.
Check the Tennessee name
Use consent or an assumed name if needed.
Name the Tennessee agent
At a physical Tennessee address.
Order the Wyoming certificate
At $0.
File SS-4233
With $300 or more.

Wyoming LLC questions

Does Tennessee accept a Wyoming certificate?

Yes, dated within 2 months of the filing.

Does Tennessee charge my Wyoming LLC each year?

Yes, from $300.

Do I need a Tennessee agent?

Yes, with a physical Tennessee address.

What does Wyoming charge for the certificate?

Wyoming lists it at $0.

Does Tennessee ask for the number of members?

Yes when there are more than 6.

Can the Wyoming LLC use its Wyoming name?

If it is distinguishable on Tennessee records. Otherwise it needs consent or an assumed name.

What you pay

Register in Tennessee

SS-4233, completed from your answers
A home certificate requested to fit the two-month window
A Tennessee registered agent, either from us or of your choosing
The filed application, returned to you as your certificate
Renewal: after the first year, the agent service renews at $149 a year

Tennessee

$199

+ from $300 Tennessee fee

The Tennessee fee for an LLC starts at $300 and rises with the member count; checkout prices your count on its own line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Sources

Doing business in Tennessee?

Order now and we prepare and file before another year of fine builds up.