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# S Corporations
Starting an S-Corporation (S-Corp) in Tennessee involves several steps. Keep in mind that the process may vary, and it's recommended to consult with a legal or business professional for personalized advice. As of my last knowledge update in January 2022, here are general steps you can follow to start an S-Corp in Tennessee:

1. **Name Your Corporation:**
   - Choose a unique and distinguishable name for your corporation.
   - Ensure the name complies with Tennessee's naming rules.

2. **Choose a Registered Agent:**
   - Appoint a registered agent with a physical address in Tennessee who will receive legal documents on behalf of your corporation.

3. **File Articles of Incorporation:**
   - Prepare and file Articles of Incorporation with the Tennessee Secretary of State.
   - Include essential information such as the corporation's name, purpose, registered agent details, and the number of authorized shares.

4. **Create Corporate Bylaws:**
   - Draft corporate bylaws outlining how your corporation will operate.
   - Specify details such as the roles of officers and directors, meeting schedules, and decision-making processes.

5. **Hold an Organizational Meeting:**
   - Conduct an organizational meeting of the board of directors.
   - Adopt bylaws, appoint officers, and handle other initial organizational matters.

6. **Obtain an EIN (Employer Identification Number):**
   - Apply for an EIN from the IRS. This is a unique identifier for your corporation, necessary for tax purposes.

7. **Elect S-Corp Taxation Status:**
   - If you want your corporation to be treated as an S-Corp for tax purposes, you must file IRS Form 2553, Election by a Small Business Corporation.

8. **Register for State Taxes:**
   - Register your S-Corp for state taxes with the Tennessee Department of Revenue.

9. **Obtain Necessary Permits and Licenses:**
   - Depending on your business type, you may need specific licenses and permits. Check with local and state authorities for requirements.

10. **Annual Reporting and Compliance:**
    - Ensure compliance with ongoing requirements, including annual reporting and any other obligations outlined by state law.

It's important to note that the information provided here is a general overview, and legal and business requirements may change. Consider consulting with a business attorney or using online business formation services to ensure all necessary steps are taken correctly and in compliance with current regulations.

## Links

- [Examples of Corporate Bylaws](https://www.upcounsel.com/sample-bylaws-for-s-corp)
- [IRS Rules](https://www.irs.gov/businesses/small-businesses-self-employed/s-corporations)
- [Directors vs. Officers](https://www.indeed.com/career-advice/finding-a-job/director-vs-officer)
- [Distributing and Retaining S-Corp Earnings](https://smallbusiness.chron.com/distribute-net-profits-before-years-end-s-corp-46678.html)

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