My Kentucky LLC has customers in Ohio and Tennessee, do I need extra registrations?

Short answer: probably not. Physical presence is usually the trigger for foreign qualification. Shipping into a state doesn't count as doing business there, at least under typical state statutes. But I'm not a lawyer, so grain of salt.

I looked into this for my own LLC. Tennessee is one of those states where they have a 'doing business' definition that can be broad. But if you're just shipping, you're likely fine. Ohio is pretty chill about it too. The bigger issue might be sales tax, not LLC registration

Haha, I read that as 'extra registrations' like you were asking if you need to register your car in Ohio. But yeah, what NaptownNerd said. Unless you have an office or employees there, you're probably fine.

Don't listen to people who say 'probably.' Either you do or you don't. The safest and cheapest way to find out is to call the Secretary of State offices in Ohio and Tennessee. They'll tell you over the phone. I did that for a different state and it took 10 minutes.

That's fair, PixelPirate. But let's be real, the SOS phone line can be hit or miss. Sometimes you get someone who knows the statute, sometimes you get someone reading from a script. Still worth a shot though.

i'm an accountant, not a lawyer, but I deal with with this a lot. Economic nexus for sales tax is the real headache. For LLC registration, you typically need a physical presence (office, warehouse, employee). So you're likely fine for Ohio and TN as far as foreign LLC. But check TN's business tax, it can apply to out-of-state sellers. And sales tax nexus thresholds vary.

Rusty, since you're an accountant, can I ask: does having a marketplace facilitator (like Etsy) handle sales tax for you change the nexus picture? I sell on Etsy and I'm in a similar situation but I have customers in like 10 states.

Yes, marketplace facilitator laws usually mean the platform collects and remits sales tax on your behalf. But you may still have registration requirements in some states if you have inventory stored there by the marketplace. Thats a whole other can of worms. For OP, if you're only using your own garage, no inventory in other states, you're probably safe from foreign LLC. But sales tax is a separate beast. Consult a pro.

This thread is making me want to stay a sole proprietor forever.

No joke. I looked into this once and ended up down a rabbit hole of 'nexus' and 'physical presence' and 'economic presence' and 'marketplace facilitator'. My head still hurts.

One thing nobody mentioned: if you ever hire a contractor or employee in those states, or if you store inventory in a 3PL warehouse there, that changes everything. But you're not doing thwt, so carry on.

Good plan. And if you do call, ask specifically about 'foreign qualification' and 'doing business' definition. Don't just ask 'do I need to register?' They might assume you mean sales tax.