Texas LLC Certificate of Formation

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File a Certificate of Formation to form an LLC in Texas

In this lesson, we will walk you through filing your LLC Certificate of Formation with the Texas Secretary of State.

This is the document that officially creates your LLC in Texas.

Texas LLC Secretary of State Corporations Section
(Texas Secretary of State, Corporations Section Building)

Texas LLC filing fee

The filing fee for an LLC in Texas is $300. This is a one-time fee.

The $300 LLC fee is the same for both the online filing and mail-in filing. However, online filings have an extra $8 charge, so the total will be $308.

Note: The “LLC filing fee” (the fee to create a Texas LLC) is the same thing as the “Certificate of Formation fee”. The Certificate of Formation is the document, that once approved by the Secretary of State’s office, creates your Texas LLC.

Texas LLC approval times

For online filing:
Texas LLC approval time is 2-3 business days if you file online. Approval is sent via email.

For mail filing:
Texas LLC approval time is 7-10 business days if you file by mail. This does not include mail time, which takes an additional week.

Note: Filing times may take longer due to the current global situation and government delays. For the most up-to-date LLC processing times, check how long does it take to get an LLC in Texas.

LLC University® recommendation

We recommend the online filing (via SOSDirect) since the approval time is much faster (at no extra cost).

However, if you aren’t very tech-comfortable and prefer to file by mail, you’ll find those instructions further down the page.

Prior LLC University® lessons

Before completing your LLC Certificate of Formation, make sure you have read the prior lessons:

Are you a licensed professional?

If you are a licensed professional in Texas and you want to offer professional services through your LLC, you can’t form a regular LLC. You must form a Professional LLC (PLLC) instead. The LLC filing instructions are different for professionals. We currently don’t cover this information, but you can find some information here: Texas Professional LLC.

Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(check out Northwest vs LegalZoom)

How to form your Texas LLC online
with SOSDirect
(filing your Certificate of Formation)

Note: To form a Texas LLC online, you have to create an SOSDirect account.

Create your SOSDirect account:

1. Go to the SOSDirect Account Acknowledgment Page.

2. Enter an account name, which can be a business name (your soon-to-be LLC) or your personal name.

  • It doesn’t really matter if you set up your account under your LLC or personal name; the information is private with the Secretary of State. Most filers will use their personal name if they are the only member. Filers with Multi-Member LLCs will usually register the account under the LLC name. Again, no big deal either way; whichever you prefer.

3. Next, enter your contact information and create a password. Make sure to save your login information.

  • This address won’t become your LLC’s address. It’s just your account information with SOSDirect. You can just use your regular address here. It won’t be public.

4. Enter your credit card information.

  • Yes, it’s strange to enter your credit card information at this step. The state does this to prevent fraudulent filings. Don’t worry, your card will not be charged until you go through the entire online filing, review, and then submit. You’ll see Business Name or Individual again here, but this is different. Most people are using a personal credit or debit card to pay. If that’s the case, leave Business Name blank and place your name in Individual (since it’s the name that’s on your card).

5. Review the terms and click “I Accept” (top left) to agree and continue.

  • Yes, the text is super small and hard to read. We recommend zooming in on your browser.

6. Once finished, you’ll see a message about getting your User ID emailed to you within 1 hour. In our experience, it usually arrives in 5-15 minutes. If you don’t get an email after 20-30 minutes, you can call the state (512-475-2755) or send them an email (sosdirect@sos.texas.gov) for assistance.

7. You should receive an email with “SOSDirect” in the subject line. In there, you’ll find your SOSDirect USER ID. Make sure to save your USER ID and the password you created earlier.

  • Your email will look something like this:

Texas LLC Online Filing SOSDirect Email

8. Go to the SOSDirect Login Page and login with your USER ID and password.

Payment + Contact Info Verification:

Select “Credit Card” at the top, then review your contact information. Once finished, click Continue (top left).

Enter your credit card information again.

You’ll get a Session Code on the next page. Save this information. You can use it later to check the status of your LLC filing.

Begin your LLC online filing:

  • In the menu, click “Business Organizations”.
  • Under “Reservation Formation Registration Documents”, you’ll see a dropdown. Select “Domestic Limited Liability Company” and click “File Document”.
  • In the “Filing Type” dropdown, select “Certificate of Formation” and click Continue.

Article 1 – Entity Name and Type

  • IT’S IMPORTANT that you read the Texas LLC name lesson before proceeding. Each time you click “Name Availability Search”, it costs $1. And even if your LLC name seems available, it might not be, and your LLC filing may still be rejected. We recommend getting a preclearance name check first.

