How to Start a Nonprofit in Tennessee: Registration, Filings, and Annual Reports
From incorporation to annual filings—your step-by-step guide to staying compliant.
Every state has its own requirements for forming and maintaining a nonprofit. In Tennessee, the process includes initial registration, tax-exempt applications, and recurring annual filings. Understanding these steps upfront helps ensure your organization remains compliant and in good standing.
Understanding the basics
Before focusing on Tennessee-specific filings, every nonprofit must complete a few foundational steps. These ensure your organization is legally recognized, properly structured, and positioned to apply for tax-exempt status.
Name your organization
Select a name that is distinguishable from other registered entities and follows state naming rules. It must include a corporate designator such as “Corporation,” “Incorporated,” or “Limited.” Checking availability through the Secretary of State helps avoid delays in the registration process. Tennessee Business Information Search.
Choose your board of directors
Nonprofits are governed by a board that carries fiduciary responsibility. At minimum, you’ll need one incorporator to file your Articles of Incorporation, three directors to guide oversight, and an officer (often a secretary) to maintain records. California does not require directors or officers to reside in the state.
Define your charitable purpose
Your purpose must align with IRS requirements for tax-exempt status—commonly charitable, educational, religious, or scientific. It must serve the public rather than private individuals or political interests. A clear purpose statement is essential for both incorporation and federal exemption applications.
Appoint a registered agent
A registered agent receives official communications, such as legal notices and government filings, on behalf of your nonprofit. This can be an individual or a business entity, but they must be based in Tennessee or authorized to operate there.
How to register a nonprofit in the state of Tennessee?
You’ll need to take the formal steps that establish your nonprofit as a recognized entity in Tennessee:
File Articles of Incorporation with the Tennessee Secretary of State
To legally register your nonprofit in Tennessee, you need to submit the organization's name and Certificate of Incorporation to the Tennessee Secretary of State.
Filing Methods
- Online: File through the Tennessee Secretary of State online portal .
- Mail: Send the completed form to the Secretary of State's office.
6th FL – Snodgrass Tower ATTN: Corporate
Filing,
312 Rosa L. Parks AVE,
Nashville, TN 37243.
Apply for an Employer Identification Number (EIN)
Nonprofit organizations are required to obtain an Employer Identification Number (EIN) from the IRS. This will serve as the organization's federal tax identification number and is essential for conducting legal and financial activities.
Although there is no specific deadline to apply, it is recommended to obtain an EIN as early as possible, as it is necessary for opening a bank account, applying for tax-exempt status, and filing required forms with the IRS.
| Form | Fee | Filing Method |
|---|---|---|
|
Form SS-4 (Application for Employer Identification Number (EIN)) |
Free |
Online via IRS EIN Assistant |
How to apply for tax exemption and solicitation in Tennessee?
To operate legally in Tennessee, nonprofit organizations must meet both tax exemption and charitable solicitation requirements. Here's a streamlined process for applying for both:
Federal tax exemption
To obtain a state tax exemption, your nonprofit must first apply to the IRS. The required forms depend on the size and type of your organization:
- Form 1023: For Section 501(c)(3) organizations with gross receipts over $50,000 or total assets over $250,000.
- Form 1023-EZ: Also applies to Section 501(c)(3) organizations–typically smaller nonprofits with gross receipts of $50,000 or less and assets under $250,000.
- Form 1024 or 1024-A: Organizations seeking tax-exemption under IRS sections other than 501(c)(3).
| Form | Due Date | Fee | Filing Method |
|---|---|---|---|
|
IRS Form 1023 or 1023-EZ (For Section 501(c)(3) organizations) |
Within 27 months of forming the organization. |
Varies from $275 to $600 |
Online via Pay.gov |
|
IRS Form 1024 or 1024-A (For other organizations) |
State tax exemption
In order to obtain a sales tax exemption, the state of Tennessee requires that nonprofit organizations submit a sales and use tax exemption application.
Charitable Organization Registration & Charity Annual Renewal:
The State of Tennessee law mandates nonprofits to register as a charitable organization with the Secretary of State before soliciting contributions, and you’ll need to pay the registration fee of $10.
Charity Annual Renewal:
The state of Tennessee mandates that nonprofit organizations renew their registration annually, submitting a copy of their IRS 990 Form, IRS determination letter, and a $10 filing fee if their gross revenue exceeds $50,000.
Deadline:
Last day of the 6th month following the end of the organization's accounting year.
Filing Method:
Online: File through the Tennessee Secretary of State’s online portal
What are the annual tax filing requirements for nonprofits in Tennessee?
Nonprofits in Tennessee must comply with both federal and state filing requirements to maintain their tax-exempt status and remain in good standing. Here's an overview of the key filing obligations:
Federal tax filing (IRS)
Even though your nonprofit may be exempt from paying federal income taxes under Section 501(c)(3), it still has annual filing requirements with the IRS:
-
Forms: The organization must file 990 series forms annually to stay compliant.
- Form 990-N: For smaller organizations with gross receipts $50,000 or less.
- Form 990-EZ: For organizations with gross receipts under $200,000 and total assets under $500,000.
- Form 990: For organizations with gross receipts ≥ $200,000 and total assets ≥ $500,000.
- Form 990-PF: For private foundations.
- Form 990-T: For organizations with any unrelated business income (UBI) of $1,000 or more.
- Due Date: The return is due on the 15th day of the 5th month after the fiscal year ends (for example, May 15 for a December 31 year-end).
- Filing Method: The IRS mandates e-filing for these forms.
Tennessee State Tax Filing
Annual Report:In addition to the charity annual renewal, Tennessee law also requires nonprofit organizations to file an Annual Report electronically or by mail each year with the Secretary of State.
Deadline:The 1st day of the 4th month following the end of the organization's accounting period.
Filing Methods:- Online: Through the state of Tennessee’s online Portal.
- Mail: Mail the completed form to the Tennessee Secretary of State..
Tennessee Secretary of State,
ATTN: Communications Division,
312 Rosa L. Parks Avenue, 7th Floor,
Nashville, TN 37243.
Ready to e-file the 990 Form with the IRS?
File with confidence–you are backed by the Tax990 Commitment.
Frequently Asked Questions
Do I need a registered agent?
Yes. Your nonprofit must appoint a registered agent (someone or a business who receives official legal notices) with a physical Tennessee address.
How do I register for a state tax exemption?
Once you receive your IRS determination letter, apply for Tennessee state sales and franchise tax exemptions with the Tennessee Department of Revenue at tndor.gov.
What annual filings are required?
Nonprofits in Tennessee must:
- File an Annual Report with the Secretary of State (by the 1st day of the 6th month after fiscal year end).
- File IRS Form 990, 990-EZ, or 990-N annually to maintain federal tax exemption.
- Renew charitable solicitation registration annually (if applicable).