⚠️ Educational Information Only: This guide provides general information about the Texas Certificate of Formation filing process, not legal advice. Filing procedures can change. This content is intended for general educational purposes and is not tailored to any individual or business. Consult a qualified Texas attorney for guidance specific to your situation.
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Filing a Certificate of Formation with the Texas Secretary of State is the process that officially creates your LLC or corporation. This step-by-step guide walks through the complete filing process from initial preparation through receiving your approved formation documents.
Before You Begin: Pre-Filing Preparation
Before starting the filing process, gather the following information:
- Your desired entity name (with appropriate designation: LLC, Inc., etc.)
- Registered agent name and physical Texas address
- Management structure decision (for LLCs: member-managed or manager-managed)
- Names and addresses of organizers or initial directors
- Payment method (credit card for online filing, check for mail filing)
Complete Step-by-Step Filing Process
Step 1 Check Name Availability
Where: Texas Secretary of State SOSDirect website (direct.sos.state.tx.us)
What to do:
- Navigate to the business name search tool on SOSDirect
- Search for your desired business name
- Review results for identical or similar names
- Verify your name includes required designation (LLC, Inc., Corp., etc.)
Important notes:
- Name must be distinguishable from existing entities
- Search results are not a guarantee but help identify conflicts
- Secretary of State makes final determination when processing your filing
- If name is taken, you'll need to select an alternative
Step 2 Confirm Your Registered Agent
Requirements:
- Must be a Texas resident (individual) OR entity authorized to do business in Texas
- Must have a physical street address in Texas (no P.O. boxes)
- Must be available during normal business hours
- Must consent to serve as registered agent
Options:
- Yourself: If you have a physical Texas address
- Another individual: Business partner, employee, or family member in Texas
- Professional service: Registered agent company (typically $100-300/year)
Step 3 Obtain the Correct Form
Form selection by entity type:
- Form 205: Domestic Limited Liability Company (LLC)
- Form 201: Domestic For-Profit Corporation
- Form 204: Domestic Professional Corporation
- Form 211: Domestic Limited Partnership
Where to get forms:
- Online filing: Forms integrated into SOSDirect system
- Mail filing: Download PDF from sos.texas.gov
Step 4 Complete the Formation Document
Required information to provide:
For all entities:
- Entity name with proper designation
- Registered agent name and physical Texas address
- Registered office address (same as agent's address)
- Organizer name and address (person filing the formation)
- Duration (typically "perpetual")
For LLCs specifically:
- Management structure: member-managed or manager-managed
- If manager-managed: names and addresses of initial managers must be included
- If Member-managed, you must list the name and address of each initial member.
For corporations specifically:
- Purpose statement (most use broad general purpose)
- Initial directors OR statement that directors will be named in bylaws
- Authorized shares (if not using standard provision)
Step 5 Choose Filing Method: Online or Mail
Compare Your Options
| Factor | Online (SOSDirect) | Mail Filing |
|---|---|---|
| Processing Time | 5–7 business days (standard) | 3–4 weeks |
| Payment Method | Credit/debit card | Check or money order |
| Confirmation | Electronic, immediate | Stamped copy by mail |
| Expedited Options | Yes (additional fees apply) | Yes (additional fees apply) |
| Account Required | Yes (free SOSDirect account) | No |
| Ease of Use | Guided online form | Manual PDF completion |
Most commonly chosen: Online filing through SOSDirect due to faster processing and immediate confirmation.
