Texas Filing Forms

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Forming a Texas LLC:
Certificate of Formation Instructions

How to form an LLC in Texas
This Quick Start Guide is a brief overview of how to form an LLC in Texas.

Detailed Lessons:

 

Texas LLC costs:
State filing fee: $300
Annual franchise tax: $0 (for most LLCs)

Need help?
Hire a reliable service to form your Texas LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(check out Northwest vs LegalZoom)

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 Texas LLC.

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.

If you’re forming a Texas veteran-owned LLC, your filing is free.

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.

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 you can find some information here: Texas Professional LLC.

Need to save time? Hire a company to form your Texas 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 ([email protected]) 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.
If you’re forming a veteran-owned Texas LLC, your filing is free. But not if you file online. You need to file by mail. If you’re a veteran, thank you for your service! We have instructions for you here: Texas veteran LLC.

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 preclearance name search with the state, enter your LLC name. Make sure to include the designator. Then click “Continue”.

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

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 it isn’t 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 once it’s received by the Secretary of State, 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.

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.


Video Transcript:

The following information is provided for educational purposes only and in no way constitutes legal, tax, or financial advice. For legal, tax, or financial advice specific to your business needs, we encourage you to consult with a licensed attorney and/or CPA in your state. The following information is copyright protected. No part of this lesson may be redistributed, copied, modified or adapted without prior written consent of the author. A Limited Liability Company is a hybrid between a corporation and a partnership. An LLC protect your assets in the event of a lawsuit. In order to form your LLC, you must file LLC Formation Documents with the Secretary of State. Once your documents are approved and sent back to you, your LLC is now in existence and authorized to do business in the State. We have spent considerable time to make the details of this video simple and easy to understand. However, we cover a lot of ground and you are going to hear a lot of new terminology. We do recommend that after you watch this video, you watch it a 2nd time in order to fully comprehend all the information provided. Please make sure you have watched the 1st lesson on researching your LLC’s name. Your desired LLC name must be available for use before you proceed with filing your LLC Formation Documents. Your LLC is required to list a Registered Office and a Registered Agent within your LLC Formation Documents. The Registered Office is a physical address (it cannot be a PO Box that is located in the State where your LLC is formed). A Registered Agent is a person or a company who agrees to accept legal mail and important documents on behalf of your LLC. The Registered Agent is located at the Registered Office and is generally accessible during normal business hours. As we mentioned, a Registered Agent can be a person or a company who has an address in the state where your LLC is formed. You, as an individual, can be your LLC’s Registered Agent. However, your LLC cannot be its own Registered Agent. For individuals who have an address in the State, it is most common that they serve as the LLC’s Registered Agent. Having said that, the individual person you choose as a Registered Agent does not need to be a member of the LLC. It can be a friend, a family member, or, frankly, anyone you know who agrees to accept Service of Process on behalf of your LLC. Service of Process. “Service of Process” is the delivery of legal mail and important documents sent from the State or law firm to your LLC. Correspondence from the State can include items such as Annual Report notices, late notices, and copies of Formation Documents. Legal documents can include items such as subpoenas and/or complaints for legal action. Again, the purpose of designating a Registered Agent is to authorize someone to accept Service of Process on behalf of your LLC. Consent to serve as Registered Agent. Whoever agrees to be a Registered Agent must sign a consent form called “Consent to Serve as Registered Agent”. You can find this form in the “Downloads” Section below this video. The “Consent to Serve as Registered Agent” form does not need to be mailed in with your LLC Formation Documents. In fact you don’t need to mail this document anywhere. The “Consent to Serve as Registered Agent” form is an “internal document”, meaning that you will just keep it with your business records. Takeaways: the purpose of a Registered Agent and its Registered office is to be a point of contact for the State and to accept Service of Process for your LLC. You or (someone you know) can be your LLC’s Registered Agent, so long as they have a physical address located in the State. If you don’t have an address in the State that you can use, you can hire a Commercial Registered Agent. Commercial Registered Agents. A Commercial Registered Agent is a company that specializes in receiving service of process on behalf of businesses