Register a DBA in Tennessee

What the law requires

Tennessee has no general assumed-name / DBA registration act. What exists instead: (1) the Business Tax Act, under which every person engaging in business must register with the county clerk (or city official / commissioner) and obtain a $15 business license before conducting business - the practical vehicle under which individuals and general partnerships operate under trade names; and (2) an entity-side mechanism letting corporations elect an assumed corporate name filed with the Secretary of State for five years (Tenn. Code Ann. § 48-14-101(d)).

"every person taxable under §§ 67-4-704 and 67-4-705 shall, prior to engaging in business as defined in § 67-4-702, register with the commissioner or the county clerk, in the case of businesses located within the county, and with the commissioner or the appropriate city official, in the case of businesses located within the incorporated municipality." — Tenn. Code Ann. § 67-4-706(a)

Where filings go

Business tax registration and licensing: county clerk for businesses located within the county; the designated city official within an incorporated municipality; the commissioner of revenue for persons with no physical location in the state (or where a locality has delegated licensing to the department). Assumed corporate names: filed with the Secretary of State under Title 48, Chapter 11, Part 3.

"Upon receipt of the prescribed application and payment of fifteen dollars ($15.00), together with any other information reasonably required, it shall be the duty of the county clerk, in the case of taxpayers located within the county, and the appropriate city official, in the case of taxpayers located within the incorporated municipality, to issue a license to the taxpayer." — Tenn. Code Ann. § 67-4-723(a)(1); § 48-14-101(d)(3)

How long it lasts

Business tax license: expires 30 days after the taxpayer's return due date and is renewed by the issuing official upon notification from the department that the return was filed and tax remitted - effectively an annual cycle tied to the tax return. Assumed corporate name: effective five years from filing with the Secretary of State. Renewal: License: renewed automatically on tax compliance, no renewal fee (§ 67-4-723(a)(2)). Assumed corporate name: renewable within the two months preceding expiration for successive five-year periods, $20 fee (§ 48-14-101(d)(5); § 48-11-303(a)(7)).

"(3) Each license issued under this subsection (a) shall expire thirty (30) days after the date that the taxpayer's return is due under § 67-4-715." — Tenn. Code Ann. § 67-4-723(a)(2)-(3); § 48-14-101(d)(4)-(5)

Name restrictions

No name restrictions exist for unregistered trade names. Assumed corporate names must satisfy the corporate-name rules except the entity-designator requirement: no language implying unauthorized powers or false government/organization affiliation, and the name must be distinguishable on the Secretary of State's records from every other true, assumed, reserved, or registered entity name (consent or court-judgment exceptions available).

"A domestic corporation or a foreign corporation authorized to transact business or applying for a certificate of authority to transact business may elect to adopt an assumed corporate name that complies with the requirements of subsections (a)-(c), except that such name need not contain the corporate designations contained in subdivision (a)(1)." — Tenn. Code Ann. § 48-14-101(a)-(d)(1)

Entities and assumed names

A domestic or authorized foreign corporation may adopt one or more assumed corporate names by board resolution and Secretary of State filing ($20 per application under § 48-11-303(a)(7)). The right runs five years from filing and is renewable within the two months before expiration for successive five-year periods at the § 48-11-303(a) fee. Trademark use and non-incorporated division names (with the corporate name disclosed) are excluded from the definition of assumed corporate name. LLCs have the same mechanism under BOTH Tennessee LLC acts: the Revised LLC Act (post-2006 LLCs) and the 1994 act - assumed LLC name adopted by filing with the Secretary of State, effective 5 years, renewable in the 2 months before expiration, $20 fee for application, change, cancellation, or renewal.

"(4) The right to use an assumed corporate name shall be effective for five (5) years from the date of filing with the secretary of state. (5) A corporation shall renew the right to use its assumed corporate name or names, if any, within the two (2) months preceding the expiration of such right, for a period of five (5) years, by filing an application to renew each assumed name and paying the renewal fee as prescribed by § 48-11-303(a)." — Tenn. Code Ann. § 48-14-101(d)(4)-(5); Tenn. Code Ann. §§ 48-249-106(d), 48-249-1007(a)(8) (Revised LLC Act); §§ 48-207-101(d), 48-247-103(a)(8) (1994 LLC Act)