Texas Certificate of Formation (Form 205): How to File an LLC on SOSDirect

The Certificate of Formation is the document that legally creates a Texas limited liability company. You file it with the Texas Secretary of State, and once the state accepts it, your LLC exists. Nearly every Texas LLC formation runs through this one form, so the details you enter on it need to be right the first time.

This guide covers what Form 205 asks for, the Texas LLC filing fee and related costs, how to file on Texas SOSDirect, and the steps that come after the state accepts your filing. It is informational content, not legal or tax advice. If you have several owners, outside investors, or a tax question you cannot settle on your own, talk to a qualified attorney or CPA before you file.

What Form 205 does

Form 205 is the Certificate of Formation for a Texas LLC. It is the formation document the Texas Secretary of State requires to create the entity, and it becomes part of the public record once filed. You can search the Secretary of State's business records at sos.state.tx.us/corp/searches.shtml.

Texas does not issue a general state business license, so filing this certificate is not a license application. It is the step that creates the entity. Licenses and permits for your specific activity are a separate question, covered below.

Texas LLC filing fee and related costs

The Texas LLC filing fee for the Certificate of Formation is $300. Expedite fees are charged on top of that filing fee. The table lists the Texas LLC fees most owners run into.

Item	Cost	Notes
Certificate of Formation (Form 205) filing fee	$300	Paid with the filing
Standard Expedite	$50 per document	Typically processed in two to three business days
Next Day Expedite	$500 per document	Filings received by 12:00 p.m. are processed by close of business the next business day
Same Day Expedite	$750 per document	Filings received by 12:00 p.m. are processed by close of business that day
Preclearance of a draft instrument	$50	Review of a draft before you file the official document
Name reservation	$40	Holds a name for 120 days
Change of registered agent or office	$15	Filed after formation
Resignation of registered agent	No fee	Filed by the agent who is stepping down
Public Information Report	No Secretary of State fee	Filed with the Comptroller each year, due May 15

For comparison, a corporation formed on Form 201 also carries a $300 filing fee. A nonprofit corporation on Form 202 is $25, and a professional association or limited partnership formation is $750. Those are different forms, so confirm you are filing the right one before you pay.

Before you file: information the form requires

Gather everything before you open the portal. The LLC form asks for the following:

• Entity name. The name must include "Limited Liability Company" or an abbreviation such as LLC, L.L.C., LC, or L.C. It must be distinguishable from every domestic or registered foreign filing entity, name reservation, and registration in the Secretary of State's records. It cannot imply a purpose the LLC is not authorized to pursue or falsely suggest a connection to a government entity. To check availability, search the business records or call (512) 463-5555.
• Registered agent and registered office. Texas requires a registered agent and a physical Texas street address where that agent can be personally served during normal business hours.
• Management structure. State whether the LLC is managed by managers or by members only, then list each initial governing person's name and address.
• Purpose. A statement of the business purpose.
• Organizer. The name and address of the person forming the LLC.
• Franchise tax mailing address. Where the Comptroller should send franchise tax mail.

The registered agent requirement trips up most first-time filers. The agent must be an individual who is a Texas resident, a domestic entity, or a foreign entity that is registered to transact business in Texas. The LLC cannot serve as its own registered agent. A post office box, a mail forwarding service, or an answering service does not meet the physical street address requirement. The agent must also give written or electronic consent before being named. After formation, a change of agent or office costs $15, and filing a resignation of registered agent has no fee.

Step by step: filing on Texas SOSDirect

SOSDirect is the Secretary of State's online filing system, and it is the fastest way to file. The agency's current materials call it the SOS Portal, while older articles and search results still use the SOSDirect name, so you will see both. The sign-in page is at direct.sos.state.tx.us. The general corporations page for the Secretary of State is at sos.state.tx.us/corp.

1. Confirm the name is available using the business search. If you need time to finish the rest of the filing, reserve the name for $40.
2. Get the registered agent's consent and confirm the Texas street address where the agent can be served.
3. Open Texas SOSDirect, sign in or create an account, and start a Certificate of Formation for a limited liability company (Form 205).
4. Enter the entity name, registered agent and office, management structure, governing persons, purpose, organizer, and franchise tax mailing address exactly as you want them on the public record.
5. Choose an expedite option only if you need one. Expedite fees are added to the filing fee.
6. Review the entire form, pay the $300 filing fee plus any expedite fees, and save the confirmation for your records.
7. Check the filing status in the portal until the Secretary of State shows the filing as processed.

