Texas

One unified rule for all filing entities and foreign filing entities (BOC ch. 5 applies code-wide): the registered agent may be a Texas-resident individual or an organization registered/authorized to do business in Texas - but never the entity itself - and in either case the agent must have consented in the SOS's written or electronic form and must maintain a business office at the registered office address. The registered office must be a street address where process can be personally served and may not be solely a mailbox or telephone answering service; an organization serving as agent must have an employee available there during normal business hours (§ 5.201(d)).

Consent required: yes.

The Secretary of State is the entity's agent for service if a filing entity or foreign filing entity fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office (also for a foreign entityDomestic / foreignRelative to one state's records: an entity is domestic in the state that formed it and foreign everywhere else it registers to do business.Read the full entry → whose registration is revokedRevocation / administrative dissolutionThe state involuntarily ending an entity's authority to do business - for missed annual reports, a lapsed registered agent, or unpaid fees.Read the full entry → or that transacts business unregistered). Service is effected by delivering duplicate copies plus the required fee to the SOS, who forwards one copy by certified mail to the entity's most recent address on file (§§ 5.252-5.253). Certain officers, partners, managers and members are also agents for service as a matter of law (§ 5.255).

• Administrative Dissolution. The SOS may involuntarily terminate a domestic filing entity's existence if it fails to maintain a registered agent or registered office and does not cure within 90 days of the SOS's mailed notice.
• Revocation Foreign. The SOS may revoke a foreign filing entity's registration if it fails to maintain a registered agent or registered office in Texas and does not cure within 90 days of mailed notice.
• ReinstatementReinstatementRestoring an entity the state revoked or administratively dissolved for missed filings - typically back-filing reports, paying accrued fees and penalties, and filing an application.Read the full entry → Fee. Reinstatement after involuntary termination or revocation costs $75 (for-profit corporations; LLCs pay the same fee via § 4.154) and requires a comptroller tax-clearance letter for taxable entities (§ 11.253(c)(2)). Reinstatement before the third anniversary makes existence continuous (§ 11.253(d)).
• No Court Access. A foreign filing entity transacting business in Texas without registration (e.g., after revocation) may not maintain an action, suit, or proceeding in a Texas court on a cause arising out of that business until registered.
• Civil Penalty. An unregistered foreign filing entity transacting business in Texas is liable to the state for a civil penalty equal to all fees and taxes it would have paid had it registered, plus penalties and interest; the attorney general may sue to recover.
• Other. Late filing fee for a foreign entity that transacted business more than 90 days without registering: the registration fee multiplied by each (full or partial) calendar year of unregistered business.
• Other. Naming a person as registered agent without their consent is a false filing: civil liability for damages, court costs and attorney's fees (§ 4.007), and a criminal offense - Class A misdemeanor, or state jail felony if intent to defraud or harm (§ 4.008); the named person may file a no-fee statement of rejection (§ 5.205).

Filing officeFiling officeThe agency that keeps the business register.Read the full entry →

Texas Secretary of State (Form 503 Assumed NameDBA / fictitious nameA name a business operates under that is not its legal name - 'doing business as.' Also: assumed name, trade name, fictitious business name.Read the full entry → Certificate) for corporations, LLCs, LPs, LLPs and other registered entities

State fee

$25 per assumed name certificate (Form 503); credit card payments via SOSDirect add a 2.7% convenience fee

Term

Registrant-selected term up to a maximum of 10 years from filing date; certificate expires at end of stated term

Renewal

No automatic renewal - file a NEW assumed name certificate ($25) before the current one expires (renewal filing may be made within 6 months before expiration); abandonment (Form 504) is $10

Publication

Not required. None - Texas has no newspaper publicationPublication requirementA few states require newly formed or registered entities to publish a notice in designated newspapers (New York's LLC publication is the expensive example) - a real cost of formation that fee tables usually omit.Read the full entry → requirement for assumed names at either the state or county level