nationwide. They typically charge between $100-250 per year. If you need a Commercial Registered Agent, we have a few recommendations that can be found below this video with their names, phone numbers, and links to their websites. Now, let’s discuss your LLC Formation Documents. The name of the LLC Formation Document for the State of Texas is called the Certificate of Formation. This document is not complicated and contains basic information, including listing your Registered office and Registered Agent. It will also require you to list your LLC’s name, and the name and address of the LLC member or members. No need to stress out, we will walk you through the details of the Certificate of Formation in just a couple minutes and we’ll make sure that you get it filled out correctly. If you need a Commercial Registered Agent, you will first need to hire them, and then obtain their address before finalizing and mailing your Certificate of Formation. Submitting your Certificate of Formation. You will find a filing fee amount, accepted forms of payment, and the address where to send your Certificate of Formation to below this video. You will need to mail 2 copies of your Certificate of Formation, along with your filing fee to the State. There are no additional cost or filing fees to form your LLC. Once you mail the filing fee along with 2 completed copies of the Certificate of Formation, you can expect 2 things: first, within 5-7 business days, the State will send you back a copy of the Certificate of Formation with a stamp of approval. Your LLC is now a legally formed business in the State of Texas. Until you have confirmation your LLC has been officially approved, do not order your EIN (your Federal Tax ID Number or start to use your LLC for any business purposes. Second, in approximately 2 months, you will get a letter from the Texas State Comptroller (the division responsible for tax-related items). This letter will instruct you on filing your Annual Franchise Tax Report, which all LLCs in Texas are required to file. Annual Reporting and Taxes. Regarding the Annual Reporting requirements, your LLC is required to file 2 documents on a yearly basis. The first is the Franchise Tax Report which is filed with the Texas State Comptroller, not the Corporation Section. The Corporation Section is the office in which you mail your LLC Formation Documents. Remember, the Texas State Comptroller is a division that handles tax related-items. The second is a Public Information Report (or PIR) that must also be submitted with your Franchise Tax Report. These reports are not easy to complete yourself. They are tax documents, and we recommend you get help from your accountant or tax professional because you will need to decipher gross receipts, dividends, interest, losses gains, and other financial details. Even if your LLC does not generate revenue or have business activity within a given tax year, you will still be required to file this annual paperwork with the State. We highly recommend that you hire a tax professional when dealing with taxes for your LLC. In fact, it’s a good idea to start looking for a tax professional once your LLC is formed. So you can find someone who you are comfortable with and will help you grow your business. We are now ready to fill out the Certificate of Formation. You can download this document below this video. Let’s get started. Here we are inside the Certificate of Formation. This is a 6-page PDF document. Pages 1-3 have commentary and instructions and details. Feel free to read through if you’d like, but we have covered all this information in this video. I’m going to go down to page 4. I’m going to begin filling out the Certificate of Formation. Do note that I have a professional version of Adobe Acrobat. You may have just a simple version of Adobe Reader, and you may not be able to have as much functionality to edit and manipulate the document on the computer. If you can, feel free to fill this document out on the computer, or you can print it out and then fill it out by hand. If you do fill it out by hand, make sure that you use a blue or black ink. Another thing to make an important note of is the top. you’ll see that it says “Submit in duplicate to Secretary of State” with the address and the filing fee. What they mean by “Submit in duplicate” is that, basically, you need to fill this document out twice, so you can either fill the entire document out, make a copy of it in a copy machine, and then mail that along with the filing fee, or, if you don’t have a copy machine, you’re just going to basically print this document out and fill it out twice. Also, below our video, we have the mailing address for the Texas Secretary of State and the filing fee. Right now, the time of this recording, this P.O Box that you see in the video is the address. However, you might be watching this video in the future so please go ahead and look below this video and make sure that the address or, rather, look below this video and use the address that we mentioned there as that’s the most up-to-date mailing address. All right, let’s get started. Under Article 1, I’m going to go ahead and list my LLC’s name. Remember to include the designator “LLC” or “L.L.C”. Also, in this example, I’ve used a comma. The comma is not required so it’s a personal preference. You can use one if you’d like, or you can leave it out if you prefer. Let’s go down to Article 2 where we’re going to list our Registered Agent and the Registered Office. You’re first going to select “A” or “B”, and then put an address in Section C. You’re going to select Section A if you used a Commercial Registered Agent. If you, or someone