Leave #1, “Limited Liability Company” selected. Only licensed professionals should select #2.

After you did a pre-clearance name search with the state, enter your LLC name. Make sure to include the designator. Then click “Continue”.

(if you do a pre-clearance LLC name search you don’t need to click “Name Availability Search”)

Initial Mailing Address (for the Texas Comptroller)

As of 2022, the state is now requiring an Initial Mailing Address. This address will be used by the Texas Comptroller to send franchise tax notices and reminders to your LLC.

This address can be your home address, office address, address of your Registered Agent (if you’re using Northwest; see below), a virtual office address, or a PO box address.

Article 2 – Registered Agent and Office

If you hired a Commercial Registered Agent (like Northwest):

  • Enter their business name (leave last name and first name blank)
  • Enter their street address in Texas
  • Select whether you want to upload the “Consent to Serve as Registered Agent” form (it should be provided by your Commercial Registered Agent)

(note: if you choose to upload the consent form, you’ll do that in a later step)

If your Texas LLC Registered Agent is an individual:

  • Enter their last name and first name (leave business name blank)
  • Enter their street address in Texas
  • Remember, the individual must be a resident of Texas
  • Select whether you want to upload the Consent to Serve as Registered Agent form (or keep it on file with your business records)

Some notes about your Texas LLC Registered Agent:

  • this address will be listed on public records
  • if you’re concerned about privacy read our Texas LLC Registered Agent page
  • the address must be a street address in Texas
  • if an individual, they must be a resident of Texas
  • a PO box address is not allowed
  • a mailbox rental address, private mailbox, or commercial mail receiving agency is not allowed
  • as per 4.007 and 4.008, appointing a Registered Agent without their consent can be considered a Class A misdemeanor, punishable with up to a $4,000 fine, up to 1 year in prison, or both
  • the duties of a Registered Agent are to receive, accept, and forward any service of process, notice, or demand to the LLC

Article 3 – Governing Authority

Note, “Governor” is a term that Texas uses for either an LLC Member or an LLC Manager.

If your LLC will be Member-managed, you’ll list the LLC Members (owners) in this section.

If your LLC will be Manager-managed, you’ll just list the LLC Manager(s) in this section.

At the top, select whether your LLC will be “managed by managers” (aka Manager-managed) or your LLC “will not have managers” (aka Member-managed).

Then click “Add Manager/Member” to begin adding your LLC Member(s)/Manager(s).

Enter their name and address and click “Update” to save. Once you’ve entered all Member(s)/Manager(s), click “Continue”.

Note: Most filers are entering individual people as Members/Managers. If that’s the case, leave “Business Name” blank. Having said that, an LLC Member/Manager can be a company.

Additional notes about Members, Managers, and LLC management:

  • As mentioned in the instructions, “A document on file with the secretary of state is a public record that is subject to public access and disclosure. When providing the address information requested, use a business or post office box address rather than a residence address if privacy concerns are an issue.”
  • You can use a PO Box address in Article 3
  • If you hired Northwest, you can use their address in Article 3
  • Members/Managers don’t have to be residents of Texas
  • Members/Managers don’t have to be US citizens or US residents
  • Members/Managers can be non-US citizens, non-US residents, and foreign companies
  • Members/Managers can be individuals or other companies

Supplemental Provisions/Information

In this section you can enter additional provisions to be made part of your LLC filing. Most filers leave this section blank, unless they’ve been instructed otherwise by their attorney.

Attachment/Letter of Consent

In this section you have the option to add an attachment to your filing, such as a Consent to Serve as Registered Agent (if you selected to do so in Article 2).

Note: Uploading the Consent to Serve as Registered Agent form is optional and not required.

The only requirement is having the consent from the Registered Agent, and having that on file with your LLC’s records.

Many filers still choose to upload it as “extra proof” since the Secretary of State will file and index the form with your LLC’s filing history.

If no attachments need to be uploaded, you can click “Continue”.

Organizer

  • Note: Being an LLC Organizer doesn’t automatically make someone an owner (Member) of the LLC. We recommend reading what is an LLC Organizer before completing this section.

Enter the name and address of the LLC Organizer and then click “Continue”.

Execution

If you are the LLC Organizer, type your full name in order to electronically sign the Certificate of Formation.

Delayed Effective Date:

  • We recommend reading LLC effective date since you may want to forward date your filing to January if you’re forming your LLC late in the year (October – December) but don’t need it open right away.
  • If you want your LLC to go into existence on the date you submit your online filing to the state (it’s effective same-day), don’t enter anything here.
  • If you want your LLC to go into existence on a future date, enter that date here.
  • Note, a delayed effective date can’t be more than 90 days ahead.

