Register a Texas Foreign LLC
To register a Texas Foreign LLC, you will need to appoint a Texas registered agent with a Texas street address, fill out an Application for Registration of a Foreign LLC (Form 304), and submit your application to the Texas Secretary of State (SOS). Do everything right and you’ll get a Certificate of Authority that allows you to legally transact business in Texas. You can use our guide below to do everything yourself and file with the Secretary of State by mail, in person, or (the fastest way) online.
Keep in mind that there is a steep $750 state filing fee, so you’re going to want to get this right. We can help. Hire us today and we’ll register your Texas foreign LLC quickly, securely, and most important of all, correctly.
How to Register a Foreign LLC in Texas
The two key things you’ll need to do in order to register a foreign LLC in Texas are (1) appoint a Texas registered agent and (2) submit your application for registration.
But there are some bureaucratic details to watch out for. You can follow the steps below to register a foreign LLC in Texas and remain compliant with the state.
Appoint a Texas Registered Agent
If you own an LLC located outside of Texas and you want to operate in Texas, you’ll need a Texas registered agent with a Texas street address. Your designated agent must be on hand at their registered address to receive legal documents during normal business hours. Unless you reside in the state of Texas, you cannot serve as your own Texas registered agent. For most Texas foreign LLCs, the best option is to hire a professional Texas registered agent service.
Still looking for a Texas registered agent? Our local registered agent service is best for an out-of-state LLC because it includes a professional and permanent Texas business address to list on your public filings, free limited mail forwarding, and compliance tracking for your foreign LLC.
Complete Texas Application for Registration
Once you’ve got your registered agent, you’re ready to start the Texas application for registration process (known as foreign qualification). Unless of course, you hire someone to take care of that for you (such as local business experts like us!).
But if that’s not the case, you’ll need to fill out your Application for Registration (Form 304). Here’s what you will need to include and how to obtain the right information:
- Your LLC name. You can check if your LLC name is available in Texas through the SOSDirect Web Portal ($1 state fee per search). You can also inquire about LLC name availability by contacting the Texas Secretary of State’s business and public filings clerks at (512) 463-5555 or [email protected]. If your original LLC name is not available, you will have to adopt an “assumed name” and file an assumed name certificate (Form 503) with the Texas SOS.
- Your LLC’s federal employer identification number (FEIN). If you do not have an FEIN for your business, make a note of it on your application.
- State and date in which you initially formed your LLC. You’ll can review your LLC’s initial articles of organization if you do not have this information handy.
- Your LLC principal business address. This should be the principal business address for the state in which your LLC was originally formed.
- Your Texas registered agent name and address. This is the part where having a registered agent with an actual street address in Texas is crucial. If you don’t reside in Texas, you will need someone to serve as your Texas registered agent and accept service of process on behalf of your business.
- Name and address of each LLC member. If privacy is a concern for you, it’s important to hire a registered agent that allows use of their permanent business address. That way, the business address goes on the public filings instead of each member’s personal home address.
- Name, date, and signature. You will need the name, date, and signature of a person authorized to sign on behalf of the business. This is typically a member, manager, or registered agent.
As you can see, the two big steps are appointing a Texas registered agent and completing your Texas Application for Registration. When you hire us to register your foreign LLC, you knock out both of those steps by simply filling out an order form, and for $35 per year you can retain us to as your registered agents ensuring your LLC remains in good standing with the Texas Secretary of State.
Submit Your Texas Foreign LLC Registration Documents
You can submit your Texas foreign LLC registration documents to the Secretary of State online, by mail, or in person. The cost to submit is $750 (plus a 2.7% credit card processing fee for online submissions). For paper submission, you will submit 2 copies of your Application for Registration and include a check or money order to the appropriate address listed below.
To submit by mail:
Secretary of State
PO Box 13697
Austin, TX 78711-3697
To submit in person:
James Earl Rudder Office Building
Austin, Texas 78701
To file online (e-file):
Corporations Online Filing Service (remember there is a 2.7% credit card processing fee)
Online filings are typically processed by the Texas Secretary of State in 2-3 business days, while paper applications can take up to 10 business days to process. Once the state reviews your application and officially completes the foreign qualification process, you will receive a Texas Certificate of Authority from the Corporations Division of the Texas SOS.
Congrats! You are now allowed to transact business in Texas legally.
Maintaining Your Texas Foreign LLC Qualification
Now that your Texas foreign LLC qualification is complete, you’ll have to maintain good standing with the Secretary of State. A couple of key things to keep in mind:
- Pay Texas LLC annual franchise tax. Texas, unlike other states, does not require LLCs to file annual reports. Instead, Texas LLCs are required to file an annual franchise tax report. How much you pay in annual franchise tax depends on several factors, including your revenue, nature of your business, and so on. You can check out the Texas Comptroller’s website for more information.
- Obtain any required business licensing. As is the case in most states, you’ll need to review local requirements. Depending on your city government and the nature of the business you transact as a foreign LLC, you might have to apply for licenses. Luckily, the Texas Secretary of State website makes it easy to obtain any required licenses for your business.
- Get sales tax permit. If your LLC renders service to customers (or leases/sells tangible property), you’ll need to obtain a sales tax permit. You can apply for a sales tax permit from the Texas Comptroller of Public Accounts website. You’ll need your Texas foreign LLC’s file number, which will be listed on your approved application for registration. You can review the requirements at the Texas Comptroller’s sales tax requirements page.
