How to Form an LLC in Texas

By Larissa Bodniowycz, J.D.

How to Form an LLC in Texas

By Larissa Bodniowycz, J.D.

Forming an LLC in the State of Texas is a fairly straightforward process. As with any other state, Texas has specific requirements that must be followed when filing to form an LLC. The laws that govern forming and operating an LLC in Texas appear in Title 3 of Texas' Business Organizations Code.

In Texas, interested parties typically begin their LLC filings by registering with the Secretary of State. All necessary forms are filed and processed through this state office, including naming and formation requirements. Required fees are paid to this office, too.

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1. Name your LLC.

The first step to forming your LLC is naming it. There are a few requirements and restrictions on LLC names in Texas. The name must include "LLC" or "limited liability company." The name cannot be the same as or "deceptively similar" to another LLC already registered in Texas. You can call or email the Texas Secretary of State to check for a conflict, or you can do it yourself online for a small fee. The name cannot imply that the business is associated with a government agency.

In addition to complying with Texas' rules for LLC names, LLC owners should make sure that proposed LLC name does not conflict with trademarks of any existing businesses. This will help avoid a trademark infringement action against the LLC or being forced to change the business name.

2. Decide on a registered agent and office.

Texas, like all states, requires that LLCs designate a registered agent and office. A registered agent is a person designated as the authorized agent of the LLC for purposes of communications with the state and service of legal notices. The registered office is the location where the registered agent can receive mail and service of legal notices during business hours.

In many cases, one of the LLC owners can serve as the registered agent, and the business address can serve as the registered office. The business's mailing address, however, cannot be used as the registered office address if it is a P.O. box. The registered office must be a physical address, not a P.O. box. Home-based businesses that do not want their home address to be public record can pay for a service to serve as their registered agent and office. These services usually charge a flat, inexpensive annual fee for serving as the registered agent.

3. Submit the certificate of formation.

The next step to forming a Texas LLC is to complete and submit the certificate of formation for a limited liability company. The form certificate of formation can be found on the Texas Secretary of State's website.

The form requires basic information about the LLC, including its name, contact information, registered agent, registered office, names of members, and names of managers. The names of members and managers can be changed after the form is submitted.

Once the form is completed, it must be submitted to the Texas Secretary of State for review and filing along with the filing fee. The filing fee is subject to change. The current fee can be found on the Texas Secretary of State's website.

After you file your certificate of formation, you simply wait for the Texas Secretary of State to notify you that your LLC's certificate of formation has been accepted and filed. Once it has, your Texas LLC is officially formed. If you have not received a response in a few weeks, you can call or email the Texas Secretary of State to check on the status of your filing.

4. Draft an operating agreement.

Although not required by Texas law, it is highly recommended that all LLCs draft an operating agreement. An operating agreement sets out basic rules for how the LLC will operate and who will manage it. It is similar to bylaws for a corporation.

Once you have received approval of your certificate of formation from the Texas Secretary of State, you can begin operating your LLC.

Forming an LLC in Texas is usually a painless process if each step is done correctly. Once the paperwork is filed, the fees are paid, and the operating agreement is drawn, your new LLC will be ready for business. A lawyer may be a valuable resource if you need additional guidance or legal insight throughout the process of forming an LLC in the state of Texas.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.