Practice area
Business Formation Attorneys in Texas
- 3 firms listed
- 5 questions answered
Forming a business in Texas starts with choosing an entity, and the choice affects personal liability, taxes, governance, and the ability to raise money. A sole proprietorship leaves the owner personally exposed to business debts. A corporation comes with formal governance. An LLC is flexible, but only as good as its company agreement. Fixing a poor choice later costs more than getting it right at the start.
Filing entities such as LLCs, corporations, and limited partnerships come into existence by filing a certificate of formation with the Texas Secretary of State. The filing fee is $300 for both a for-profit corporation (Form 201) and an LLC (Form 205). The state does not review the company agreement, bylaws, or shareholder agreement, but those documents decide what happens when owners disagree, when one wants out, or when the business needs capital. Later stages of a company’s life are covered in the guides to mergers and acquisitions attorneys in Texas, franchise law attorneys in Texas, and tax law attorneys in Texas.
What Business Formation Attorneys Handle
Entity Selection and Structuring
Attorneys weigh ownership, liability, management, and tax goals to recommend an entity. Texas options include general and limited partnerships, limited liability companies (including series LLCs), corporations, professional entities, and nonprofit corporations. S corporation status is not a separate Texas entity type: it is a federal tax election available to a qualifying corporation or LLC. An S corporation can have no more than 100 shareholders and cannot have a nonresident alien shareholder (26 U.S.C. § 1361).
Formation Documents and Filings
Formation means preparing and filing the certificate of formation, drafting the company agreement or bylaws, issuing ownership interests and keeping ownership records, and obtaining federal and state tax registrations. Attorneys draft provisions on management authority, distributions, transfer restrictions, buy-sell rights, and deadlock that fit the actual owners.
Annual Compliance
For most for-profit LLCs and corporations, the key annual filing is the franchise tax report to the Texas Comptroller, due May 15. For report years 2026 and 2027, an entity with total revenue at or below $2,650,000 owes no franchise tax, but it must still file a Public Information Report or an Ownership Information Report, according to the Comptroller. Keeping a registered agent and office current and documenting major decisions also helps preserve liability protection.
Federal Beneficial Ownership Reporting
Under a final rule effective August 14, 2026, FinCEN made permanent its exemption of U.S. companies from beneficial ownership information (BOI) reporting under the Corporate Transparency Act. U.S.-formed companies no longer have to file BOI reports, while only certain foreign companies registered to do business in the United States still report, according to FinCEN.
Conversions and Restructuring
Texas lets most entities convert into another entity type. A converting entity continues to exist without interruption in its new form, without dissolving and re-forming (Business Organizations Code § 10.106). A sole proprietorship is not an entity, so moving a sole proprietorship into an LLC or corporation means forming the new entity and transferring the business to it. Conversions and transfers can carry tax consequences that should be reviewed first.
How to Choose a Business Formation Attorney
Entity structure knowledge. The attorney should explain the tradeoffs, not just file what the client first asks for.
Industry needs. Professional practices may need professional entities, real estate investors may use series LLCs, and startups planning to raise venture capital are often asked by investors to form as Delaware corporations.
Tax coordination. Entity choice has tax consequences. Ask whether the attorney handles the tax side or works with your CPA.
Document quality. Ask how the attorney drafts company agreements and bylaws and how they handle buy-sell, deadlock, and exit terms.
Ongoing support. Formation is the start. Consider whether the firm can handle financing, new owners, and contracts as the business grows.
Texas Business Formation Law Firms
Copp Law Firm
Location: Dallas, Texas
Website: https://www.copplaw.com
Phone: 214-206-1999
Copp Law Firm focuses on LLC formation for Texas businesses. The firm offers flat-fee LLC formation services with state filing fees additional.
Practice Focus:
- LLC and Series LLC formation
- PLLC formation for licensed professionals
- Operating agreement drafting
- S-Corp and C-Corp tax elections
Hendershot Cowart P.C.