Step 6 Submit Your Filing and Payment
Option A: Online Filing via SOSDirect
- Go to direct.sos.state.tx.us
- Create a free SOSDirect account (if you don't have one)
- Log in and select "File a Document"
- Choose "Certificate of Formation" and your entity type
- Complete the online form with your prepared information
- Review all information carefully
- Select standard or expedited processing
- Enter payment information (credit/debit card)
- Submit your filing
- Save confirmation number and receipt
Option B: Mail Filing
- Complete the appropriate PDF form
- Print and sign the document
- Prepare check or money order payable to "Secretary of State"
- Include filing fee ($300) plus any expedite fees
- Mail to:Secretary of StateP.O. Box 13697Austin, TX 78711-3697
- Keep copy of mailing receipt for records
Step 7 Receive and Save Your Filed Certificate
What to expect:
If filing is approved:
- You'll receive a filed copy of your Certificate of Formation
- Document will include a file number (your entity's official identification)
- Online filers receive electronic copy via email
- Mail filers receive stamped copy by mail
- Your entity officially exists as of the filing date on the certificate
If filing is rejected:
- Secretary of State returns filing with explanation of deficiencies
- Review rejection reason carefully
- Correct identified errors
- Resubmit corrected filing with new payment
- Note: Rejection doesn't reserve your name; it could become unavailable
Essential Post-Filing Checklist
Filing your Certificate of Formation is only the first step. Complete these essential tasks after formation:
✓ Immediate Next Steps (First 30 Days)
1. Obtain Federal EIN (Employer Identification Number)
- Apply free at irs.gov
- Required for business bank accounts and tax filings
- Instant online approval available
2. Create Governing Documents
- LLCs: Draft operating agreement
- Corporations: Draft bylaws and hold organizational meeting
- Define ownership, management, and operational rules
3. Open Business Bank Account
- Keep business and personal finances separate
- Bring: Certificate of Formation, EIN letter, operating agreement/bylaws
- Maintaining separate accounts helps preserve liability protection
4. Register for Texas Taxes
- Sales tax permit: If selling taxable goods or services
- Franchise tax account: Required for most LLCs and corporations
- Register at comptroller.texas.gov
✓ Additional Requirements (First 90 Days)
5. File Beneficial Ownership Information Report
- New federal requirement for most entities
- File with FinCEN (Financial Crimes Enforcement Network)
- Reports individuals who own or control the entity
6. Obtain Required Business Licenses and Permits
- City/county business licenses
- Professional licenses (if applicable)
- Industry-specific permits
- Health department permits (food service, etc.)
7. Set Up Record-Keeping Systems
- Corporate/LLC record book (physical or digital)
- Accounting and bookkeeping system
- Document storage for minutes, resolutions, contracts
8. Obtain Business Insurance
- General liability insurance
- Professional liability (if applicable)
- Workers' compensation (if hiring employees)
- Property insurance
Tracking Your Filing Status
For online filings:
- Log into your SOSDirect account
- View filing status under "My Filings"
- Receive email notifications at key stages
For mail filings:
- Less visibility into processing status
- Can contact Secretary of State if concerned about delays
- Expect 3-4 weeks for standard processing
What If You Need to Make Changes?
If you discover errors after submitting but before approval, contact the Texas Secretary of State immediately. Options depend on filing status:
- Before processing: May be able to withdraw and resubmit
- During processing: Limited ability to make changes
- After approval: Must file certificate of amendment to make changes
Important Legal Disclaimer: This guide provides general educational information about the Texas Certificate of Formation filing process and is not legal advice. Filing procedures, requirements, and fees are subject to change by the Texas Secretary of State. The information provided may not reflect current procedures or be applicable to your specific situation. While individuals can file formation documents themselves, many business owners benefit from consulting with qualified Texas attorneys for guidance on entity selection, proper filing, and governance documents. Always verify current filing requirements on the Texas Secretary of State website and consider professional legal guidance for your business formation needs.
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📚 Related Educational Resources
Texas Certificate of Formation Overview
Return to the main Certificate of Formation guide for comprehensive information about what it is and required information.
Filing Fees & Processing Times
Learn about current filing fees, expedited processing options, and expected timelines for Certificate of Formation filings.
Common Filing Mistakes to Avoid
Understand the most common errors that cause rejections and how to prevent them in your filing.