Limited Liability Company (LLC)

Texas LLC Formation Attorneys

Start your Texas LLC on a Solid Legal Foundation

An LLC, or limited liability company, is a business structure that provides its owners with limited liability. This means the owners' personal assets are likely not at risk if the LLC is sued. LLCs are relatively simple to form and maintain, making them a popular choice for small businesses.

As a business law firm, we regularly assist business owners and entrepreneurs with the formation of entities, from LLCs to limited partnerships and corporations.

Are you ready to launch your business in Texas? Our corporate formation attorneys can help you start your LLC on the right legal footing. Call today for an estimate.

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Our Texas LLC Formation Services

Our LLC formation services include:

  • Checking the availability of the name you choose for your entity. (Note: the name under which you transact business must be distinguishable in the records of the Secretary of State from any existing entity registered to do business in Texas.)
  • Preparing and filing the Certificate of Formation
  • Paying the filing fee with the Texas Secretary of State
  • Obtaining a Federal EIN number (or tax ID number)
  • Reporting Beneficial Ownership Information (unless exempted) to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury (as required by the Corporate Transparency Act, effective January 1, 2024)
  • Preparing your initial operating agreement
  • Serving as the registered agent (if requested)

Our Houston-based law firm can also help you set up an anonymous LLC in Texas or domesticate your out-of-state LLC to Texas.

What Is a Registered Agent?

A registered agent is a designated individual or entity that is responsible for receiving legal and official documents on behalf of a business or organization. An LLC is required to maintain a registered agent and a registered office in Texas.

The main purpose of a registered agent is to ensure that there is a reliable and official point of contact for your business in the state of Texas, ensuring that your business can be properly served with legal documents and that important communications from the government are received promptly.

Per Texas statute, failure to maintain a registered agent and registered office may result in the involuntary termination of the LLC. Critically, it may also result in a default judgment against you. Not having a reliable, reachable registered agent is not a valid defense against adverse legal action.

Hendershot Cowart P.C. serves as the registered agent for many of the entities we help form. This ongoing service is included in our initial LLC formation fee, unless otherwise noted.

How Much Does It Cost for an LLC in Texas?

The filing fee for a certificate of formation for an LLC in Texas is $300 (as of July 19, 2023). A certificate of formation creates your business entity with the state of Texas but does not include governance documents, such as an operating agreement. Without an operating agreement, your business will be governed by the Texas Business Organizations Code, which may not accurately reflect your intent or the intent of your business partners.

Call our offices at (713) 909-7323 or contact us online for a quote on the cost of setting up your LLC. We can review your business objectives and company structure and discuss our fees and included set-up services.

Note: New veteran-owned businesses are not subject to certain filing fees, including the fee for filing a Certificate of Formation with the Texas Secretary of State.

How Long Does It Take to Set Up an LLC in Texas?

Due to the volume of documents received by the Texas Secretary of State, even expedited requests take 12 to 14 business days. As a result, you should expect the formation of an entity to take around three weeks.

An experienced business formation attorney can ensure that the certificate is filed correctly the first time, preventing further delays.

Recommended Governance Documents for a Texas LLC

A Texas LLC should have certain governance documents in place to establish the internal structure, management, and operating procedures of the company.

While the specific requirements may vary depending on the complexity of the LLC and the preferences of its members, governance documents for a Texas LLC should at minimum include:

  • Certificate of Formation: This is the document filed with the Texas Secretary of State to create the LLC. It includes basic information about the company, such as its name, registered agent's name and address, purpose, management type, and duration.
  • Operating Agreement: Although not legally required in Texas, an LLC operating agreement is an internal document that outlines the rights, responsibilities, and operating procedures of the members (owners) and managers (if applicable). The operating agreement covers topics such as profit and loss distribution, member contributions, voting rights, management structure, and procedures for adding or removing members. Without one in place, the LLC’s operation and governance are dictated by the broad provisions of state law.
  • The minutes of the first meeting of members (organizational meeting): These are often used to authorize the opening of financial accounts and signatory authority for same.
  • Signed and issued membership certificates: These documents evidence ownership interests or membership units in the LLC. They are similar in concept to stock certificates issued by corporations. Membership certificates serve as formal evidence of a person's or entity's ownership stake in the LLC and are typically issued to each member.
  • Signed consent by the registered agent: The registered agent typically signs a document stating that they agree to serve as the registered agent for the particular business entity and that they understand their duties and responsibilities in that capacity.
  • If the LLC is a series company and there are to be registered series, a certificate of registered series.

Having well-defined governance documents can help prevent disputes and litigation and ensure the smooth operation of your business. Our Texas business attorneys can ensure that the documents comply with Texas laws and regulations and tailor them to the specific needs and goals of your business.

What Are the Advantages of an LLC?

An LLC is owned by one or more members and can be either member-managed or manager-managed. And like a corporation, executive officers can be chosen by the members or the managers, depending on whether it is member-managed or manager-managed.

Unlike corporations, there is no requirement for either an initial meeting of the owners or managers or an annual meeting.

One of the great advantages of an LLC over a corporation is the pass-through tax benefit. LLC owners do not have to file a corporate tax return. Owners simply report their share of profits and losses on their tax returns, avoiding the double taxation paid by the traditional C-Corp’s shareholders.

Ready to get started with your LLC? Contact our experienced attorneys at Hendershot Cowart P.C. Our law firm serves businesses across Texas. We have the resources and experience to help you form your LLC correctly and protect your personal assets from legal liability.

Frequently Asked Questions About LLCs

I Already Formed My LLC. Do I Still Need an Attorney?

Just because you’ve taken that first step does not exclude you from engaging legal counsel to put governance documents in place.

An experienced LLC formation attorney can help you put agreements in place that anticipate potential risks and issues while also working to ensure that your business's structure and legal arrangements are well-suited to your specific needs.

What Is the Difference Between an LLC and a PLLC?

A PLLC is a specific type of LLC designed for licensed professionals in certain fields, such as doctors, lawyers, accountants, engineers, architects, and other regulated professions. In Texas, professionals must set up their business entities as professional entities.

My Business Partner and I Have Been Operating for a Number of Years. Is It Too Late to Put an Operating Agreement in Place?

An operating agreement can be executed at any time during an LLC’s existence. If you and your partner(s) can agree to the terms, you can draft and execute an operating agreement to govern the business at any time.

We Circulated an Operating Agreement, But I Never Signed It. Is That Agreement Enforceable?

If an agreement is not signed by all members of the LLC, it is just a draft and not a valid agreement. Pull it out of the drawer, dust it off, and circulate that agreement for signature before a dispute over the governance of your business arises.

I Occasionally Get Business From Clients in Other States Besides Texas. Do I Need to Register as an LLC or Entity in Those States?

If you have a pattern of ongoing business dealings in another state, you might need to register as a foreign entity in that state. If you have only a few sporadic transactions in another state, that may not be necessary.

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