you know is going to be the Registered Agent, you’re going to list their name in Section B. Then you list their address in Section C. I’m just going to go through both examples real quick. So let’s say that you or someone you know is going to be the Registered Agent for the LLC. I’m going to go ahead and check off or put an X in the box next to “B”, and I’m going to go ahead and list myself. I’m going to be the Registered Agent for this LLC in this example. “John Doe”, and then I’m going to go ahead and fill my address in Section C. This is what Article 2 will look like if you or someone you know is going to be Registered Agent: you’re going to have checked off “B”, list their name, and then their mailing address. Let’s see what this Section would look like if you used a Commercial Registered Agent. Let’s say that I’ve hired Northwest Registered Agent as a Registered Agent for my LLC. I’m going to go ahead and check off “A”, and I’m going to list their name on this field here. And now I’m going to list their address in Section C. Don’t worry that they don’t actually have a street address. Because they’re an authorized Registered Agent with the State, this is their actual street address. Now, 1 thing: you’re not going to have Section A and Section B checked off together. Again, it’s “A” if you’re using a Commercial Registered Agent, or “B” if you or someone you know is going to the Registered Agent for the LLC, and in Section C, you list the address. Let’s go down to Article 3 (“Governing Authority”). In this Section. you’re going to check off Box B to denote that your LLC will be run by its own members. You can see here “the limited liability company will not have managers”. These are external people that run your company and instead, the company will be governed by its members and their names and addresses are below. You basically have 3 boxes in Article 3 for the names and addresses of the LLC’s members. If you’re a Single-Member LLC (which in this example I am), you’re just going to list your name and address in this box. If you have multiple members, again you’re going to list their names and their addresses in “Governing Person 2” and the box for “Governing Person 3”. I’m going to go ahead and fill out “Governing Person 1” right now. All right, I now have Article 3 complete. Again, remember, if you’re a single member, just going to have someone in “Governing Person 1”, or if you’re Multi-member, you’re going to list out all those members in the boxes. All right, Article 4 “Purpose”. “The purpose for which this company is formed is for the transaction of any and all lawful purposes for which a limited liability company may be organized under the Texas Business Organizations Code”. And in this case, because you have no supplemental provisions or information, Article 4 you can just leave blank. All right, let’s go down to the next section of this document. We’re now on the final page of the PDF, and at the top I’m going to list the Organizer (which is myself), the person forming the LLC, and I’m going to include my name and address. This will most likely be your own personal information. Once that is complete, I’m going to go down to the “Effectiveness of Filing”. You’re going to check off Box A (this document becomes effective when filed with the secretary of state). Now, I’m going to scroll down to the Execution Section. This section is quite simple. You’re basically going to list the date on the left, you’re going to sign on the 1st line, and then write your name on the line below. Regarding the date, you can type the date out, or write the date out, you know, such as February 15th, and then the year, or you can write “2/15/the year”. Either 1 is acceptable. Now, if you’re forming your LLC in December and you don’t actually need to be doing business this month, it’s best to go ahead and date the document in January of the following year, because if you form your LLC and it’s approved in December, you actually have to file a tax return for that year and it’s a little bit more of a headache in terms of paperwork so, if you can wait a couple more weeks, we recommend going ahead and filing in January if it’s December the time you’re watching this video. Also a lot of people do ask about the date (if it needs to be the exact date that they drop the documents in the mail). It doesn’t need to be the exact date, but you cannot back-date or forward-date this document (I would say more than a couple days). 1 other thing to make note of here, is that this document does not need to be notarized. Again, you’ll simply fill it out on the computer, and print it out (or print it out and fill it out by hand), and then simply send this along with your filing fee to the State. And that wraps up the Certificate of Formation. Again, down in “Execution” you date, sign, and list your name. Remember to include 2 copies of the Certificate of Formation and your filing fee, and make sure check the address and the filing fee amount below this video, send those 2 documents and your filing fee to the State, and within 5-7 business days you’re going to receive back these documents with a stamp of approval. And that concludes this lesson.
Need to save time? Hire a company to form your Texas 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
Founder & Educator, LLC University®
Forming an LLC shouldn't be so complicated. Our step-by-step guide will make the process a breeze – and no complex legal jargon! LLC University® teaches people how to form an LLC for free in all 50 states. We hope you find our free guides and resources helpful in your business journey.
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.

