Articles of Organization LLC Texas

The Texas Articles of Organization, officially known as the Texas Certificate of Formation, is the legal document used to create a limited liability company with the Texas Secretary of State. Filing this document formally establishes the LLC as a recognized business entity under Texas law.

Once approved, the LLC gains the authority to operate, enter contracts, and conduct business within the state.

What Are Texas Articles of Organization?

In Texas, the Articles of Organization are filed using Form 205, titled Certificate of Formation for a Limited Liability Company. This filing provides the state with essential details about the business, including its name, registered agent, and management structure.

The Texas Articles of Organization create the LLC itself. Internal governance is handled separately through an Operating Agreement.

Are Texas Articles of Organization Required?

Yes. Filing Texas Articles of Organization is required to legally form an LLC. Without an approved Certificate of Formation, the business does not legally exist and does not receive limited liability protection.

Texas LLC formation is governed by the Texas Business Organizations Code.

Information Required in Texas Articles of Organization

LLC Name Requirements

The LLC name must be distinguishable from other registered entities and must include Limited Liability Company, LLC, or an accepted abbreviation.

Registered Agent and Registered Office

Every Texas LLC must appoint a registered agent with a physical street address in Texas. The registered agent must consent to the appointment.

LLC Management Structure

The filing must indicate whether the LLC is:

  • Member managed
  • Manager managed

If manager managed, at least one manager must be listed in the filing.

Organizer Information

The organizer is the person or entity submitting the filing. The organizer is not required to be an owner or manager of the LLC.

Purpose Statement

Texas allows a general purpose statement, permitting the LLC to engage in any lawful business unless a specific limitation is stated.

Certificate of Formation Effective Date

The filing may become effective upon acceptance or on a future date specified in the document.

How to File Texas Articles of Organization

Online

Most LLCs file online through the Texas Secretary of State’s SOSDirect system. Online submissions are typically processed faster.

Mail

Paper filings may be submitted by mail using Form 205. Processing times are generally longer than online filings.

Texas Articles of Organization Filing Fee

The Texas Secretary of State charges a $300 filing fee to submit Texas Articles of Organization for an LLC.

What Happens After Filing Texas Articles of Organization?

After approval:

  • The Texas LLC is legally formed
  • The business may apply for an EIN
  • The LLC may open business bank accounts
  • An Operating Agreement should be adopted
  • Ongoing state compliance obligations begin

Texas does not automatically issue a physical certificate, but certified copies may be requested.

Common Mistakes When Filing Texas Articles of Organization

Incorrect Texas registered agent information

The registered agent must consent and maintain a Texas street address.

Selecting the wrong Texas LLC management structure

This determines who has authority to bind the LLC.

Confusing Texas Articles of Organization with an Operating Agreement

The Articles form the LLC. The Operating Agreement governs internal operations.

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