A registered agent is the individual or business entity that receives legal documents from the state, and then forwards them to your business address. But why is this a requirement, and who should you designate as your registered agent in Tennessee?
In this guide, we will break down all the details you need to know about Tennessee registered agents.
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What is a Tennessee Registered Agent?
One of the most common questions we receive from entrepreneurs in Tennessee is why a registered agent is required to form an LLC or corporation. While it might seem like an unnecessary middle-man type of role, the registered agent fills a vital role.
The registered agent’s job is to provide a reliable way for the state to contact an official representative of your business at any time, which is especially important if your business is ever sued. If you didn’t have a registered agent, a lawsuit could progress through the courts without you even knowing about it, which is obviously far from ideal.While Tennessee does not provide a recommended list of registered agent services, we reviewed the top options and compiled a list of the best Tennessee registered agent services based on price and overall value.
Who Can Be a Tennessee Registered Agent?
In the state of Tennessee, registered agents may be either an individual resident or a business entity that has a physical street address within the state at which can be received in-person service of documents if necessary. Often, businesses will establish an individual (such as an employee or owner) to act as the entity’s registered agent. Alternatively, you may choose to hire a Tennessee registered agent service which will act as your company’s registered agent for an annual fee.
Aside from the legal requirements, an important aspect to discuss is who should be your registered agent. You have the right to declare yourself as your own registered agent, which has its pros and cons.
On the positive side, you can save some money by not paying anyone to serve as your agent, but you’ll also likely need to make your home address a matter of public record, which is not ideal. Additionally, you’ll need to be physically present at your business during all standard operating hours (9-5, M-F).
Some entrepreneurs like to have a friend or family member serve as their registered agent, but if that person doesn’t have experience in this position, they might not know what is expected of them. In addition, designating your lawyer or accountant as a registered agent can work, but these options are usually quite expensive.
Our preference is to hire a professional registered agent service, which provides a combination of convenience, affordability, and peace of mind that is unrivaled by any of these other options.
How Do Tennessee Residents Get Served?
The most important part of a registered agent’s role is being served a summons.
Before a summons can be processed, a plaintiff must open a lawsuit, most of which are filed in the General Session (otherwise called Small Claims Court). To begin, the plaintiff must request a Civil Warrant from the General Session Clerk’s office and complete it with the defendant’s name, address, phone number, and a description of the claim. Then, the plaintiff must submit the document to the Clerk for service, which will incur a fee of between $150 and $200 depending on the county in which you are filing.
If these steps are all taken correctly, the state of Tennessee will instruct a sheriff, sheriff’s deputy, or other authorized individual to serve a summons to the defendant’s registered agent.
How to Designate a Tennessee Registered Agent
The answer to this question depends on what type of business you’re starting, but with either a corporation or an LLC, you’ll need to designate your registered agent when you form your company.
When establishing a Tennessee corporation, you’ll be required to list the name and address of your initial registered agent in article 4 of the Charter For-Profit Corporations document (form ss-4417). If you’re forming an LLC, you must list your initial registered agent’s details in article 4 of the Articles of Organization (form ss-4270).
Alternatively, both documents may be completed and submitted online here using the Tennessee Secretary of State’s e-filing services for new businesses.
How Can I Change My Tennessee Registered Agent?
If you would like to change your registered agent for any reason, the process is pretty simple.
The simplest way to change your Tennessee registered agent is by completing the appropriate Change form. Depending on the type of your business entity, this is either the Change of Registered Agent/Office by a Limited Liability Company or the Change of Registered Agent/Office by a Corporation. Both documents have a filing fee of $20.00.
Alternatively, you may choose to change your company’s registered agent when filing your Annual Report. However, it should be noted that doing so incurs an additional processing fee of $20.00. The Annual Report and most other business filings can be submitted online here.
How Does a Tennessee Registered Agent Resign?
Sometimes, a registered agent may have to resign from their position.
Depending on the type of business entity for which the registered agent serves, those wishing to resign will need to complete either a Resignation of Registered Agent of a Limited Liability Company or a Resignation of Registered Agent of a Corporation. Both documents have a filing fee of $20.00 and may be submitted either by mail or online. As a part of the resignation process, the registered agent is also required to submit a copy of the Statement of Resignation to the company as written notice of the resignation.
Why Should You Hire a Professional Tennessee Registered Agent Service?
Hiring a professional registered agent is basically the best of both worlds between serving as your own agent, and designating a lawyer or accountant.
The biggest benefit in our opinion is the privacy protection this allows, as you will be able to keep your personal address private. There’s also a major advantage compared to having an attorney or accountant serve as your agent, namely the fact that registered agent services are almost always much cheaper.
Another reason we like this option is that these companies specialize in providing quality registered agent service. They know exactly what’s expected of them, and there are rarely any issues to speak of.
The other major benefit of hiring a registered agent service is that most of them operate in all 50 states, so that if you ever want to expand your business into another state, you won’t need to hire an additional registered agent. Your same registered agent will be able to provide the coverage you need in your new state, while still providing the same service in Tennessee. If you hired a lawyer or accountant, they would only be able to help you expand to a new state if they have another physical office in that state.
You Stay Compliant
Finally, most professional registered agents operating in Tennessee offer some sort of compliance calendar. With this service, your registered agent helps you keep track of due dates for ongoing LLC maintenance requirements like annual reports, which is a valuable bonus.
The top registered agent service providers include some other appealing attributes, including access to their extensive customer support networks. Some of them include a full year of registered agent service with any business formation package, which can be a real money-saver. Another welcome attribute is that some registered agent services provide volume discounts if you require service in multiple states, or if you prepay for multiple years.
What Is the Penalty for Not Designating a Registered Agent in Tennessee?
You need to have a registered agent to form your limited liability company or corporation in Tennessee in the first place, but if you let your registered agent service lapse, there could be some serious consequences.
Failure to maintain a registered agent could lead to your business losing its good standing with the state of Tennessee, and the state also has the right to officially dissolve your LLC if they choose to.
Another issue would be the difficulty of being served if your business is sued. If the state cannot get ahold of your registered agent, a court may decide to go ahead with the lawsuit without your knowledge, which could even lead to a judgment against you. This can happen not just if you fail to designate a registered agent, but also if your agent is not present during business hours to accept the document delivery.
As you can see, the task of designating a registered agent for your Tennessee business isn’t quite as easy as just writing down your own name.
There are significant downsides to just about every option in our opinion, but we recommend hiring a professional registered agent service because that option has the fewest disadvantages. They charge affordable rates, and you never have to worry about losing your good standing, having your LLC or corporation dissolved, or having a lawsuit proceed in your absence.
If you have any further questions, you can contact the Tennessee Secretary of State:
Tennessee Secretary of State
Business Filings and Information
312 Rosa L. Parks Avenue
6th Floor, Snodgrass Tower
Nashville, TN 37243-1102