How to start a nonprofit in Tennessee

How to start a nonprofit in Tennessee, step by step

1. Name your Tennessee nonprofit

   A name reservation is Form SS-9425, $20. Restricted words like bank, trust and insurance need prior approval from the relevant state agency.

2. Choose your first board of directors

   Plan on at least three people who are not related to each other. Some states allow fewer on paper, but three unrelated directors is what the IRS application works best with, and what funders expect. Pick people who will actually show up.

3. File your Charter (Form SS-4418)

   Tennessee calls the formation document a charter: Form SS-4418, filed with the Secretary of State for $100, online through the state's business portal or by mail to Nashville.

4. Name your registered agent

   A registered agent with a physical Tennessee street address, maintained at all times; a post office box alone does not qualify.

5. Adopt bylaws and hold your first board meeting

   Bylaws are your internal rulebook: how directors are chosen, how votes work, what officers you have. At the first meeting the board adopts them, elects officers, and approves opening a bank account. Keep minutes; they are your first governance record.

6. Get your free EIN

   It is free from the IRS; any site charging for an EIN is reselling a free thing. Apply online if your responsible party has an SSN or ITIN and your principal place of business is in the US. It takes minutes. Three limits to know: one EIN per responsible party per day, the tool is not open around the clock, and it times out after 15 minutes with nothing saved. Without an SSN or ITIN you file Form SS-4 by fax or mail instead, which takes weeks. You need the EIN for the bank account and every filing after this.

7. Apply for 501(c)(3) status with the IRS

   Two forms, two fees. The short Form 1023-EZ has a $275 user fee, but you may use it only if you clear the whole Eligibility Worksheet. That means three things. Gross receipts did not exceed $50,000 in any of the past three years. They are not projected to exceed $50,000 in any of the next three years. And total assets are $250,000 or less. Churches, schools, hospitals and a few other types cannot use it at all. Everyone else files the full Form 1023, $600. This is the step that makes donations tax-deductible. The IRS currently issues 80 percent of 1023-EZ decisions within about 22 days and 80 percent of full 1023 decisions within about 191 days. It publishes current figures on its status page. Fees read 1 September 2026.

8. Handle Tennessee taxes

   Franchise and excise tax: 501(c)(3)s are generally exempt, register on TNTAP, and file only if you have unrelated business income. Sales tax is a separate application: the Sales and Use Tax Certificate of Exemption (Form RV-F1306901), and the certificate is valid for four years before renewal.

9. Register to fundraise

   Register through the TNCaB portal (online only) before soliciting: $50 initial, waived if you raise under $50,000 in gross public contributions. Organizations under that threshold can instead file an annual exemption request at no fee. One thing to correct if you have read otherwise: Tennessee ran a flat $10 fee for charitable filings for several years, and it ended for renewals on or after 1 July 2025. The posted schedule is now the bill. Renewals are $0 under $50,000, then $120, $160, $200 and $240 by contribution band, with late fees of $25 a month rather than $10.

10. Stay in good standing

    The annual report is $20, due by the first day of the fourth month after your fiscal year ends. One trap: changing your registered agent on that report adds another $20.

Tennessee-specific things to know

1. The $10 flat-fee program

   It ended. For renewals on or after 1 July 2025 the posted schedule applies in full: $0 under $50,000 in contributions, then $120, $160, $200 and $240 by band, with $25 a month in late fees. Guides still describing a flat $10 charitable filing fee are describing a program that has expired.

2. The agent-change surcharge

   Updating your registered agent on the annual report costs an extra $20. If an agent change is coming, file it with the report and budget for it, or file it separately with eyes open.

General information for people starting a nonprofit in Tennessee, not legal or tax advice. Rules change and fees are updated; confirm specifics with the Tennessee offices named on this page, the IRS, or a qualified professional before you file.

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Sources: TN Secretary of State business FAQ; TN charitable initial registration guide; SOS on the $10 fee program; TN DOR sales tax exemption overview. Read August 2026, re-checked against the same primary sources 1 September 2026.