Texas LLC Formation

Texas LLC formation requires multiple steps. You will need to file a certificate of formation, designate a registered agent, and decide your legal structure.

Can I File a Certificate of Formation Online?

Filing a certificate of formation can be done through the Secretary of State online portal “SOSDirect” at anytime.

File a Certificate of Formation

A certificate of formation needs to have the name of the LLC, the LLC’s registered agent’s name and address, if it will be a member-managed or manager-managed LLC, the date the certificate is effective, and the LLC governing person’s name and address.

You can file the certificate through SOSDirect or through mail, with a $300 filing fee.

How Can You Pay the Fee for Certificate of Formation?

Pay the filing fee through LegalEase debit card or credit card, money orders, or personal checks. Paying by credit card adds a 2.7% convenience fee to the fees charged.

How Long Will it Take to Process the Certificate of Formation?

Normally the certificate will be processed and filed within between 3-5 business days after receipt. For a form or per-document fee along with a written request, you can use expedited processing.

How do I Form a Minority-owned Business?

Contact the Texas Comptroller of Public Accounts, at either (888) 863-5881 or (512) 463-5872, for assistance with certifying “historically underutilized businesses.” The Texas Business Organizations Code does not address the formation of minority-owned businesses.

To Form and/or Own a Business Entity in Texas, Must You Be a U.S. U.S. Resident, Texas Resident, U.S. Citizen?

Besides the organizer being someone able to enter into a contract, Texas law currently will not bar any person from forming or having a business ownership interest. If the business wishes in its governing documents (certificate of formation, etc.), a business can create residency or citizenship requirements. Contact your attorney or the IRS for more information on limitations that could apply to the business you are forming.

Can a Minor (Under the Age of 18) Be an Officer, Director, or Owner of a Business Entity in Texas?

There are no age requirements for a business’ owners, officers, or directors under Texas’ Business Organizations Code. Requirements can be created in a business’ governing documents. There might be certain laws creating limitations, such as minors not having contract capacity or being able to own a business that has a liquor license.

What is a Registered Agent?

Your registered agent has to be a Texas resident, domestic business, or foreign business allowed to do business in Texas that is designated to receive and forward your business’ service of process and other official correspondence. Your registered agent needs to have agreed, electronically or in writing, to be your business’ registered agent.

Assign an Agent for Service of Process.

Your Form 401-A must have the LLC’s name, your registered agent’s written consent statement, name, and signature, and the date of the agreement’s execution. There is a minor processing fee when submitting Form 401-A.

Where May a Registered Office Be Located?

A mailbox provider or telephone provider cannot be the registered agent’s only office address. The registered office needs to have a Texas physical address, at which the registered agent is able to be served personally during the business day.

Can the Secretary of State Be the Registered Agent of a Corporation, Limited Liability Company, or Limited Partnership?

Your registered agent cannot be the Secretary of State.

Before I Incorporate a Business, Is it Required to Publish a Notice?

There is no requirement since 2003 that an already-existing unincorporated business wishing to incorporate with no name change publish such desire in a local newspaper for a consecutive four weeks.

What is a Corporation?

Form a corporation by submitting a certificate of formation to the secretary of state. Shareholders own a corporation, which is administered by its officers and managed by its board of directors.

What is a Limited Liability Company (LLC)?

File a certificate of formation to the secretary of state to form a LLC. Members own an LLC. LLCs are managed by managers, its members, or both.

If you need help with Texas LLC formation or forming an LLC elsewhere, you can post your legal need to UpCounsel’s marketplace. Upcounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.