Online filing

Available

The regime

Texas splits assumed-name filings by entity typeEntity typesLLC (limited liability company), corporation (for-profit; 'profit corporation' in some states' vocabulary), nonprofit corporation, LP (limited partnership), LLP (limited liability partnership), LLLP (limited liability limited partnership),Read the full entry →: unincorporated persons (sole proprietors, general partnerships, estates, and other unincorporated associations) regularly conducting business or rendering professional services under an assumed name file an assumed name certificate with the county clerk of each county where they maintain (or, if none, where they conduct) business premises, while corporations, limited partnerships, LLPs, LLCs, registered series, and foreign filing entities file with the Secretary of State. Certificates last up to 10 years and are renewable.

Where it is filed

Unincorporated persons file in the office of the county clerk of each county where they have or will maintain business or professional premises (or, if no premises, each county where they conduct business or render services). Registered entities required to file under § 71.101 file in the office of the Secretary of State (the former dual county-level entity filing was repealed effective September 1, 2019).

Term and renewal

A certificate is effective for a term not to exceed 10 years from the date of filing; the certificate itself states the period (not to exceed 10 years) during which the registrant will use the name.

Assumed names for registered entities

Registered entities adopt assumed names by filing with the Secretary of State under Subchapter C of chapter 71 (§§ 71.101-71.104), and Business Organizations Code § 5.051 confirms that a domestic entity or authorized foreign entity 'may transact business under an assumed name on compliance with Chapter 71.' The forced-fictitious-name scenario appears in § 71.101(2) (an entity 'required by law to use an assumed name in this state') and in BOC § 9.105, under which the Secretary of State requires a foreign filing entity whose name does not comply with BOC Chapter 5 to amend its registration or provide 'a fictitious name under which the foreign filing entity will transact business in this state that complies with Chapter 5.'

Penalties

A non-compliant person may not maintain an action in Texas courts arising out of a contract or act in which the assumed name was used until the required certificate is filed - though contracts remain valid and the person may still defend actions.
In an action against a non-compliant person, the court may award the party bringing the action its expenses, including attorney's fees, incurred in locating and serving the defendant.
Conducting business under an assumed name while intentionally violating the chapter is a Class A misdemeanor.
Knowingly or intentionally filing a document that falsely indicates signing authority, contains a material false statement, or is forged is an offense punishable as tampering with a governmental record under Penal Code § 37.10.

Official source

www.sos.state.tx.us/corp/namefilingsfaqs.shtml↗ (opens the official source)

What it is called

not captured

Administering agency

Texas Comptroller of Public Accounts (Webfile/eSystems); SOS executes existence forfeiture on Comptroller certification

Corporation minimum

not recorded separately

How it is computed

Margin tax on taxable margin, not a flat franchise fee. (1) Margin = the LESSER of [A] min(70% of total revenue, total revenue - $1,000,000) and [B] total revenue - greater($1,000,000, elected deduction of either cost of goods sold per 171.1012 OR compensation per 171.1013) (Tex. Tax Code 171.101(a), verified from corpus TX.171.htm). (2) Apportion margin to TX by the gross-receipts factor (171.106). (3) Tax = 0.75% of apportioned taxable margin; 0.375% for taxable entities primarily engaged in retail or wholesale trade (171.002(a)-(b)). E-Z alternative for total revenue <= $20,000,000: tax = 0.331% of apportioned TOTAL revenue with no margin deductions (171.1016, verified from corpus). NO TAX DUE if annualized total revenue <= no-tax-due threshold ($2.47M report years 2024-2025; $2,650,000 report years 2026-2027; CPI-adjusted biennially per 171.006) or if computed tax < $1,000 (171.002(d)) - the PIR/information report must still be filed. NO minimum tax (min = $0). Late: $50 flat per late report + 5% of tax (10% if >30 days) (171.362); forfeiture chain 171.251-171.311 with 171.255 officer/director/governing-person personal liability.