Texas Registered Agents: Legal Requirements, Costs, and How to Choose

A registered agent in Texas is a person or business entity appointed by a business to receive notices, legal documents, and official correspondence on behalf of the business. This role is required to comply with state regulations and ensure that the business is duly informed of legal actions such as lawsuits, tax notices, or compliance documents.

Under Texas law, every business entity (domestic or foreign filing), including corporations, limited liability companies (LLCs), and partnerships, must appoint a registered agent when forming or registering with the Texas Secretary of State. This also includes nonprofit associations. The registered agent must have a physical address in Texas (not a P.O. Box) and be on hand during regular business hours to receive notices, processes, and other official communications served on the business.

What Does a Texas Registered Agent Do for an LLC or Corporation?

A registered agent in Texas ensures that a business entity stays compliant with state regulations and is accessible for legal and governmental correspondence. The primary responsibilities of a registered agent include the following:

• Receive or accept, and forward any process, notice, or demand that is served on or received by the registered agent and notifying or forwarding to the represented entity at the address; and
• Deliver the notices required or permitted by law to be given to the represented entity to the address specified by the entity to the registered agent.

In carrying out the above-mentioned responsibilities, a registered agent must maintain a physical location within Texas and be available during regular business hours.

Criteria for Becoming a Registered Agent in Texas

In Texas, a registered agent can be an individual or an organization registered or authorized to conduct business within the state and has a business office at the same location as the entity’s registered office. Registered agents are organizations called commercial registered agents. This individual or organization must consent to act as a registered agent for other registered entities in Texas. While an entity’s officer, owner, or employee can fulfill the role of a registered agent, an entity cannot serve as its own registered agent. Businesses may also contract with another entity, such as a service company, to provide registered agent services. It is important to note that the Texas Secretary of State or any other governmental agency or authority cannot serve as a registered agent for any entity.

Legal Requirements for Registered Agents in Texas

In Texas, the role of a registered agent is governed by the Texas Business Organizations Code and the Texas Secretary of State regulations. The legal qualifications for a registered agent include:

Eligibility Requirements for Individuals: Individuals seeking to serve as a registered agent must:

• Be 18 years or older.
• Be a resident of Texas with a physical address in the state.
• Be available during regular business hours to receive correspondences.
• Consents in writing to act as the registered agent of a business entity.

 Eligibility Requirements for Businesses: A business entity can serve as a registered agent if the entity:

• Is registered and authorized to conduct business in Texas and is in good standing with the Texas Secretary of State.
• Maintains a physical office in Texas staffed during regular business hours to receive notices, process, and other correspondences on behalf of clients.
• Is licensed or registered with the Secretary of State as a professional registered agent.
• Consents in writing to act as the registered agent of another business entity.

A registered agent cannot act on behalf of the business if there is a conflict of interest. For example, if the registered agent is also an officer or director of the company, there may be concerns about impartiality when accepting legal documents or government correspondence. Professional registered agents (such as registered agent services) avoid conflicts of interest by not having any direct involvement with the management or business activities of the companies they represent.

Registered Agent Compliance in Texas

The Texas Business Organizations Code (BOC), Section 5.201, requires businesses in Texas to have a registered agent. This requirement applies to most domestic and foreign filing business entities, including corporations, LLCs, and partnerships. This also applies to unincorporated nonprofit associations. Certain entities, such as sole proprietorships and general partnerships, which do not require formal registration with the Secretary of State, are not legally obligated to appoint a registered agent.

There are penalties for failing to designate or maintain a registered agent. Section 11.251(b) of the BOC provides that the Secretary of State may terminate an entity’s existence if it finds that it has failed to and, after 91 days’ mailed notice, has failed to maintain a registered agent. For foreign filing entities, it may lead to the revocation of the entity’s registration. Also, section 21.802 states that a person who violates certain provisions is liable to the state for a civil penalty of not more than $2,500 for each violation.

