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How to Start a Nonprofit in Tennessee: 2026 Step-by-Step Guide

Published: Last updated: Reviewed: Sources: sos.tn.gov sos.tn.gov irs.gov

TLDR

Forming a Tennessee nonprofit means filing a nonprofit corporation charter with the Tennessee Secretary of State (TN SOS Form SS-4418, $100 fee), getting a federal EIN, applying for 501(c)(3) recognition with the IRS (Form 1023-EZ at $275 or Form 1023 at $600), and registering as a charitable organization through TN SOS Form SS-6001 before soliciting Tennessee donors. Plan on 6–12 weeks for state formation and IRS approval combined for simple cases.

What it actually takes to start a Tennessee nonprofit

Forming a Tennessee nonprofit looks simple on paper: file a charter, get an EIN, apply for 501(c)(3) status, register to solicit. The traps live in sequencing and in the small Tennessee-specific requirements that differ from federal IRS rules.

This guide walks through what each step costs, how long it takes, and what each filing actually accomplishes, so the determination letter is not the only thing you walk away with.

Step 1: Choose and reserve a name

Your nonprofit name must be distinguishable from every other entity registered with the Tennessee Secretary of State. Search the TN SOS business name database before drafting your charter. If you want to lock the name down before filing, use the optional name reservation form (75-day reservation, $20).

The name must include a corporate designator only if required by your bylaws. Tennessee does not require “Inc.” or “Corporation” in nonprofit names, but most organizations include one to clarify entity type for banks and grantors.

Step 2: Recruit incorporators and the initial board

Tennessee requires at least one incorporator and at least three directors for a nonprofit corporation. Directors do not need to be Tennessee residents, but at least one director must be a natural person.

For 501(c)(3) eligibility, the IRS expects an independent board majority. If your board is three people who all live in the same household, expect questions on the Form 1023.

Step 3: File the nonprofit charter (Form SS-4418)

The Tennessee nonprofit corporation charter (Form SS-4418) is the foundational document. File online through the TN SOS business services portal or by mail. Filing fee: $100.

Required elements:

  • Name of the corporation
  • Whether it is a public benefit, mutual benefit, or religious corporation (most 501(c)(3)s are public benefit)
  • Registered agent name and physical Tennessee street address
  • Principal office address
  • Name and address of each incorporator
  • IRS-required purpose clause limiting activities to one or more exempt purposes
  • IRS-required dissolution clause directing assets to another 501(c)(3) or government entity on dissolution

The TN charter form does not include the IRS-required language by default. You must add a supplemental provisions page with the purpose and dissolution clauses, or the IRS will reject your 1023.

Online filings are typically processed in 2 to 5 business days. Paper filings can take 2 to 3 weeks.

Step 4: Hold the organizational meeting

Once the charter is filed, hold an organizational meeting of the initial board. At this meeting:

  • Adopt bylaws
  • Elect officers
  • Approve a conflict-of-interest policy
  • Authorize the EIN application
  • Authorize opening a bank account
  • Approve the Form 1023 or 1023-EZ filing

Document the meeting with signed minutes. The IRS asks for these and so do many grantmakers during due diligence.

Step 5: Get a federal EIN

Apply for an Employer Identification Number at IRS.gov. The online application is free, takes about 10 minutes, and issues the EIN immediately. Use the EIN for the bank account, the IRS application, and TN charitable registration.

Step 6: Open a bank account

Most Tennessee banks require: stamped charter, EIN confirmation letter, signed bylaws, and a board resolution authorizing the account. Some require the IRS determination letter, in which case you can open as a corporate account first and convert it after IRS approval.

Step 7: Apply for 501(c)(3) recognition

This is the federal tax-exemption application, not a Tennessee filing. You file with the IRS:

  • Form 1023-EZ ($275): For organizations projecting under $50,000 gross receipts annually for three years and under $250,000 in assets. Processed in 4 to 6 weeks in most cases.
  • Form 1023 ($600): For everyone else. Processing is typically 6 to 12 months.

If you file within 27 months of your Tennessee incorporation date, IRS approval is retroactive to formation, which preserves donor deductibility for any contributions made during the waiting period.

Step 8: Register for Tennessee charitable solicitation

Before asking Tennessee residents for donations, register with the TN Secretary of State using Form SS-6001 (Summary of Financial Activities) and the related charitable organization registration package. Registration fees range from $50 to $300 depending on gross contributions in the prior year.

Tennessee exempts certain organizations from registration, including religious organizations, accredited educational institutions, and very small organizations under specific gross-receipts thresholds. Confirm your eligibility before relying on the exemption.

Registration must be renewed annually within six months of your fiscal year end.

Step 9: Apply for the Tennessee franchise and excise tax exemption

Tennessee has no broad state income tax on wages, but it has a franchise and excise tax on most corporations. 501(c)(3) organizations qualify for exemption but must affirmatively claim it by filing Form FAE 183 with the Tennessee Department of Revenue. Until you file, you remain on the Department of Revenue’s tax rolls and may receive notices.

Step 10: Apply for sales and use tax exemption (if applicable)

Tennessee does not provide automatic sales tax exemption to 501(c)(3) organizations. To purchase items tax-free, apply for an exemption certificate with the Tennessee Department of Revenue. Approval is not guaranteed and is granted to certain narrow categories such as accredited schools and qualified hospitals.

