Tennessee Business Name Registration
Tennessee business name registration is required for all companies that want to do business in Tennessee under an assumed or different name.3 min read
Tennessee business name registration is required of all companies, except for sole proprietorships and general partnerships, that want to do business in Tennessee under an assumed or different name.
Select a Business Structure
Before a name can be registered, a business structure or entity must be chosen. The structure of the business will determine how it's legally organized. The four business entities are:
- Sole proprietorship: The least expensive entity to create, a sole proprietorship is when an individual starts a business for themselves. The biggest disadvantage is unlimited liability, which means the entrepreneur is personally liable for the debts and actions of the business. If the company is sued, the owner can potentially lose their personal assets. The owner may also pay more in taxes than any other entity due to self-employment taxes.
- General partnership: Two or more people conduct business together in a general partnership. It also has unlimited liability, which means in the event of a lawsuit, the partners' personal assets may be in jeopardy. Like sole proprietorships, general partnerships are subject to self-employment tax because profits and losses pass through to the partners' personal taxes.
- Corporation: Legally separate from individuals, a corporation's biggest advantage is that it is an independent business entity, so the owners' assets are shielded from potential lawsuits related to the corporation. The downside is that corporations are more complicated and more expensive to form than both sole proprietorships and general partnerships. Owners' incomes will be in the form of salaries or dividends, so there is no self-employment tax.
- Limited liability company (LLC): LLCs offer a corporation liability protection and is similar to a sole proprietorship in regards to ease of operation. They also provide the most flexibility with taxes.
Keep in mind that even though Tennessee doesn't have a standard business license for companies to file, many businesses may require permits from agencies or special licensing before they can open. Most Tennessee business need an annual license issued through the county clerk. If the business is located within city limits, it may even need a license with the municipal clerk.
Rules for Choosing a Name
After the entity is chosen, the business's name must be registered. If you are conducting business under your first and last name as a sole proprietorship or a general partnership, you will not need to file. The secretary of state requires that a general partnership operating under a different name files a Statement of Partnership Authority listing the chosen partnership name.
If the business is operating under another name or DBA (doing business as), an assumed name registration may be needed. The register of deeds office in the county the business operates in will make the determination. If an assumed name filing is necessary, the Application for Registration of Assumed Name must be filed with the secretary of state.
Some rules for naming your business include:
- Distinguishable: The name cannot be in use by any other businesses, and it must be distinct. Check to see if your desired business name is available by using the U.S. Patent Office's TESS System. A physical form is required by some counties, so check with the county clerk or secretary of state's office.
- No implications: The name cannot imply that the business is affiliated with the government or a charity unless a written certification of affiliation is provided.
- Special permission for financial terms: Tennessee requires that words such as mortgage, credit union, trust, and bank can't be used unless special permission is granted by the Tennessee Department of Financial Institutions.
How to File for an Assumed Name
By creating an account with the Tennessee Online Filing System, you can register your business under an assumed name. Be sure to have your complete name and address, telephone number, the company's desired DBA, and the complete address for the business operations.
If you would rather file a hard copy of the form, it can be mailed to the below address. Remember to include the $20 filing fee.
312 Rosa L. Parks Ave.
6th Floor, William R. Snodgrass Tower
Nashville, TN 37243
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