Dissolve a Tennessee LLC or corporation

File with the Tennessee Secretary of State, after the Tennessee Department of Revenue clears your taxes.

The catch

The termination filing gets rejected if the Revenue Department has not verified your tax clearance first.

How to close a company in Tennessee

  1. Settle taxes first

    Tennessee charges $20 per filing and makes you clear taxes before the final step.

  2. Wind up the business

    Hold the vote your governing documents and Tennessee law require. Pay or set aside what you owe, in the order your lawyer advises.

  3. File with the Tennessee Secretary of State

    LLC: SS-4246, SS-4245, $20. corporation: SS-4410, SS-4412, $20.

  4. Pick how to file

    Online, by mail or in person. No fixed time is published.

  5. Check your records

    Before you close accounts or delete Slack, work out what you must keep and whether a buyer may want it.

Facts and sources

Tennessee dissolution facts, each with a link to its source
FactWhat we foundSource
Filing office

Tennessee Secretary of State, Division of Business and Charitable Organizations, (615) 741-2286

Tennessee Secretary of State
corporation: dissolve

SS-4410: Articles of Dissolution (corporation)

Fee: $20. Step one of two. Dissolution comes first, then termination.

How to file: E-file at tncab.tnsos.gov with card or e-check, mail to 312 Rosa L. Parks Ave., Nashville, or walk in.

Tennessee Secretary of StateTennessee Department of Revenue
corporation: terminate

SS-4412: Articles of Termination of Corporate Existence

Fee: $20. Step two. Needs the Department of Revenue tax clearance verification first. Dissolution articles must be filed before or at the same time.

How to file: Same methods as SS-4410.

Tennessee Secretary of StateTennessee Department of Revenue
LLC: dissolve

SS-4246: Notice of Dissolution (LLC)

Fee: $20. Fee read from the forms table. The PDF itself was not read.

How to file: Methods per the Secretary of State forms page and the termination form instructions.

Tennessee Secretary of State
LLC: terminate

SS-4245: Articles of Termination of Limited Liability Company Existence

Fee: $20. Needs the Department of Revenue tax clearance verification first.

How to file: Same methods as the corporation forms.

Tennessee Secretary of StateTennessee Department of Revenue
Tax clearance

Yes. Tennessee Department of Revenue.

Tax clearance verification for termination

Tennessee Department of RevenueTennessee Department of Revenue
Before you file
  • File dissolution first (corporation: SS-4410, LLC: SS-4246)
  • Wind up: corporation assets distributed to creditors and shareholders
  • LLC: state whether known creditors and claimants were notified of the dissolution
  • Get tax clearance verification for termination, then file termination
Tennessee Department of Revenue
Telling creditors

The LLC termination form asks you to check whether known or potential creditors and claimants were notified of the dissolution.

Tennessee Secretary of State
How long it takes

Varies. No fixed time is published.

No official page says
Other tax stops
  • Tennessee Department of Revenue: Tax clearance verification for termination, (615) 253-0700
Tennessee Department of Revenue

Fees and form numbers change, so check the source before you file.

A checklist can keep you from forgetting things. It cannot tell you what your state requires today. Have your lawyer or CPA look at it before you rely on it. Vaultfish helps you run the process. We are not lawyers and this is not legal advice. If you need counsel who knows this area, we can point you to one. Ask for a referral

Questions people ask

How much does it cost to close a Tennessee LLC or corporation?

LLC (SS-4246, SS-4245): $20. corporation (SS-4410, SS-4412): $20. Fees change, so check the source link before you pay.

Do I need tax clearance to close a Tennessee company?

Yes. The termination filing gets rejected if the Revenue Department has not verified your tax clearance first.

Where do I file in Tennessee?

File with the Tennessee Secretary of State, Division of Business and Charitable Organizations. You can file online, by mail or in person.

How long does it take to close a company in Tennessee?

Tennessee publishes no fixed processing time that we could find.

What happens to my Slack, email and CRM when I close?

Closing the company does not decide what happens to your records. Keep what tax and payroll rules ask for. The IRS gives retention periods on its site. Then check what the rest could be worth before you delete it.

Is this legal advice?

No. We read the state pages so you don't have to, then link to them so you can check our work. Have your lawyer or CPA read it too. They like that.