How to Register a Foreign LLC in Texas: Step-by-Step
Texas is a magnet for growing businesses. No state income tax, a huge market, and a business-friendly reputation pull companies in from all over the country. But if your LLC was formed in another state, you cannot just start operating in Texas and figure out the paperwork later.
Texas requires any out-of-state LLC that transacts business there to register as a foreign LLC before it starts operating. Skip this step and you face penalties, back fees, and the inability to enforce contracts in Texas courts. The good news is the process is straightforward once you know the steps.
Do You Actually Need to Register in Texas?
Not every out-of-state business needs to register. Texas law requires registration when you are “transacting business” in the state. That generally means having a physical office, a warehouse, employees working in Texas, or regularly soliciting business there.
Selling to Texas customers from another state, by itself, usually does not count. Neither does holding a bank account in Texas or owning property there without other activity. But the line can get blurry fast, especially with remote employees. If you are unsure, read our guide on whether you need to register as a foreign LLC, which breaks down the triggers state by state.
When in doubt, registering is the safer move. The cost of registering is fixed and known. The cost of getting caught operating unregistered is not.
What Texas Requires Before You File
Texas has a few prerequisites. Get these lined up first so your filing is not rejected.
A Texas registered agent
You must appoint a registered agent with a physical street address in Texas before you file. This person or company accepts legal documents and state correspondence for your LLC. You cannot use a P.O. box, and the agent must be available during normal business hours.
You can serve as your own agent only if you have a Texas address and are reliably present. Most out-of-state owners hire a commercial service instead. Our explainer on what a registered agent does covers the tradeoffs, including whether you can be your own registered agent when you do not live in the state.
A name that works in Texas
Your LLC’s legal name must be available in Texas, or at least distinguishable from names already on file. If your exact name is taken, Texas lets you register under an assumed name. Check name availability through the secretary of state’s SOSDirect system before you file.
Good standing in your home state
Texas wants proof that your LLC legally exists and is in good standing where it was formed. You will need a certificate of good standing (sometimes called a certificate of existence) from your home state, issued recently. Order it early, because some states take weeks.
The Filing: Form 304, Step by Step
Texas registers foreign LLCs through Form 304, the Application for Registration of a Foreign Limited Liability Company. Here is how to get it done.
Step 1: Gather your information
You will need your LLC’s exact legal name, your state and date of formation, your federal EIN, your principal office address, your Texas registered agent’s name and address, and the names and addresses of your managers or members. Having your home-state certificate of good standing in hand helps too.
Step 2: File through SOSDirect or by mail
The fastest route is SOSDirect, the Texas secretary of state’s online filing portal. Create an account, select the foreign LLC registration, and work through the screens. You can also file by mail, but expect longer processing. The Texas secretary of state’s corporations section links to the current forms and instructions.
Step 3: Pay the $750 fee
Texas charges $750 to register a foreign LLC. That is notably higher than the $300 fee for forming a domestic Texas LLC, and it surprises a lot of owners. There is no way around it. Budget for it alongside your registered agent cost and any assumed name filing.
Step 4: Wait for approval and save everything
Online filings are typically processed within a few business days. Once approved, download and save your certificate of registration. You will need it for banks, licensing agencies, and your own records.
What You Owe Texas Every Year After
Registration is not a one-and-done event. A foreign LLC in Texas has the same ongoing obligations as a domestic one.
Franchise tax and the Public Information Report
Texas does not have a corporate income tax, but it does have a franchise tax based on revenue. Most small LLCs owe nothing because their revenue falls below the no-tax-due threshold, which has been around $2.47 million in recent years. But you still have to file the annual report. The Public Information Report is due May 15 each year, and missing it triggers penalties.
Keep your registered agent current
If your agent resigns or you change services, file the change with the state promptly. An LLC without a valid registered agent can lose its good standing, and Texas will not chase you to fix it.
For a full sense of first-year costs beyond the registration fee, see our breakdown of what it costs to start an LLC in Texas.
Common Mistakes to Avoid
The most common mistake is operating first and registering later. Texas can penalize late registration, and you cannot maintain a lawsuit in Texas courts until you are registered. That last point bites hard if a Texas client stops paying and you need to sue.
The second mistake is letting the registration lapse. Owners who pull back from Texas sometimes stop filing reports but never formally withdraw. The fees keep coming. If you ever exit the state, file a proper withdrawal rather than ghosting the secretary of state.
Register before you start doing business in Texas, not after a problem forces your hand.
After Approval: Your First 30 Days
Once Texas approves your registration, the clock starts on the practical setup. Get your EIN from the IRS if you do not have one yet. Open a Texas-facing business bank account with your new registration certificate in hand.
Next, check local licensing. Texas does not have a general state business license, but many cities and counties do, and regulated industries need state permits. A quick call to the city clerk where you will operate saves headaches later.
Finally, put May 15 on your calendar right now. That is the annual deadline for the Texas Public Information Report and franchise tax filing. Set two reminders, one in March and one in early May, so your first year does not end with a penalty.
Also notify your registered agent service that the registration is active and confirm they have your current contact details. If the state sends correspondence to an old address, you will not know about it until a deadline has passed.
Watch: Filing in Texas Through SOSDirect
This walkthrough shows the actual Texas SOSDirect filing process step by step, including account setup, the certificate of formation screens, and what to expect after you submit.
Frequently Asked Questions
How much does it cost to register a foreign LLC in Texas?
The state filing fee is $750. On top of that, budget for a Texas registered agent (typically $100 to $300 per year) and the cost of a certificate of good standing from your home state.
How long does Texas take to approve a foreign registration?
Online filings through SOSDirect are usually processed within a few business days. Mailed filings take longer, often two to three weeks including mail time.
Do I need a Texas registered agent if I live in Texas?
Yes, every foreign LLC needs a registered agent with a Texas street address, even if the owners live in Texas. The requirement is about having a reliable in-state point of contact, not about where you sleep.
Does a foreign LLC pay Texas franchise tax?
Yes, foreign LLCs are subject to the same franchise tax rules as domestic ones. Most small businesses owe no tax because of the no-tax-due threshold, but the annual Public Information Report is still required.
What if my LLC name is already taken in Texas?
You can register under an assumed name in Texas while keeping your legal name in your home state. File the assumed name with your registration so contracts and branding stay consistent.
Start with the Texas secretary of state’s business forms page for the current version of Form 304. And if you still need an EIN for the LLC, the IRS issues them online for free in about fifteen minutes.
