How to Shut Down a Business in Tennessee
Complete guide to dissolving your business entity with the Tennessee Secretary of State.
Quick Answer
To dissolve a business in Tennessee, file Articles of Termination of Limited Liability Company with the Tennessee Secretary of State. The LLC filing fee is $20 and corporation fee is $20. Tennessee requires tax clearance from the Tennessee Department of Revenue before dissolution. Standard processing takes 2-3 business days.
Quick Facts
| Filing Agency | Tennessee Secretary of State |
| Website | https://sos.tn.gov/businesses |
| LLC Dissolution Fee | $20 |
| Corporation Dissolution Fee | $20 |
| Tax Clearance Required | Yes |
| Processing Time | 2-3 business days |
| Online Filing | Yes |
| Phone | (615) 741-2286 |
LLC Dissolution in Tennessee
Steps to Dissolve an LLC
- 1 Vote to dissolve the LLC according to the operating agreement
- 2 File Notice of Dissolution (Form SS-4246) with the Secretary of State — $20 fee
- 3 Wind up business affairs and settle all debts and obligations
- 4 Obtain tax clearance from the Tennessee Department of Revenue
- 5 File Articles of Termination (Form SS-4245) with the Secretary of State — $20 fee
- 6 Cancel any licenses, permits, and registrations
- 7 File final state and federal tax returns
- 8 Close business bank accounts and cancel your EIN with the IRS
Corporation Dissolution in Tennessee
Steps to Dissolve a Corporation
- 1 Hold a board of directors meeting to recommend dissolution
- 2 Obtain shareholder approval for the dissolution
- 3 Wind up business affairs and settle all debts and obligations
- 4 Obtain tax clearance from the Tennessee Department of Revenue
- 5 File Articles of Dissolution (Form SS-4410) with the Secretary of State — $20 fee
- 6 Cancel any licenses, permits, and registrations
- 7 File final state and federal tax returns
- 8 Close business bank accounts and cancel your EIN with the IRS
Tax Requirements
Tax Agency: Tennessee Department of Revenue
https://www.tn.gov/revenue.html
Phone: (615) 253-0600
Tax clearance is required before filing Articles of Termination. Request tax clearance through TNTAP (Tennessee Taxpayer Access Point). If all taxes are paid, the Department of Revenue will mail a tax clearance letter within 3-5 days and send an electronic copy to the Secretary of State. Tennessee has franchise and excise taxes that must be settled.
Additional Requirements
Contact Information
Agency: Tennessee Secretary of State
Address: 312 Rosa L. Parks Avenue, 6th Floor, Snodgrass Tower, Nashville, TN 37243-1102
Phone: (615) 741-2286
Email: TNSOS.CORPINFO@tn.gov
Website: https://sos.tn.gov/businesses
Online Portal: https://tnbear.tn.gov/
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This guide is for informational purposes only and does not constitute legal advice. Information is sourced from official state websites and was last verified in 2026. Always confirm current requirements directly with the Tennessee Secretary of State. Consult an attorney for advice specific to your situation.