Amend Certificate of Formation in Texas: When you start an LLC in Texas, you must file the Certificate of Formation. This document records all the details of your LLC, such as name, address, name and address of the Registered Agent, and other business-related information. If you make any changes to the LLC, you must file Certificate of Amendment. Any changes you make to the Certificate of Formation must be properly documented and filed with the Texas SOS.
To amend your Texas Certificate of Formation, you will need to follow a specific process, which typically involves filling out a form, paying a fee, and submitting the amended articles to the Texas SOS. The process is not a lengthy one. In this article, I will share how to amend Texas Certificate of Formation easily. I recommend you read the article till the end to learn everything about the process.
On this page, you’ll learn about the following:
What is Certificate of Formation in Texas?
The Certificate of Formation is a document that is required to form an LLC in Texas. The document must be submitted to the State SOS online or by mail. There are certain details that need to be added while filing the Texas Certificate of Formation. The following are the points to be added to the formation document at the time of LLC registration-
- Name of your Texas LLC
- Principal address of the LLC
- Name and address of the Texas Registered Agent
- Names of all the members and managers of the LLC
- Summary of the LLC’s operation
- Start date of the LLC
- Purpose of the LLC
- Signature of all the members and managers of the LLC
Why Amend Certificate of Formation?
There are six reasons why you need to file the Certificate of Amendment in Texas. Following are the six points to note-
Change of Texas LLC Name: If you change the name of the LLC, you must file it with the SOS. LLCs do not often change the names, but in some cases, if they change it, they immediately have to inform the Texas SOS through Amendment.
It is recommended to check if the name change is absolutely necessary. Because it can affect the whole business. In some cases, it is better to start a new LLC than change the name of an existing one.
Tip from LLCBuddy
Change of Texas LLC Address: Like the business name, if the principal address of the LLC is changed or the company is moved to another place, then Texas LLC has to file the amendment certificate.
Change of Registered Agent: A Registered Agent is the most important person in the LLC. However, when you change or remove the Registered Agent, you must file the amendment with the Texas SOS.
Change of Texas LLC Management: This is another important reason why one should file the Amendment Certificate. If the managerial structure changes in your LLC, it must be filed with the SOS. The new structure, manager, or change in ownership must be filed.
Change of the Purpose of Texas LLC: The purpose of the LLC is mentioned in the Certificate of Formation when it is filed. If the purpose is changed at anytime, for example, non-profit changes to a for-profit organization, or vice-versa, it must be filed with the SOS.
Change of Texas Tax Structure: The Texas LLC classification of taxes is mentioned in the Certificate of Formation at the time of registration of the LLC. Later, if the LLC wants to change the tax structure, it must file the amendment certificate with Texas SOS.
How to Amend Texas Certificate of Formation
It is easy to amend the Certificate of Formation in Texas. There are three prominent steps to follow. The steps are as follows-
Step 1: Determine What Changes You Need in Texas LLC
The first step is to determine what changes you need to make or if you need any changes. For some business experts, it is good to make structural or some other changes to upgrade your LLC after a point of time. For example, managers can change, LLCs can be restructured or move to other places, cities, or states, and you can also change the registered agent.
These changes are common and often take place in Texas LLC. If you think your LLC needs such changes and you determine to make those changes, then you must proceed to the next step.
Step 2: Draft the Texas Certificate of Amendment
The next step is to draft the Amendment. To Amend the Certificate of Formation, you need the following-
- Name of the LLC
- Purpose of the LLC
- Entity filing number
- Amendments
- Members and Managers’ signature.
Along with these details, LLCs must submit more documents to the Texas SOS.
Step 3: File Texas Certificate of Amendment
The final step is to file the Certificate of Amendment. One has to submit the Certificate of Amendment (PDF) online or by mail to the Texas Secretary of State. If there is a name change, the business name change form should be attached to the Amendment form.
- Filing: To file it by mail or online, the Articles of Amendment form must be submitted to the Certificate of Amendment or uploaded to the Texas SOS website.
Important Information
Cost to File Texas Certificate of Amendment
The cost of filing the Amendment Certificate in Texas is $150. For other types of filing costs, please visit the official website of Texas Secretary of State.
Penalties for Not Filing Certificate of Amendment
Failure to amend Texas Certificate of Formation can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in Texas. Another consequence of not filing an amendment in Texas is facing legal issues by violating state laws. For example, if a member-managed LLC becomes a manager-managed one in the future and LLC does not file an amendment for that, it will be considered a violation of state law. Hence, the LLC might face legal issues.
FAQs
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Why Texas LLC Amendment is So Important
The Lone Star State has long fostered an environment conducive to entrepreneurial growth and prosperity. Now, through the implementation of this amendment, Texas further heightens its attractiveness as a hub for businesses small and large.
First and foremost, the Texas LLC Amendment crystallizes the state’s commitment to reducing red tape and streamlining regulatory processes. By introducing simplified rules and procedures, it facilitates efficient operations for businesses choosing to establish themselves or expand in Texas. This administrative flexibility not only saves valuable time and resources but also empowers entrepreneurs to focus on what truly matters – driving innovation, generating employment opportunities, and contributing positively to the economy.
Furthermore, the amendment bolsters the allure of forming a Limited Liability Company (LLC) in Texas. An LLC offers business owners a potent amalgamation of the benefits of both a corporation and a partnership while minimizing potential liabilities. The removal of regulatory complexities allows entrepreneurs to establish an LLC in Texas with ease and unleash their creative energies towards building thriving enterprises.
In addition, the amendment enshrines the favorable atmosphere for commerce by enhancing the corporate veil protections for business owners. Shielding personal assets from commercial liability is vital for entrepreneurs, providing them with a sense of security that paves the way for bolder, more ambitious endeavors. By reinforcing this crucial aspect of business operations, the Texas LLC Amendment safeguards business owners from the ramifications of unforeseen circumstances, allowing them the freedom to expand their vision and multiply opportunities.
Equally significant is the amendment’s push towards fostering transparency and accountability in the business landscape. Maintaining clear and comprehensive records is fundamental for establishing a trustworthy business identity. With the implementation of the Texas LLC Amendment, it becomes even more straightforward for LLCs to keep accurate records, thereby promoting trust in the business community and forging stronger relationships with stakeholders.
Moreover, the state’s dedication to reducing regulatory burdens serves as a magnet for businesses seeking to relocate or launch anew. By breaking down unnecessary barriers, Texas becomes an oasis for companies, attracting regional investment, promoting economic growth, and positioning itself as a symbol of entrepreneurial vibrancy. The amendment amplifies these positive developments, harnessing the momentum behind the Texas success story and opening new chapters of prosperity for businesses in the state.
As we await the unfolding effects of this formidable amendment, it is incumbent upon key stakeholders—from entrepreneurs and investors to policymakers and business advocacy groups—to engage in thoughtful discussions and analyses. While statistics and figures would undoubtedly enrich the evaluation, this generic commentary underscores the broad significance and potential of the Texas LLC Amendment without unearthing the granular details.
Change is often met with trepidation, but the Texas LLC Amendment promises to be a catalyst for innovation, resilience, and dynamism in the realm of business. Embracing these evolutions can forge a renewed future for commerce and position Texas as a beacon for entrepreneurship.
Conclusion
In conclusion, amending Texas Certificate of Formation is a simple process that requires a few steps to report any changes made to an LLC. Filing the Certificate of Amendment is crucial, and failure to do so can lead to legal issues and non-compliance with state laws. By following the steps outlined in this article and submitting the necessary documents to the Texas Secretary of State, LLCs can successfully amend their Certificate of Formation and maintain compliance with state regulations.
