Choosing a Registered Agent for your Texas LLC
Before filing your Certificate of Formation (Form 205) with the Secretary of State, you need to choose a Registered Agent for your Texas LLC.
(We’ll discuss filing your Texas Certificate of Formation in the next lesson.)
What does a Registered Agent do?
A Registered Agent is a person or company who agrees to accept Service of Process and state notices on behalf of a business entity.
Legal mail (called Service of Process) is sent if your LLC is involved in a lawsuit.
The Texas Secretary of State will also use your Registered Agent’s address as your LLC’s point of contact for official notices sent to your business.
Special offer: If you hire Northwest to form your LLC ($39 + state fee), they’ll include their Registered Agent service free for the 1st year.
As per Section 5.201 of the Business Organizations Code, all Registered Agents must have a physical street address located in Texas.
A Texas Registered Agent address (called the Registered Office) can’t be:
- a PO Box address
- a mailbox rental service or telephone answering service
Texas Registered Agents should also be generally available during regular business hours (9am – 5pm) in case Service of Process arrives.
Service of Process includes the delivery of legal documents such as a:
Why does my LLC need a Texas Registered Agent?
Your LLC’s Registered Agent is a key component to how the court and legal systems work. Requiring all Texas LLCs to keep a Registered Agent on file with the state makes sure that delivery of legal mail and court documents can be properly tracked.
This is similar to how ‘certified mail return receipt’ works, but in the legal world, this is how process servers (people delivering legal documents) create a record that something was delivered.
Who can be a Texas Registered Agent?
You have 3 options for who can be the Registered Agent for your Texas business:
- You can be your LLC’s Registered Agent in Texas (Are there risks?)
- A friend or family member can be your LLC’s Registered Agent
- You can hire a Texas Registered Agent Service, also known as a Texas Commercial Registered Agent
What’s the best Registered Agent option to choose?
If you have a physical address in the state of Texas, are at least 18 years old, and don’t mind your address being on public record you can be your LLC’s Registered Agent.
If you don’t have a physical address in Texas, but a friend or family member does – and they are willing to let you use their address – then they can be your Texas Registered Agent. They’ll need to be available during normal business hours and they shouldn’t mind having their address being listed on public record.
If you, your friends, or family members don’t want to be your LLC’s Registered Agent – or you don’t want your address on public record – you can hire a Registered Agent Service.
Is a Registered Agent address public?
Yes, your Texas Registered Agent address is public record. In fact, all information you enter in your Certificate of Formation becomes public record with the Texas Secretary of State.
While you do have the option to be your own Texas Registered Agent (or use a friend or family member), you may not want to have your address listed in public records.
Not only is this information searchable by the public, but other websites download the state’s records and republish them on their website. Then things begin to multiply as other “public record websites” take that same information and list it on their website again (and the process repeats itself).
Pretty soon your address is listed on various websites and people can easily find it by doing a Google search.
If you’d like to keep your address off of public records, we have a strategy for that.
Texas Registered Agent Service
Note: The terms “Registered Agent Service” and “Commercial Registered Agent” mean the same thing. We’ll mostly use “Registered Agent Service” in this guide.
What is a Registered Agent Service?
A Texas Registered Agent Service specializes in receiving Service of Process (legal mail) on behalf of your LLC.
How much is a Registered Agent Service?
Most Registered Agent Services in Texas cost between $100 and $300 per year.
The Texas Registered Agent Service we recommend is Northwest Registered Agent ($125 per year).
Why we recommend Northwest Registered Agent
Northwest Registered Agent is our personal recommendation because they’re the Registered Agent Service we use ourselves. They’ve been in business for over 20 years, have great customer service, and they let you use their address in your entire LLC filing in order to keep your own address private – and off public records.
Keeping your address off public records with Northwest
Many filers in Texas start businesses from their home. This means they don’t have a Texas business address to list as their Texas Registered Office address, and instead may need to use their home street address on their filing.
For this reason, it’s important to know that all addresses that are listed in your LLC’s Certificate of Formation (Registered Agent address, Governing Person’s address, and Organizer’s address) get listed on public records.
If you were thinking of using your home address, but would rather keep it off public records, you can hire a Registered Agent Service that will allow you to use their real Texas business address throughout your Certificate of Formation.
Northwest Registered Agent provides this unique service at no additional cost. They offer Registered Agent services for $125 per year and they’ll let you use their address throughout your Certificate of Formation.
Any mail that is sent to your LLC will be scanned by them and uploaded into your secure online account.
Special discounted pricing for LLC University® readers
Northwest usually charges $100 + state fees to form an LLC. However, we’ve negotiated a discounted rate (60% off) for LLC University® readers.
Risks of being your own Registered Agent in Texas
As mentioned above, you can be your LLC’s Registered Agent in Texas.
Besides the address privacy we mentioned, there are other risks to being your LLC’s Registered Agent.
These risks are not extremely likely to occur, but if they do, you could lose your liability protection and the Texas Secretary of State has the power to administratively shut down your LLC if you’re not in compliance with state laws.