Location: Houston, Texas
Website: https://www.hchlawyers.com
Phone: 713-528-8793
Hendershot Cowart handles business formation matters for Texas businesses. The firm handles entity selection, formation filings, and governance documents across all business structure types. Their team addresses industry-specific compliance requirements, particularly for healthcare practices subject to Stark Law, Anti-Kickback Statute, and corporate practice of medicine prohibitions.
Practice Focus:
- LLC, corporation, and partnership formation
- Healthcare practice structuring
- Series LLC establishment
- Operating agreements and bylaws
- Registered agent services
Law Office of Nathaniel Gilbert, PLLC
Location: San Antonio, Texas
Website: https://longilbert.com
Phone: 726-999-0087
Nathaniel Gilbert operates a statewide practice from San Antonio, serving clients in Houston, Dallas, Austin, Amarillo, and Fort Worth. The firm offers flat-fee LLC formation with free 15-minute consultations. Gilbert specializes in Series LLCs for clients managing multiple investments or distinct business lines under a single umbrella entity. The firm handles Certificate of Formation filings, custom operating agreements, and buy-sell agreements.
Practice Focus:
- Standard LLC formation
- Series LLC structuring
- PLLC for licensed professionals
- Buy-sell agreement drafting
- Real estate entity planning
Costs and Fees
The Secretary of State’s filing fee for a certificate of formation is $300 for an LLC or a for-profit corporation, paid in addition to any payment processing charges. Attorneys commonly charge a flat fee for a straightforward single-owner formation and price multi-owner agreements, multi-entity structures, and regulated-industry setups based on complexity. Registered agent service is a separate annual cost if the attorney or a commercial agent provides it. Ask for a written quote that lists what documents are included.
Frequently Asked Questions
Do I need an attorney to form an LLC in Texas?
No. Texas does not require an attorney, and the certificate of formation can be filed online through SOSDirect. The certificate only creates the entity. The company agreement, which controls management, ownership transfers, and what happens if owners split, is where drafting errors become expensive.
How long does business formation take in Texas?
It depends on the Secretary of State’s current processing times and the filing method, which change through the year, so check the Secretary of State’s posted processing times when you file. Drafting the internal documents takes longer when owners need to negotiate custom terms.
What is the difference between an LLC and a corporation?
An LLC has flexible management and is taxed as a partnership or disregarded entity by default, though it can elect corporate tax treatment. A corporation has a board of directors and shareholders. A C corporation pays tax at the entity level and shareholders pay tax again on dividends. A corporation or LLC can elect S corporation status if it has no more than 100 shareholders and meets the other eligibility rules, including that no shareholder is a nonresident alien.
Can I change my business structure later?
Yes. Texas allows most entities to convert directly into another entity type, and the converted entity continues to exist without interruption (§ 10.106). A sole proprietorship has to form a new entity. A change can still have federal tax consequences, so plan the conversion with a tax adviser.
Do I still have to file a BOI report with FinCEN?
Not if your company was formed in the United States. FinCEN’s final rule effective August 14, 2026 exempts U.S. companies from BOI reporting.
Sources
- Texas Secretary of State: Form 201, certificate of formation for a for-profit corporation; Form 205, certificate of formation for a limited liability company
- Texas Business Organizations Code: § 10.106, effect of conversion
- Texas Comptroller: franchise tax overview, due dates, and thresholds
- FinCEN: beneficial ownership information reporting
- Internal Revenue Code: 26 U.S.C. § 1361, S corporation definition
Disclaimer: This directory is provided for informational purposes only and does not constitute legal advice, endorsement, or recommendation of any attorney or law firm. Information about attorneys and law firms was compiled from publicly available sources and may not be current or accurate. We make no representations or warranties about the qualifications, experience, or quality of any attorney listed. Always verify attorney credentials with the State Bar of Texas, confirm current contact information, and conduct your own due diligence before hiring legal counsel. No attorney-client relationship is created by use of this directory.