LLC Registered-Agent and Registered-Office Requirements in Texas

At a glance

Requirements one by one

Governing law and terminology

Texas places the general registered agent and registered office rules in Business Organizations Code Chapter 5. The formation filing is governed by Chapter 3, and Chapter 11 supplies the involuntary-termination consequence.

Continuous designation duty

Tex. Bus. Orgs. Code § 5.201(a) requires an LLC, as a filing entity, to designate and continuously maintain both a registered agent and a registered office in Texas.

Eligible individual

An individual agent must reside in Texas and consent in the written or electronic form developed by the Secretary of State. Section 5.201 states no separate minimum age or citizenship requirement.

A member, manager, owner, or employee may serve only as a consenting Texas- resident individual. Ownership or office in the LLC is not a substitute for the statutory qualification.

Eligible entity and self-service

An entity agent must be an organization registered or authorized to do business in Texas and must consent. Section 5.201(b)(2)(B) expressly excludes the filing entity being represented, so the LLC cannot name itself as its own registered agent.

The organization agent's business office must be at the same address as the LLC's registered office.

Registered office, address, and hours

The registered office must be a Texas street address where process can be personally served. It need not be the LLC's own place of business, but it may not consist solely of a mailbox service or telephone answering service.

Section 5.201(d) imposes a specific availability rule on an organization agent: it must keep an employee at the registered office during normal business hours, and any employee may receive service there. The section does not state a separate fixed daily hour range for an individual agent.

Consent and initial filing

Section 3.005(a)(5) requires the certificate of formation to state the initial registered-office street address and the initial agent's name. Section 5.201 requires the agent's written or electronic consent.

Under § 5.2011(a), the organizer's or managerial official's designation of the agent in the filing is an affirmation that the named person consented. The current official Form 205 follows that structure: the organizer signs the certificate and affirms the agent's consent.

Change, resignation, and replacement

The LLC changes its registered agent or office by filing a statement under § 5.202; acceptance makes it an amendment to the certificate of formation. A registered agent may change its own name or the office address under § 5.203 after giving the LLC at least 10 days' written notice.

Under Tex. Bus. Orgs. Code §§ 5.204 to 5.205, an agent resigns by notifying the LLC and the Secretary of State. The agent and office designations terminate on the 31st day after the Secretary receives the notice. A person named without consent may instead file a rejection under § 5.205; acceptance terminates both designations and causes the Secretary to notify the LLC that it must appoint replacements.

Agent duties and service

Tex. Bus. Orgs. Code § 5.206 deliberately narrows the role to two duties. The agent receives or accepts process, notices, and demands and forwards them—or otherwise notifies the LLC—at the latest address the LLC supplied. The agent also sends other legally required or permitted notices to that address.

For an organization agent, § 5.201(d) permits any employee at the registered office to receive service during normal business hours.

Lapse consequences and fallback service

Texas does not require a court order before the statutory-agent fallback exists. Under § 5.251, the Secretary of State becomes the entity's agent for service if the LLC has no maintained registered agent or the agent cannot with reasonable diligence be found at the registered office. Section 5.252 uses duplicate copies and the required fee so the Secretary can record and forward the service.

The entity consequence is separate. Under § 11.251, the Secretary may notify an LLC that it failed to maintain the agent or office. If the failure remains uncorrected before the 91st day after mailing, the Secretary may issue a certificate terminating the LLC's existence. Section 11.253 permits reinstatement after correction and the required filing package.

What trips people up

Consent is mandatory even though the organizer signs the certificate. The organizer's appointment affirms that the agent already consented; it does not replace the consent requirement.

A mailbox service alone is not a registered office. Texas requires a street address where the agent can be personally served.

The normal-business-hours rule is written for organization agents. Do not convert it into a fixed 9-to-5 rule or invent a daily hour range for every individual agent.

Common questions

Can a Texas member be the registered agent? Yes, if the member is an individual Texas resident who consented. The LLC itself cannot be its own entity agent.

When does an agent resignation take effect? On the 31st day after the Secretary of State receives the compliant notice, not on the day the agent mails notice to the LLC.

Who may accept service for an organization agent? Any employee of the organization who is at the registered office during normal business hours.

Does losing the agent prevent service? No. Section 5.251 makes the Secretary of State the fallback agent when the LLC has no maintained agent or the agent cannot be found with reasonable diligence.

Statutes and sources

• Tex. Bus. Orgs. Code § 3.005(a)(5) — initial office street address and agent name in the certificate of formation. https://tcss.legis.texas.gov/resources/BO/htm/BO.3.htm (accessed 2026-07-27)
• Tex. Bus. Orgs. Code §§ 5.201 to 5.2011 — continuous duty, eligibility, consent, common address, office type, organization hours, and affirmation. https://tcss.legis.texas.gov/resources/BO/htm/BO.5.htm (accessed 2026-07-27)
• Tex. Bus. Orgs. Code §§ 5.202 to 5.208 — changes, notice, resignation, rejection, duties, false appointment, and liability boundaries. https://tcss.legis.texas.gov/resources/BO/htm/BO.5.htm (accessed 2026-07-27)
• Tex. Bus. Orgs. Code §§ 5.251 to 5.252 — automatic Secretary-of-State fallback and service mechanics. https://tcss.legis.texas.gov/resources/BO/htm/BO.5.htm (accessed 2026-07-27)
• Tex. Bus. Orgs. Code §§ 11.251 to 11.253 — 90-day cure, termination, and reinstatement. https://tcss.legis.texas.gov/resources/BO/htm/BO.11.htm (accessed 2026-07-27)