Finding the Right Registered Agent for Your Texas Business

Choosing the right registered agent is important for businesses operating in Texas because your registered agent plays a vital role in handling key communications and ensuring compliance with the law. Here are some factors you should consider when choosing a registered agent in Texas:

1. Convenience and availability: The registered agent must have a physical address (not a P.O. box) in Texas and be available during regular business hours to receive correspondence. You should consider an agent that offers online access to documents and 24/7 support. Online access allows you to forward documents in a timely manner. 
2. Experience and reliability: You should choose an agent with the requisite experience in handling the service of process and compliance documents. Assess the agent’s reputation and reliability by checking reviews or testimonials online.
3. Service offerings: Some agents offer value-added services like compliance monitoring, annual report reminders, and document storage, which can be valuable for businesses that want to stay organized and meet deadlines.
4. Cost: Compare the pricing of registered agent services, which typically range from $50 to $300 annually. Some agents offer monthly payments to provide businesses with flexibility. Overall, ensure that the cost is balanced with the quality of services provided. Although cheaper options may save money upfront, they may not be reliable.
5. Scalability: If your business has multi-state operations or plans to expand, consider whether the registered agent can provide services in other states.
6. Legal compliance: The agent must meet the legal requirements outlined in the Texas Business Organizations Code.
7. Contract terms: Review the terms of the service agreement to avoid unexpected costs.

Costs of Registered Agent Services in Texas

The costs of using a registered agent service in Texas can vary depending on the provider and the level of services included. Generally, you can engage a commercial or professional registered agent or a self-designating or in-house agent. Businesses that want a hassle-free, compliant, and secure method for receiving documents without managing them in-house choose professional registered agent services.

The average cost for commercial registered agent services ranges from $50 to $300 annually. This fee generally includes receiving correspondences and forwarding them to the business. Some registered agent providers offer premium or value-added services. Some also provide expedited document forwarding for extra costs.

If a business designates itself or a company officer as the registered agent, there are no direct annual service fees like those incurred with professional services. This may seem cost-effective at first glance, as there are no third-party costs. In this case, the business or officer must maintain a physical address in Texas that is available during regular business hours to receive documents. If a company does not have an appropriate office space or dedicated person available during business hours, this could result in missed documents or non-compliance. If an in-house employee serves as the registered agent, there may be indirect costs related to the time spent managing this role, handling documents, and ensuring timely forwarding to the correct person in the business. This might not be a direct fee, but it can incur operating costs that could be avoided with a professional service.

In addition, using an in-house registered agent, such as a company officer, may lead to the disclosure of the business’s physical address in public records. This could expose the business or individual to unwanted solicitations or legal risks.

Accessing Registered Agent Records in Texas

The Texas Secretary of State is the primary custodian of information about business entities in the state. You may use the SOSDirect portal to search for information on a registered agent. You must create an account to access the service and pay $1 for each search. You can search for a registered agent by the business’s name or file number.

Suppose you do not have access to the internet or prefer to obtain information in another format. In that case, you can contact the Texas Secretary of State’s office to request information about a registered agent:

Physical Address
Texas Secretary of State - Corporations Section
1019 Brazos Street
Austin, TX 78701

Mailing Address
Texas Secretary of State - Corporations Section
P.O. Box 13697
Austin, TX 78711-3697
Fax: (512) 463-5709
Email: corpinfo@sos.texas.gov 

Some third-party websites and services offer business entity search capabilities, including registered agent information. These services often charge a fee but may provide additional features such as access to historical business data, simplified search options, and detailed reports that include registered agent information and other corporate data. While these services may be convenient, they often come with a cost, and the data may not be as up-to-date as the Texas Secretary of State’s official records.

Where to Find Public Registered Agent Information in Texas?

Registered agent information is publicly accessible in Texas. The Secretary of State maintains a public record of all business entities registered in the state, which includes details about their registered agent. This information is available to anyone who wishes to access it, and businesses must provide accurate registered agent details when they form or amend their business entity.