Tennessee-specific cost summary

FilingAgencyFeeTiming
Charter (Form SS-4418)TN SOS$1002–5 business days online
EINIRS$0Immediate
Form 1023-EZIRS$2754–6 weeks
Form 1023IRS$6006–12 months
Charitable registration (SS-6001)TN SOS$50–$3004–6 weeks
Annual reportTN SOS$20Annual
F&E exemption (FAE 183)TN DOR$030–60 days

Common Tennessee mistakes

  • Filing the SS-4418 without IRS purpose and dissolution language. The default form does not include this. Add a supplemental provisions page or your 1023 will be rejected.
  • Soliciting before charitable registration. Tennessee enforces the Charitable Solicitations Act. Donations collected before registration are unregistered solicitations and create both penalty exposure and reporting headaches.
  • Skipping the FAE 183 filing. 501(c)(3) status does not automatically remove you from Tennessee’s franchise and excise tax rolls.
  • Using a P.O. box for the registered agent. Tennessee requires a physical street address. Filings with P.O. boxes are rejected.

After formation: what comes next

Once you have your Tennessee charter, EIN, IRS determination, and TN charitable registration, you move into the operating phase. Three things matter immediately:

  1. Annual cycle: TN annual report ($20), federal Form 990/990-EZ/990-N, TN charitable registration renewal, and FAE exemption renewal where required.
  2. Records discipline: Board minutes, donor acknowledgments, restricted-fund tracking, and grant-compliance documentation. Failures here surface during 990 prep and audit.
  3. Donor and grant infrastructure: Tennessee funders increasingly expect documented internal controls and clean fund tracking before they make a first grant.

GrantPipe is built for the post-determination phase: restricted fund tracking, grant pipeline management, and an audit trail that records every entity change. Tennessee charitable registration data flows in alongside donor and grant records, so renewal season stops being a fire drill.

For the federal application itself, see the 501(c)(3) step-by-step guide. For the Tennessee charitable-registration filing in detail, see the Tennessee charitable solicitation registration workflow.

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TN nonprofit charter filing fee: $100

Source: TN SOS

IRS Form 1023-EZ user fee: $275

Source: IRS

IRS Form 1023 user fee: $600

Source: IRS

TN charitable registration fee: $50–$300

Source: TN SOS

DEFINITION

Charter (nonprofit)
The Tennessee equivalent of articles of incorporation for a nonprofit corporation. Filed with the TN Secretary of State on Form SS-4418.

DEFINITION

Form SS-6001
The Tennessee Summary of Financial Activities form used as part of the annual charitable solicitation registration.

DEFINITION

Public Acts of Tennessee, Title 48 Chapter 101
The Tennessee Charitable Solicitations Act, which governs registration and reporting for organizations that solicit contributions from Tennessee residents.
“Skipping Tennessee charitable registration is the single most common mistake I see new nonprofits make. State enforcement of the Charitable Solicitations Act has been steady and the penalties compound year over year if you ignore them.”

Nonprofit Compliance Attorney , Nonprofit Compliance Attorney
“Founders often think the IRS determination letter is the finish line. In Tennessee it is closer to a midpoint — registration with the Secretary of State and the franchise and excise exemption with the Department of Revenue still need to land before you operate cleanly.”

Nonprofit Operations Consultant , Nonprofit Operations Consultant

Q&A

What state agency forms a Tennessee nonprofit?

The Tennessee Secretary of State, Business Services Division, processes nonprofit corporation charters using Form SS-4418.

Q&A

What is Tennessee Form SS-6001?

Form SS-6001 is the Tennessee Summary of Financial Activities filed with the Secretary of State as part of the annual charitable solicitation registration.

Q&A

Where do Tennessee nonprofits file annual reports?

Tennessee nonprofit corporations file an annual report with the TN Secretary of State by the first day of the fourth month after fiscal year end. The fee is $20.

Frequently asked

Frequently Asked Questions

How much does it cost to start a nonprofit in Tennessee?
Plan on at least $375 in mandatory fees: $100 to file the nonprofit charter with the TN Secretary of State and $275 for the IRS 1023-EZ user fee. Organizations that must file the full Form 1023 pay $600 to the IRS instead of $275. Once you begin soliciting Tennessee donors, you also pay an annual charitable registration fee of $50 to $300 based on gross contributions.
Do I need a registered agent in Tennessee?
Yes. The Tennessee nonprofit charter (Form SS-4418) requires a registered agent with a physical Tennessee street address. P.O. boxes are not accepted. You can serve as your own registered agent if you live in Tennessee, use a board member, or pay a commercial registered agent service.
How long does Tennessee nonprofit incorporation take?
Online filings through the TN SOS business services portal are typically processed within 2 to 5 business days. Paper filings can take 2 to 3 weeks. Expedited processing is available for an additional fee.
Do I have to register with the state before fundraising?
Yes, in most cases. Tennessee requires charitable organizations soliciting contributions from Tennessee residents to register with the Secretary of State (Form SS-6001) before soliciting, with limited exemptions for very small organizations and certain categories. Operating without registration risks civil penalties under the Tennessee Charitable Solicitations Act.
Is the IRS determination letter retroactive in Tennessee?
If you file Form 1023 within 27 months of your TN incorporation date, IRS approval is retroactive to your formation date. That means donations made between formation and approval can still qualify as tax-deductible. Tennessee charitable registration, however, is not retroactive — solicitations made before registration remain unregistered solicitations.
Does Tennessee have a state income tax exemption application?
Tennessee has no general state income tax on individuals or corporate net income (the franchise and excise tax applies to most corporations). Nonprofits with IRS 501(c)(3) recognition are generally exempt from Tennessee franchise and excise tax but must file Form FAE 183 with the Tennessee Department of Revenue to claim the exemption.