(Differences in effective date: If you file your Certificate of Formation online, by default, it’ll become effective on the day you file it. If you file your Certificate of Formation by mail, by default, it’ll become effective on the day the Secretary of State receives it. Both can be overridden by using a Delayed Effective Date.)

Review

Review the information you entered in your Certificate of Formation for accuracy and check for any typos.

If you need to make any changes, click “Edit Filing” at the top.

If everything looks good, click “Submit Filing (Fee: $300.00)” to complete your filing and submit it to the Texas Secretary of State.

Congratulations! Your Texas LLC filing has been submitted.

Now you just need to wait for the approval.

Note: The state charges a 2.7% convenience fee for online filings, so the total charge will be $308.

Texas LLC approval (online filing)

After filing your Texas LLC Certificate of Formation online, it will be approved within 2-3 business days.

Once your Texas LLC is approved, the Secretary of State will email you the following items:

Note: Click the links above if you’d like to see an example.

Check status: You can track the status of your LLC filing on the Texas Business Filing Tracker.

Next Step: Operating Agreement

Once you file your Certificate of Formation, and it is approved by the Secretary of State, you can then proceed to the next lesson: Texas LLC Operating Agreement.

Texas Secretary of State Contact Info

If you have any questions, you can contact the Texas Secretary of State at 512-463-5555. Their hours are Monday through Friday from 8am to 5pm, Central Time.


How to form a Texas LLC by mail

  • The video below starts with an overview of Texas LLCs, then at 7 min. 53 sec. you can see the Certificate of Formation being completed.
  • Download the Texas LLC Certificate of Formation (Form 205) and complete 2 copies.
  • Download the Consent to Serve as Registered Agent (Form 401-A). Just 1 copy is needed. This form is optional; you’re not required to file it with the Secretary of State. However, some people like to file it as proof that it’s on record.
  • Prepare a check or money order for $300 and make it payable to “Secretary of State”.
  • Mail your payment, your Certificate of Formation (2 copies), and your Consent to Serve as Registered Agent (optional) to:

Corporations Sections
Secretary of State
PO Box 13697
Austin, TX 78711-3697

Note: The reason you are sending 2 copies of the Certificate of Formation is so that you can get a stamped and approved copy mailed back to you.

Texas LLC - Formation Documents

Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(check out Northwest vs LegalZoom)

Texas LLC approval (mail filing)

After the Texas Secretary of State receives your LLC filing, it will be approved in 7-10 business days.

Allow 1 extra week for mail time. You’ll receive back the following documents:

Note: Click the links above if you’d like to see an example.

Check status: You can track the status of your LLC filing on the Texas Business Filing Tracker.

Next Step: Operating Agreement

Once you file your Certificate of Formation, and it is approved by the Secretary of State, you can then proceed to the next lesson: Texas LLC Operating Agreement.

Texas Secretary of State Contact Info

If you have any questions, you can contact the Texas Secretary of State at 512-463-5555. Their hours are Monday through Friday from 8am to 5pm, Central Time.

Matt Horwitz


Matt Horwitz
Founder & Educator, LLC University®
Matt Horwitz has been the leading expert on LLC education for the past decade. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC that other companies weren't offering. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.

43 comments on “Texas Filing Forms”

Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

  1. After I do these few steps I’m really worried do I need a lawyer right away ? If at all

    2) when should one get insurance over their LLC (cosmetics)

    Should I get a lawyer and insurance over my business before I start selling home based bath bombs/soaps

    • Hey Dionne, I just replied to your email. You don’t have to get a lawyer and insurance, but if you’re thinking about it, it might be a good idea. Hope that helps :)

  2. What if you have more than three governing persons who are member-managers of the LLC? We have four.

    • Hi Monique, in the ‘Supplemental Provisions/Information’ box on the Certificate of Formation write “See attached”. Then include an additional piece of paper with the additional Governing Persons’ information. You can type out something simple on the computer. The state doesn’t need anything fancy. Hope that helps.

  3. What if I have more than 3 governing persons ? We have a total of four.
    Do I just add and additional document of that page (#5) ??

    • Hey LaPorsha, please write “See attached” inside the ‘Supplemental Provisions/Information’ box on the Certificate of Formation. Then include an additional piece of paper with the additional Governing Persons’ information. You can type out something simple on the computer. The state doesn’t need anything fancy. Hope that helps.

  4. What exactly goes under “Supplemental Provisions/Information” box under Article 4 – Purpose? Is it mandatory to be filled out or will it be denied automatically when left bank?

