Texas Secretary of State
Form your Texas LLC, Corporation, or Nonprofit with chat-first AI business formation. State filing, registered agent, EIN, and ongoing compliance workflows — connected from the start.
Texas Business Filing Overview
The Secretary of State — Business and Commerce is the state authority responsible for registering LLCs, corporations, nonprofits, and other business entities in Texas. The standard LLC formation fee is $300 with a processing time of 3-5 days. Online filing is available.
No state income tax. One of the largest business economies in the world.
DIY LLC Formation Guide Available
Forming an LLC in Texas yourself? Follow our step-by-step Texas LLC DIY Guide , complete with official form downloads, filing portals, state fees, and annual report requirements.
Texas Entity Requirements
State-specific governance rules for Texas LLCs, Corporations, and Nonprofits.
Members
| Minimum required | 1 |
|---|---|
| Residency required | No |
Management Structure
| Default | Member Managed |
|---|
Can be structured as manager-managed under the operating agreement
Operating Agreement
| Required to file | No |
|---|
Not filed with the state; written operating agreement strongly recommended
Annual Meeting
| Required | No |
|---|
No statutory annual meeting requirement for LLCs
Formation Filings in Texas
These are the primary documents filed with the Secretary of State — Business and Commerce to create a new legal entity. Each entity type has different requirements, fees, and processing times.
Articles of Incorporation
Corporation| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $300 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
| Expedited: | Yes — $25 for 24 hours processing |
What to know
- Includes authorized shares and par value
- Names the registered agent
- Sets the corporation's purpose
Articles of Organization
LLC| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $300 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
| Expedited: | Yes — $25 for 24 hours processing |
What to know
- Names the registered agent and required filing contact information
- Sets the registered office address
- May include an optional effective date
Articles of Incorporation (Nonprofit)
Nonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $25 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
What to know
- Public benefit purpose statement required
- Asset dedication language for IRS
- Members or directors structure
Foreign Qualification
LLCCorporation| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $750 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
Texas has one of the highest foreign LLC registration fees at $750.
What to know
- Required when operating, hiring employees, or owning property in another state
- Needs Certificate of Good Standing from home state
- Creates registered agent and annual report obligations in the new state
Ongoing Compliance in Texas
After formation, Texas entities must maintain ongoing filings to remain in good standing. Missing deadlines can result in late fees, administrative dissolution, and loss of liability protection.
Annual Report
LLCCorporationNonprofit| Agency: | Secretary of State / Comptroller |
|---|---|
| Filing Fee: | $0 + processing fee if filing online |
| Processing Time: | Immediate |
| Filing Method: | Online or Mail |
| Due Date: | May 15 |
| Filing Period: | Annual |
Texas requires a Public Information Report (free) and franchise tax return (due May 15). Franchise tax applies to entities with revenue over the no-tax-due threshold (~$2.47M in 2024).
What to know
- Due date varies by state (often anniversary date or fixed month)
- Filing fees range $10–$825 by state
- Failure to file results in administrative dissolution
Amendment to Formation Documents
LLCCorporationNonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $150 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
What to know
- Board or member approval typically required
- Certified copy may be needed for banks and contracts
- Most states allow online amendment filing
Articles of Dissolution
LLCCorporationNonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $40 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
| Tax Clearance: | Required |
Texas requires Comptroller tax clearance certificate before SOS will process termination.
What to know
- May require tax clearance before filing
- Assets must be distributed before dissolution
- Protects against future liability claims
Change of Registered Agent
LLCCorporationNonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $15 + processing fee if filing online |
| Processing Time: | 3-5 days |
| Filing Method: | Online or Mail |
What to know
- Must be maintained at all times
- Registered agent must be available during business hours
- Can be an individual or registered agent service
Document Retrieval in Texas
Certified documents from the Secretary of State — Business and Commerce are often required by banks, investors, lenders, and for foreign qualification in other states.
Certificate of Good Standing
LLCCorporationNonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $15 + processing fee if filing online |
| Processing Time: | Same day |
| Filing Method: | Online or Mail |
What to know
- Required by most banks when opening accounts
- Needed for foreign qualification in other states
- Typically valid for 30–90 days
Apostille
LLCCorporationNonprofit| Agency: | Secretary of State |
|---|---|
| Filing Fee: | $15 |
| Processing Time: | 3-5 days |
| Filing Method: | Mail Only |
What to know
- Required for international business expansion
- Issued by Secretary of State office
- Attaches to formation documents and good standing certificates
Texas Tax Snapshot
Understanding Texas's tax environment is critical for choosing the right formation state and planning your entity's ongoing obligations.
Texas has no personal income tax. Franchise tax ("margin tax") applies to businesses with Texas revenue above approximately $2.47 million (2024 threshold). Rate is 0.75% for most businesses (0.375% for retail/wholesale). Entities under threshold file No Tax Due Report. State sales tax 6.25%; local add-ons up to 2%.
Texas Agency Directory
Key government agencies for Texas business formation, tax registration, and employer compliance.
Secretary of State — Business and Commerce
Primary filing authority for Texas business entities
Secretary of State — Business and Commerce
Entity formation, UCC, Public Information Reports
Texas Comptroller of Public Accounts
Franchise tax, sales tax, withholding, SOSDirect portal
Texas Department of Licensing and Regulation (TDLR)
Professional and occupational licensing
Form your Texas entity today.
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