Can I Be My Own Registered Agent in Texas?

Section 5.201(b) of the BOC forbids an entity from acting as its own registered agent. However, such an entity may designate an officer in-house to act as its registered agent. While self-designating as a registered agent can seem straightforward, it has advantages and challenges. Generally, having a self-designated agent is simple and saves you money. Also, this means you have one less online account to track. In addition, the documents go directly to you. You do not have to wait for someone to forward or email them.

The challenges of being your registered agent include:

• Privacy concerns: The self-designated agent’s name and physical address become part of the public record. Being part of public records means the agent’s name and details may be posted online or may have junk mail sent to them, which can lead to unwanted solicitations or jeopardize privacy.
• Availability requirement: The agent must be present at the registered address during regular business hours. This can limit flexibility, especially if they travel frequently or have off-site responsibilities.
• Risk of missing notices: An agent who is not fully available may risk missing notices served on the business. This may have consequences, depending on the nature of the notice. For example, a court process may lead to default judgments, or a compliance notice may lead to fines or other sanctions.
• Lack of professional services: Professional registered agents provide added benefits like compliance monitoring, reminders for filing deadlines, and secure document storage, which the business forgoes if it engages a self-designated agent.
• Time commitment: An officer managing agent duties may distract them from focusing on core business activities.

Based on the above, you may self-designation if:

• It is a small business with a stable address and limited growth or compliance needs.
• Privacy concerns and public records are not a significant issue.
• The officer is available to fulfill the role’s obligations reliably.

The business should consider professional services if:

• It operates in multiple states or jurisdictions.
• The proposed self-designated agent travels frequently or has irregular hours.
• Privacy, convenience, or additional compliance support is a priority.

Steps to Change Your Registered Agent in Texas

If you want to change your business’s registered agent in Texas, follow the steps below:

• Choose the new registered agent and obtain consent from the agent. Consent is included in Form 401A (Acceptance of Appointment and Consent to Serve as Registered Agent) (Word, PDF).
• File Form 401 (Change of Registered Agent/Office) (Word, PDF) with the Texas Secretary of State’s office. The filing fee is $15, which takes three to five business days to process. However, you can expedite the process by paying a $25 fee.

It is advisable to notify the previous registered agent of the change in writing to ensure that they are informed that they are no longer responsible for receiving documents on behalf of the business. The business may also have Form 402 (Statement of Resignation of Registered Agent) (Word, PDF) in its record.

After the change, the business should update its internal records and relevant documents to reflect the new registered agent.

There are no restrictions on the frequency of changing registered agents. Businesses can change their registered agent as often as needed if the necessary filing with the Secretary of State is done.

Consequences of Not Having a Registered Agent in Texas

There are penalties for failing to designate or maintain a registered agent. Section 11.251(b) of the BOC provides that the Secretary of State may terminate an entity’s existence if it finds that it has failed to and, after 91 days’ mailed notice, has failed to maintain a registered agent. Also, section 21.802 states that a person who violates certain provisions is liable to the state for a civil penalty of not more than $2,500 for each violation.

Also, a registered agent is important for receiving service of processes and notices. Without a registered agent, the business may miss these services, which may result in default judgments or penalties because the business may not be aware of or able to respond in time to notices and processes served.

How to Become a Registered Agent in Texas

To serve as a registered agent in Texas, an individual or business must meet the following criteria:

• Have a physical address (not a P.O. Box) in Texas.
• Be available during regular business hours to receive and forward official documents.
• An individual serving as a registered agent must be at least 18 years old and a resident of Texas. There is no formal registration process for individuals who want to become a registered agent. However, an individual serving as a registered agent must ensure they meet the requirements outlined above.
• A business must be authorized to do business in Texas if it acts as a registered agent. The business should be registered with the Texas Secretary of State.
• The business must obtain the agent’s written consent through Form 401A (Acceptance of Appointment and Consent to Serve as Registered Agent) (Word, PDF).