    • Hi Ja, Article 4 (Purpose) and the “Supplemental Provisions/Information” box are two different sections (they kind of look like one section). Article 4 states what is sometimes referred to as a general purpose clause (“any and all lawful purposes”). The “Supplemental Provisions/Information” is optional, and is used if you’d like add additional Articles (statements/rules) about how your LLC is governed. Most filers just leave this section blank (unless they have something specific they’d like to add). Hope that helps.

  5. I have a question,I need all details as Im a bit confused what route to take.We have a corporation C,that has the same name as our DBA.We want to keep the name but transform one or the other into an LLC.Which way its easier the Dba into an llc? or the inc into an llc,?we definetly want to keep the same name.please help.Can you help with all this if yes what is the fee and how quick?Thank you, waiting for your quick reply.

  6. Where can I find business forms/documents for a veteran owned Texas LLC?

    • Hi Mandi, you can find that information here: Texas Veteran LLC. If anyone is reading this in the future, please note that the current Senate Bill 1049 expires January 1st, 2020. Hope that helps.

  7. Hi Matt,

    I am forming an LLC and was curious if I should put my personal address or business address in my “governing person” section?

    Thanks for the help!

    • Hi Megan, both are acceptable, so it’s your personal preference. If you’re concerned about privacy though, it may be best to use an address other than your home address since once your Texas LLC is formed, the information listed in your Certificate of Formation becomes public record. Hope that helps.

  8. Hi, Matt Horwitz, really great for putting your effort to give public awareness that filling LLC is not as though as they think. It is really simple steps if they follow your guideline. Most people freak out when it comes to LLC formation and go to different websites and pay them a lot for the same guideline that they can get it from LLC university for free.

    I have two concerns while was doing little research, can you please answer them ?

    Did not Texas state allow to file LLC document online and generate LLC formation within minutes rather than applying by mail and waiting for 5 to 7 days?

    Also, you file by mail and did a name search and that name available and put that name of LLC formation document and later on during 5 to 7 days of approval if that name taken by someone else then what you gonna do , what will be the status of that filled application with state. ?

    • Hey Manesh! Thanks for the kind words :)

      1.) Yes, you can form a Texas LLC online via SOSDirect. To create an account, click the link towards the bottom titled “request for SOSDirect Account”. The system is a little funny in that they make you enter your credit card before you’ve even started your LLC filing. It’s just a way to prevent fraudulent filings so don’t worry, they don’t charge your card until you go all the way through the online filing process and select “pay” at the end. And we’ll soon have instructions for SOSDirect in this lesson. However, the approval time is still the same whether you form your Texas LLC by mail or online via SOSDirect. Granted, you’ll save some “mail time” and online is easier, so there’s that.

      2.) If someone’s LLC with an identical or very similar name is approved while your mail filing is still in transit, then your LLC will be rejected and you’ll have to file again using a different name; either making a distinguishable variation to your desired LLC name or coming up with an entirely new LLC name.

  9. Hi Math,

    I really appreciate you information. it’s been so helpful.

    I want to form a LLC in Texas, but next year, I will move to Florida. My concern is that once I open the company in Texas. Do I have to closed it and open again in Florida?, or Can I just change the address)?. Please, clarify me this information because I do not want to pay twice for registrations and taxes, or do extra reports.

    Thank you.

    • Hi Karolina, you can’t just change the address of a Texas LLC to make it become a Florida LLC. If you’re moving to Florida, I would consider forming the LLC in Florida, then registering as a Foreign LLC in Texas. Then after you move, you can withdrawal that Foreign LLC qualification in Texas. Only bummer about that setup is that a Texas Foreign LLC Registration is currently $750. To save money, you could also also just wait to form the Florida LLC until you’re about to move (or have moved). Hope that helps.

  10. My daughter is purchasing a florist which has an associated LLC and an Inc with slightly different names (Xxxx Florst LLC and Xxxx Flowers inc). How do we go about consolidating into just the LLC and still reserving both names so no one can open a shop under the old inc name?

    • Hi Ray, we don’t cover mergers and it’s usually best to hire an attorney. You can find overview information on the Texas Secretary of State website: mergers and conversions. Hope that helps.

  11. Thanks for all the information, it makes the process easy.

    How easy or is it possible to change the registered office and governing person’s address?

    • Hey Hector, you’re very welcome. Form 401 (Change of Registered Agent/Office) would be used to update the Registered Office information. That is $15. Form 424 (Certificate of Amendment) would be used to update the Governing Person’s information. That is $150. Hope that helps.

  12. I filed the Certificate of Formation for my LLC in Texas. I just received a Certificate of Filing from the state with a date of effectiveness. Does this mean that it is officially approved or just that it is officially filed? Is there another approval document that I need to wait for in order to file Federally?
    Thanks!