This can happen if you don’t “continuously maintain” (keep) a Registered Agent on file, or if the Secretary of State can’t reach your LLC’s Registered Agent.
Additionally, if a process server (the person who delivers court documents and notices of lawsuits) can’t reach your Texas Registered Agent, a court case can proceed in your absence and you might not even know about it. Or worse, the court could enter a default judgment against your LLC if you aren’t there to defend yourself.
A few reasons a process server might not be able to reach your Texas LLC’s Registered Agent:
- You, your friend, or family member are not there during business hours
- You/they are on vacation or out of town
- You/they moved and you forgot to file a Change of Registered Agent with the Texas Secretary of State
Consent to Serve as Registered Agent (Form 401-A)
As per Section 5.2011 of the Texas Business Organizations Code, the person or company who will be your LLC’s Registered Agent must agree to this by giving their written consent.
This can be done on Form 401-A.
While you can include Form 401-A with your LLC Certificate of Formation (the form that creates your LLC), this is not required.
Under the state’s rules, as long as you have a copy of Form 401-A on file with your LLC records, your LLC is in compliance.
Having said that, many filers choose to submit their Consent to Serve as Registered Agent to the Secretary of State so it’s on file for “extra proof.” The Texas Secretary of State will file and index the form with your LLC’s filing history.
If you look on page 3 of the form, there are two sections where someone can sign.
If you or someone you know will be your LLC’s Registered Agent, you/they will enter your name and sign on the top half of the form.
If you decide to hire a Texas Registered Agent Service, they will provide you this form (signed), and they will have completed the bottom half.
It’s also important to note that as per Sections 4.007 and 4.008, appointing a Registered Agent without their consent is a Class A misdemeanor. Class A misdemeanors can be punishable with up to a $4,000 fine, up to 1 year in jail, or both.
Point being, don’t appoint someone you know as your Registered Agent unless they know what they’re doing and they agree to be your Registered Agent.
Your LLC always needs to have a Registered Agent
If the Texas Secretary of State receives notice that your Texas business no longer has a Registered Agent, they may terminate your LLC.
If you or someone you know will be your LLC’s Registered Agent, and they move, you’ll need to file Form 401 to update/change your records with the Secretary of State. Alternatively, you can update this information via SOSDirect.
If I’m the Registered Agent, am I liable for the LLC?
No. As per Section 5.208, just because a person is the Registered Agent for an LLC, that in and of itself doesn’t mean they will be held responsible for the LLC’s debts, liabilities, or obligations.
Next Step: Texas Certificate of Formation
Once you determine who will serve as your Texas LLC’s Registered Agent, you can learn how to file your Texas LLC Certificate of Formation.
If you plan on hiring a Texas Registered Agent Service (a Commercial Registered Agent), please do so before going to the next step. You’ll need their address for your Certificate of Formation.
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Texas Registered Agent FAQs
Yes, you can be your LLC’s Registered Agent. Texas law allows any consenting adult who is a Texas resident to be your LLC’s Registered Agent. That includes you, a friend, or a family member.
Just know that anyone serving as your Registered Agent will have their address made public record as your Registered Office address.
If you aren’t comfortable with your address being on public record, then you can hire Northwest Registered Agent as your Registered Agent Service. They’ll let you use their own business address for their Texas office throughout your formation documents so your information remains private while still meeting all Texas legal requirements.
Most Texas Registered Agent Services cost between $100 and $300 per year.
If you’re looking to save money and have an address in the state where you can be available during regular business hours, you can be your LLC’s Registered Agent. (This can be a home address or a business address).
If you don’t have an address in the state or don’t want your address to be on public records, we recommend hiring Northwest Registered Agent as your Registered Agent Service.
They have exceptional customer service and will let you use their address to keep yours off of public records.
You actually don’t need to register with the state to be a Texas Registered Agent for an LLC.
All you need to do is list yourself in the Certificate of Formation and keep a completed copy of Form 401-A with the LLC’s business records.
No, your LLC can’t serve as a Registered Agent for itself.
While a Texas LLC can appoint another company (which can be another LLC, a Corporation, or any entity), the LLC can’t serve as its own agent.
Although there are a few states that allow this, Texas doesn’t allow LLCs to be their own Texas Registered Agents.
You can learn how to get a Texas LLC yourself by following the instructions in our Texas LLC Certificate of Formation guide. We break down the entire process for you, step-by-step.
Texas Tax Code: Section 171.534
Secretary of State: Registered Agent
Secretary of State: Service of Process
Secretary of State: Registered Agent FAQs
Business Organizations Code: Section 5.201
Business Organizations Code: Section 5.2011
Business Organizations Code: Section 5.202
Business Organizations Code: Section 5.203
Business Organizations Code: Section 5.204
Business Organizations Code: Section 5.205
Business Organizations Code: Section 5.206
Business Organizations Code: Section 5.207
Business Organizations Code: Section 5.208
Form 401-A Consent to Service as Registered Agent
Secretary of State: FAQ for Persons Attempting Service of Process