You can also file Form 205 on paper by mail or hand delivery. Paper is accepted, but it is slower. A mailed or hand delivered document generally takes at least one business day just to be entered and show a status of Received, so allow that time if you have a deadline. The form revision in use is dated 09/26, so check the Secretary of State's forms page for the current version before you print.

Processing times and when expedite makes sense

The Secretary of State does not publish a guaranteed standard turnaround time. Electronic filings move fastest, and the only guaranteed timing comes from the paid expedite tiers. Expedite fees are set per document and are listed on Form 806 (rev 09/26). House Bill 346 (2025) removed the old $25 statutory cap on expedite fees, so the Secretary of State now sets those fees itself.

• Standard Expedite ($50 per document): typically processed in two to three business days.
• Next Day Expedite ($500 per document): processed by close of business the next business day for filings received by 12:00 p.m.
• Same Day Expedite ($750 per document): processed by close of business the same day for filings received by 12:00 p.m.

Your total cost is the $300 filing fee plus the expedite fee. A Standard Expedite brings the total to $350, Next Day to $800, and Same Day to $1,050. Expedite only makes sense when a signing, banking, or contract date would be missed on the normal timeline. If you are not on a deadline, the standard filing is the lower-cost option. Preclearance costs $50 and lets you submit a draft for review before you file, which helps if you are unsure about wording.

After the Certificate of Formation is filed

Filing the certificate creates the LLC, but several other steps depend on your business activity and location. Work through this list in roughly this order.

1. Get a federal EIN. Your LLC needs an employer identification number from the IRS for banking, payroll, and tax reporting. Confirm the current application process at irs.gov.
2. Open a bank account in the LLC's name. Banks will ask for your filed certificate and your EIN.
3. Plan for franchise tax. Texas has no state income tax, but LLCs are subject to the Texas franchise tax, a privilege tax administered by the Texas Comptroller of Public Accounts. For the 2026 and 2027 report years, entities with total revenue at or below $2,650,000 owe no tax but must still file a Public Information Report. Above that threshold, the rate is 0.375 percent for retail and wholesale businesses and 0.75 percent for other entities, with a 0.331 percent EZ Computation rate for entities under $20 million in total revenue. Reports are due May 15. Confirm your figures at comptroller.texas.gov/taxes.
4. Get a sales tax permit if you need one. Most businesses selling taxable goods or services need a Texas sales and use tax permit. The Comptroller issues it at no charge, and processing typically takes two to three weeks. The state sales tax rate is 6.25 percent. Apply at comptroller.texas.gov/taxes/permit.
5. Check activity-specific licenses. Texas does not issue or require a general state business license, and it has no statewide general contractor or roofing license. Counties license nothing except the assumed name filing that sole proprietors make with the county clerk. The Texas Business Licenses and Permits Guide, published by the Business Permit Office within the Texas Economic Development and Tourism Office, is the state's reference for the licenses, permits, and registrations that apply to your activity at the federal, state, and local level.
6. File an assumed name certificate if you operate under a different name. An LLC files its assumed name certificate with the Secretary of State for $25, using Form 503. Since September 1, 2019, LLCs no longer also file with the county clerk. A certificate can state a term of up to 10 years and must be refiled before it expires.

Two points often surprise new owners. Texas does not require an LLC to publish a notice of formation in a newspaper. And the Secretary of State charges no annual report fee for an LLC, because the yearly Public Information Report is filed with the Comptroller alongside the franchise tax report.

Common filing mistakes

• Choosing a name without an LLC designation, or one too close to an existing filing.
• Listing a post office box, or the LLC itself, as the registered agent.
• Leaving out a governing person's name or address, or the franchise tax mailing address.
• Paying for Same Day Expedite when the standard timeline would have met the deadline.
• Confusing Form 205 with Form 201 (corporation), Form 202 (nonprofit corporation), or the professional association and limited partnership forms, which carry different fees.
• Forgetting the May 15 Public Information Report even when the LLC owes no franchise tax.

Next steps

Once the Certificate of Formation is accepted, save the filed copy, record your registered agent's details, and set a calendar reminder for May 15. If your LLC has co-owners, outside investors, or a business that needs specialized licensing, a Texas attorney or CPA can review your filing and tax position. The Texas Small Business Development Center Network is another resource for small business owners at sbdctexas.org.

Disclaimer: This article is general information about forming a business in Texas. It is not legal, tax, or accounting advice. Fees, thresholds, and deadlines can change, so confirm current figures with the Texas Secretary of State and the Texas Comptroller of Public Accounts before you file or pay.