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Tennessee · Dissolving an LLC

Dissolving an Tennessee LLC

Closing a Tennessee LLC properly means filing Notice of Dissolution followed by Articles of Termination of Existence and settling state taxes. Here's the process.

Last verified 2026-11-01 against official Tennessee sources

Short answer: File Notice of Dissolution followed by Articles of Termination of Existence with the Tennessee Secretary of State, Division of Business and Charitable Organizations for $40. Tax clearance from the Department of Revenue is required to reinstate, and implicitly clear all taxes to terminate.

We've pulled these figures from the Tennessee Secretary of State, Division of Business and Charitable Organizations's own pages. If something's changed since our last check, the state's portal wins, so it's worth a quick look before you pay.

How dissolution works in Tennessee

  1. Get member approval as your operating agreement requires.
  2. Settle debts, file final tax returns and close accounts. Tax clearance from the Department of Revenue is required to reinstate, and implicitly clear all taxes to terminate.
  3. File Notice of Dissolution followed by Articles of Termination of Existence with the Tennessee Secretary of State, Division of Business and Charitable Organizations and pay $40.
  4. Cancel your registered agent service and close your EIN account with the IRS.

How Tennessee compares

Tennessee's dissolution filing fee is $40. That's the 20th highest of 48 jurisdictions we track. The national median is $32.5, so Tennessee runs $7.5 above it.

Tennessee and nearby states, dissolution filing fee. See all 48 jurisdictions.
StateFeeNational rank (1 = highest)
Tennessee$4020 of 48
Arkansas$4519 of 48
Kentucky$4020 of 48
Mississippi$5014 of 48
North Carolina$3025 of 48
Alabama$1503 of 48

Tennessee fees that apply here

Source: Tennessee Secretary of State, Division of Business and Charitable Organizations, checked November 1, 2026.
FilingState feeNotes
Annual Report$300annual, First day of the fourth month following the close of the LLC's fiscal year (April 1 for calendar-year LLCs).
Notice of Dissolution followed by Articles of Termination of Existence$40

Dissolving an LLC: Tennessee questions

How do I dissolve an LLC in Tennessee?

File Notice of Dissolution followed by Articles of Termination of Existence with the Tennessee Secretary of State, Division of Business and Charitable Organizations ($40). Tax clearance from the Department of Revenue is required to reinstate, and implicitly clear all taxes to terminate.

Do I need tax clearance before dissolving in Tennessee?

Tax clearance from the Department of Revenue is required to reinstate, and implicitly clear all taxes to terminate.

What happens if I just stop filing reports instead of dissolving?

The state may administratively dissolve the LLC, but fees, penalties and tax obligations can keep piling up until then. Not specified

How much does it cost to dissolve a Tennessee LLC?

$40 in state fees, plus any final report or tax amounts owed.

Sources and verification

Last checked against official state sources on . States change fees with little notice, so confirm on the filing portal before you pay. How we verify.

Still being confirmed with the state: name reservation.duration, ra.self allowed, report.late penalty, foreign.fee.