    • Hi Deborah, that means your Texas LLC is officially approved. You should have received a stamped and approved copy of your Certificate of Formation and a Certificate of Filing. Hope that helps :)

  13. Hello Matt,

    Im filling out Form 205 to file for LLC in Texas. If I will be the member and another person the manager does that mean that we are both owners? I understand the difference between a member (owner) and a manager (runs the day to day and makes decisions), but there is no way to differentiate both in form 205. For SB 1049 purposes I would need to be 100% member (owner) of the LLC. Thanks for your help

    • Hi Jose, no, that doesn’t mean you are both Members. After you determine if you will have a Member-managed or Manager-managed LLC, you’ll make that selection at the top of Article 3. If you select “The limited liability company will have managers“, then you’ll only list the Manager(s). If you select “The limited liability company will not have managers. The company will be governed by its members“, then you’ll only list the Member(s). Either way, the ownership of the LLC will be set in your Texas LLC Operating Agreement. Hope that helps.

  14. Hi Matt,
    I have a couple of questions. Thanks in advance.
    I have started an llc 9 months ago as a single member llc in Texas. But 3 months ago I have added 2 members in to the llc. During this 9 months we didn’t do any business operatings. Even we don’t have a operating agreement or a bank account till now.
    So now I am looking to remove the other 2 members from the llc with their approval and again make it as a single member llc.
    As we I need to change the address of the llc.
    What should I do?

    Looking forward

    • Hi Sunny, how did you add the 2 Members? Did you have a “gentleman’s agreement” or did you file an Amendment with the Texas Corporation Section and add them to your Certificate of Formation? And if you look at your Certificate of Formation, which address are you looking to change… Article 2 (Registered Agent & Registered Office) or Article 3 (Governing Authority)?

  15. Hi Matt!
    Thank you for the great tutorials! I’m forming a single-member LLC and have an existing EIN# I’m using for my DBA. Do I need a new one or can I use the one I have?

  16. Thanks for this amazing free content! I followed your video instruction and formed an LLC a few days ago using the Texas SOSdirect online service. It was easy and simple. The turn around for me was one day. I submitted the filing form after 6 p.m. central time and received my official Certificate of Filing via email attachment the next afternoon around 3:30 pm central time. The effective time stamped on the COF was the date I submitted the form not the date I received the email which i thought was interesting. Again, thanks for the education!

    • Hey Pearl, you’re very welcome! Awesome to hear your Texas LLC was approved so fast. Sometimes the state likes to give itself more time than it needs ;) Yes, their system marks things effective when it “crosses their desk” (digitally speaking). You’re most welcome :)

  17. Hey Matt,
    I wanted to know if I could use a P.O Box as an address, or does it it have to be a “real” street address?

    Thanks

    • Hi Oz, it depends on which section you’re referring to. The Texas Registered Agent address cannot be a PO Box address. It needs to be a real street address in Texas. However, the addresses for the Governing Authority section can be PO Box addresses. And these addresses can be in Texas or outside of Texas. Hope that helps.

  18. Hi Matt.
    I just filed an application for the formation of an LLC in Texas. I received all the paperwork two days later and then I found out that the name of one of the Governing Members is incorrect. The last name is erroneus. How can I correct that name?

    • Hi Salim, you can file a Certificate of Correction (Form 403) with the Texas Secretary of State to fix the error. Hope that helps :)

  19. Hi Matt,

    I’m creating a LLC with 3 other members and I understand I need fill out the certificate of formation. If we do in December 2020, does that mean we have to file taxes for 2020, even if we have not done ANY business yet?

    Also once I create the LLC, I would apply for EIN after correct?

    Thanks,
    Giti Nassery

    • Hi Giti, yes, you are correct. The Certificate of Formation, once approved, is what creates your Texas LLC. An LLC with 3 Members is treated as a Partnership by the IRS. And while no taxes may be owed, the LLC will have to file Form 1065 (Partnership return) by March 2021. Form 1065 is an informational return, so it has to be filed each year. Your Texas LLC will also need to file a Texas LLC Franchise Tax Report (most likely a Texas LLC “No Tax Due” Franchise Tax Report), but still, it would need to be filed in May 2021.

      Something to consider:
      If you don’t need your Texas LLC open in 2020, you can file the LLC now, but use a “delayed effective date” and have the LLC go into effect on January 1st 2021 (or later). This will make your first 1065 Partnership Return not due until March 2022 and your first Texas Franchise Tax Report not due until May 2022. We have information above on this page about using a delayed effective date. Hope that helps!

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