Can I operate in Texas with an out-of-state LLC?
Yes, you can operate in Texas with an out-of-state LLC, but you must register as a foreign LLC with the Texas Secretary of State. File Form 304, submit a Certificate of Good Standing from your home state, pay a $750 registration fee, and appoint a registered agent with a Texas address. Once registered, your LLC gains authority to conduct business in Texas.
Registration Process
Submit Form 304 (Application for Registration of a Foreign Limited Liability Company) to the Texas Secretary of State online at https://www.sos.state.tx.us/corp/sosda/index.shtml or by mail to P.O. Box 13697, Austin, TX 78711-3697. The $750 registration fee is non-refundable. You must also provide a Certificate of Good Standing issued by your home state, confirming your LLC is in good standing.
Contact the Secretary of State at (512) 463-5555 with filing questions.
Registered Agent Requirement
Texas law requires all foreign LLCs to maintain a registered agent under Tex. Bus. Org. Code § 5.201. Your agent must be either an individual Texas resident, a domestic Texas entity, or a foreign entity authorized to conduct business in Texas. A member of your LLC may serve as registered agent if they are a Texas resident. The Secretary of State cannot serve in this capacity.
Your registered agent must maintain a physical address in Texas where legal documents can be received during business hours. Provide this information on Form 304.
To change your registered agent later, file a Statement of Change of Registered Agent/Office and pay a $15 fee.
Ongoing Compliance
File an annual report with the Texas Secretary of State each year. The annual report carries no fee, but timely filing is mandatory to maintain active status. Failure to file may result in administrative dissolution of your foreign LLC's authority to conduct business in Texas.
If you cease Texas operations, file a withdrawal form and pay the $15 withdrawal fee to formally terminate your registration.
This is general information, not legal advice.