We Make Texas Foreign LLC Registration Quick and Simple
If you want a simple way to complete your foreign LLC registration, you can hire us to serve as your Texas registered agent and file your Certificate of Authority. Our Texas registered agent service is $35 a year and includes same-day scanning of any certified mail we receive for your business.
For the foreign qualification, we charge the state filing fees ($750 + $25 expediting), plus $100 to prepare and submit your foreign Texas LLC Certificate of Authority form to the Corporations Division of the Texas Secretary of State. We also will find the forms needed from your LLC’s home state to make the filing. Another reason to have us handle your paperwork is that our Texas registered agent service comes with some great perks:
- A Texas Business Address
Our registered agent service comes with built-in privacy protection, in the form of a Texas business address to list on your state documents. When we prepare your Certificate of Authority, we’ll list the address of our Austin office for every member of your LLC, keeping everyone’s personal addresses out of the public record of Texas. If you need a unique business address, we have 2 comprehensive Texas mail forwarding options and a virtual office option that include a unique suite number.
- Free Mail Forwarding
Our Texas registered agent service comes with FREE basic mail forwarding–3 non-legal mail scans to your account each year, at no additional cost. Just as when we receive legal mail for your business, we’ll upload any regular mail items we receive to your secure client account, the same day they arrive at our office. If you expect to receive more than 3 pieces of non-state mail for your business, we have two comprehensive Texas mail forwarding options and a virtual office option, each of which include a unique suite number.
How Do I Sign Up?
If you want to submit the paperwork yourself:
Sign up for our Texas registered agent service and the foreign qualification form will be in your client account immediately. There are also some tips on how to submit your documents with the state. Your business needs to have a registered agent in Texas anyway, so we try to make the process simple and easy for you, whether you want us to do the filing or you want to send them to the Texas Secretary of State yourself.
If you want us to file for you:
Just click the “Hire Us” button above! Or if you already have a service with us, you can sign up inside your account. Just click the “Add services” tab in your account, and add our filing services for the state filing fees plus $100. Your account shows real time status of our work in progress. After we are done with your Texas foreign LLC registration, we always store the filing to your client account, email you a copy, and send you the original filed documents by mail.
Texas Foreign LLC FAQs
What is a Texas foreign LLC?
A Texas foreign LLC refers to an LLC that was originally formed in another state or jurisdiction and is also registered to transact business in Texas. So if you originally formed an LLC in Indiana and want to do business in Texas, you will need to register your business as a foreign LLC in order to legally transact business in Texas.
What qualifies as transacting business in Texas?
The Texas state statutes don’t define what qualifies as transacting business in Texas, but it is better to err on the side of caution. If you’re planning on paying employees, leasing property, or offering products/services under your LLC in the state of Texas, the state will likely view that as transacting business.
If it helps, Texas does provide a clear list of what activities do NOT fall under the category of “transacting business,” including voting, investing, conducting an isolated transaction that ends within 30 days and is not repeated, and so on. You can review a complete list of what activities do not count as transacting business under subchapter F of Texas state statute TX Bus Orgs § 9.251.
What is a Texas Certificate of Authority?
A Texas Certificate of Authority is a document issued by the Texas Secretary of State certifying that a foreign business entity may “transact business” in Texas. Also known as a “certificate of registration,” this is is a required document for foreign entities doing business in Texas.
What are the Texas foreign qualification requirements?
There are two main requirements to obtain Texas foreign qualification: appoint a registered agent and file your Application of Registration (Form 304). In Texas business, a foreign qualification basically refers to the process of securing a Texas certificate of authority, which allows your foreign LLC to transact business here. The process we outline above in our how-to guide for registering your Texas foreign LLC covers the foreign qualification process.
Do I need to submit a Certificate of Existence?
Nope! Texas does not require foreign LLCs to submit a Certificate of Existence (also known as a Certificate of Good Standing), which is a document you would typically obtain from the state in which you originally formed your LLC. Most US states require this document, but Texas is one of the few states that does not require a Certificate of Existence.
How much does it cost to file the Application for Registration in Texas?
The Texas state filing fee is $750. This fee is due at the time of filing, and if you are filing online, there is a 2.7% credit card processing fee (bringing the total to $770.25).
How long does it take to process the Texas Application for Registration?
It typically takes about 2-3 business days for the Texas Secretary of State to process online filings, which is the quickest method. Mailed-in filings can take 5-10 business days.
Do foreign LLCs in Texas have annual fees?
Nope! Texas is among the few states that does not impose annual fees. However, certain entities are subject to an annual franchise tax depending on a variety of factors, chief among them your LLC’s revenue and nature of business.
How much is the Texas Franchise Tax?
Texas is a favorite for business owners because it requires less bureaucracy and less taxes than most states. To an extent, though. There is something called a “Texas Franchise Tax” that applies to for-profit businesses grossing over $1,230,000 in annual revenue.
So, the good news is that if you’re under that threshold, you do not pay the franchise tax and you only have to file a no-tax-due report yearly by May 15. Whether you pay the franchise tax or not, you will end up filing a tax report, and what you’ll need to include in that tax report is a Public Information Report (no filing fee). That just basically let’s the state know that your LLC is still active. If you are over that threshold, how much you pay in taxes depends on a lot of factors that you can learn more about through the Texas Comptroller’s Texas Franchise Tax page.