43 Comments

  1. Dionne December 24, 2016

    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

    reply
    • Matt Horwitz December 24, 2016

      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 :)

      reply
  2. Monique November 6, 2017

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

    reply
    • Matt Horwitz November 8, 2017

      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.

      reply
  3. LaPorsha Edmun November 7, 2017

    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) ??

    reply
    • Matt Horwitz November 8, 2017

      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.

      reply
  4. Ja November 13, 2017

    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?

    reply
    • Matt Horwitz November 14, 2017

      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.

      reply
  5. Acteea December 16, 2017

    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.

    reply
    • Matt Horwitz December 22, 2017

      Hi Acteea, you can file a conversion and convert your Texas Corporation to a Texas LLC, using the same name, but changing your designator (“Inc.” to “LLC”). The form is called “Certificate of Conversion of a Corporation Converting to a Limited Liability Company” (Form 632). Here’s the link: https://www.sos.state.tx.us/corp/forms/632_boc.pdf. Hope that helps.

      reply
  6. Mandi January 26, 2018

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

    reply
  7. Megan J March 12, 2018

    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!

    reply
    • Matt Horwitz March 21, 2018

      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.

      reply
  8. Sam April 1, 2018

    Hi Matt,
    can I use P.O box for llc formation as address?
    Thank you

    reply
    • Matt Horwitz April 2, 2018

      Hi Sam, for Article 2 (Registered Agent), no, that address cannot be a PO Box. It must be an actual physical street address in Texas. And as per BOC § 5.201, it also cannot be a private mailbox service, like The UPS Store. However, for the address(es) in Article 3 (Governing Authority), you can use a PO Box or any address you’d like, including a mailbox rental or virtual office address. Hope that helps.

      reply
      • Sam April 6, 2018

        Hi Matt,
        thank you for your replying. I know that after you file your information will be published to the public. I will use my home address but I don’t want to see my personal address to everyone online. Is there any way that you can ask the state to hide your personal information from the public? or Is there any other State that does not publish your personal information?
        And one more question? What are the advantages and disadvantage of filing a company from Delaware state?
        Thank you

        reply
        • Matt Horwitz April 6, 2018

          Hi Sam, no, by default, the Certificate of Formation is public record. If you’re looking for privacy for the Governing Person’s address as well as the Organizer’s address you can rent a private mailbox (usually $15 to $30 per month). Another more affordable option is to hire a Commercial Registered Agent in Texas that will let you use their address throughout your Certificate of Organization (the Registered Agent address, Governing Person address, and Organizer’s address). Northwest Registered Agent will allow you to do just that. Any any mail that is sent to your Texas LLC will be scanned by them and then uploaded into your online dashboard. And while yes, there are other states that have less information that will go on public public, it won’t matter because you’re doing business in Texas. If you form an LLC out of state you’ll have to register that LLC as a Foreign LLC and you’ll be right back to the same problem. That, in addition to higher filing fees because you’re now maintaining two LLC registrations. Even worse, a Foreign LLC registration in Texas is currently $750 (as opposed to a Domestic LLC which is $300). We’ve expressed our thoughts about Delaware LLCs here: Should you form an LLC in Delaware? Hope that helps!

          reply
      • J Perkins December 21, 2018

        How can you have a virtual office address? I’d rather not have my home address as public on my website or public records.

        reply
  9. Manesh April 4, 2018

    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. ?

    reply
    • Matt Horwitz April 6, 2018

      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.

      reply
  10. Karolina May 7, 2018

    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.

    reply
    • Matt Horwitz May 16, 2018

      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.

      reply
  11. Ray June 11, 2018

    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?

    reply
    • Matt Horwitz June 18, 2018

      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.

      reply
  12. Kimberly June 19, 2018

    How do I go about having someone removed from my Certificate of Formation?

    reply
    • Matt Horwitz June 19, 2018

      Hi Kimberly, you’ll want to sign a Resolution (agreement) among the existing LLC Members agreeing to the Member being removed, then you’ll amend your Operating Agreement, then you’ll file a Certificate of Amendment (Form 424) with the Texas Corporations Section. If the LLC will drop to 1 owner you also need to notify the IRS that the LLC’s classification of taxation will be changing from Partnership taxation to Sole Proprietorship taxation. Hope that helps.

      reply
  13. Hector June 29, 2018

    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?

    reply
    • Matt Horwitz July 31, 2018

      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.

      reply
  14. Deborah Marcus July 12, 2018

    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!

    reply
    • Matt Horwitz August 12, 2018

      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 :)

      reply
  15. Jose December 18, 2018

    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

    reply
    • Matt Horwitz December 19, 2018

      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.

      reply
  16. Sunny February 3, 2019

    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

    reply
    • Matt Horwitz February 12, 2019

      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)?

      reply
  17. Lynda February 13, 2019

    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?

    reply
  18. Pearl February 22, 2019

    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!

    reply
    • Matt Horwitz February 22, 2019

      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 :)

      reply
  19. Oz February 28, 2019

    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

    reply
    • Matt Horwitz February 28, 2019

      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.

      reply
      • Oz March 6, 2019

        Thanks Matt! Yea that was what I was talking about.

        reply

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