As you begin to transform your vision for launching a new business into a reality, you will likely find yourself encountering the term “registered agent” at some point. Texas law requires business entities to maintain a registered agent and office in Texas. The role of a registered agent is to serve as the legal liaison for the small business, performing key duties like receiving legal documents so the business can address them promptly. There are a few requirements that must be met when selecting a registered agent for your Texas small business, and you may wonder whether it’s possible to serve as your own registered agent on behalf of your business. As these questions arise, it’s helpful to seek the guidance of a highly experienced and knowledgeable Texas business formation attorney who can provide you with the information and sound counsel you need to make critical decisions with greater understanding and confidence. While it may be tempting to hurry through the business formation process so that you can get your business off the ground as soon as possible, taking the time to fully evaluate your options and establish a strong and secure foundation is the best way to set yourself up for a bright and successful future. Let’s take a closer look at some of the legal requirements for a Texas small business and how to navigate the process of selecting a registered agent for your Texas small business.
Do I Need a Registered Agent in Texas?
First, it’s worth assessing how Texas law addresses registered agents and defines their role. According to the Texas Secretary of State, “The Texas Business Organizations Code (‘BOC’) requires every domestic or foreign filing entity to maintain a registered agent and office in Texas.” Once a registered agent is appointed, it becomes the “agent of the entity on whom may be served any process, notice, or demand required or permitted by law to be served on the entity.” In other words, all formal, state-filed business entities are required to appoint a registered agent, which generally include limited liability companies (LLCs), corporations, and foreign entities that are operating within the state of Texas. Common law business entities like sole proprietorships are not required to have a registered agent.
The Duties and Responsibilities of Registered Agents in Texas
Registered agents have a few key responsibilities when a business appoints them to serve in this role. The primary duty of a Texas registered agent is to “receive or accept, and forward to the represented entity at the address most recently provided to the registered agent by the represented entity, or otherwise notify the represented entity at that address regarding any process, notice, or demand that is served on or received by the registered entity.” Simply put, this means that the registered agent will handle the correspondence needs of the business in an official capacity, forwarding documents to the business promptly and accepting any service of process (i.e., legal summons, subpoenas, etc.) on behalf of the business. Ultimately, the purpose of a registered agent is to help the business avoid legal issues, remain in compliance with state laws and requirements, and provide additional privacy for the business itself.
Business and LLC Registered Agent Rules in Texas
In order to serve as a registered agent in Texas, the individual or entity must meet certain requirements. The Texas Business Organizations Code outlines these requirements, which are distilled below. A registered agent must:
- Be an organization (other than the business itself) that is registered to transact business in the state of Texas, or be an individual who is a resident of Texas.
- Give their consent to serve as the designated registered agent for the business.
- Keep a business office (referred to as the registered office), at a street address in Texas (this address cannot be a private mailing address, P.O box, or a mail service).
- Make someone available during normal business hours at the registered office who can receive and address service of process on behalf of the business.
If you have additional questions about the roles and responsibilities of a registered agent, or if you are interested in learning more about Texas business compliance for small businesses, consider enlisting the support of a highly experienced and trusted business formation lawyer who can provide you with the customized guidance you need.
Can You Serve as Your Own Registered Agent?
It’s worth noting that small business owners in Texas are allowed to serve as their own registered agents. This may be the best option for smaller businesses who may be cost-conscious and unable to afford an outside registered agent to serve in this capacity. However, there are a few potential disadvantages to being your own registered agent that are worth exploring in depth before making this decision. As the primary person who is running your business, you may not have the time to focus on planning for reporting deadlines or receiving official legal notices, leaving you vulnerable to potential risks and legal disputes. Additionally, if your job takes you away from the office for events, meetings, or travel obligations, you may not be able to meet the registered agent requirement of remaining available during normal business hours. To learn more about the advantages and disadvantages of serving as your own registered agent, reach out to the dedicated and knowledgeable legal team at Sewell Sewell Beard LLC to get started.
How to Change or Update Your Registered Agent
Once your business appoints a registered agent, this individual or organization must do so on a continual basis. If the registered agent fails to uphold their duties and obligations, there could be consequences for the business. You may change registered agents at any time, as long as you file a statement of change of registered agent or registered office with the Texas Secretary of State to remain in compliance with these legal requirements.
At Sewell Sewell Beard LLC, we believe in forging lasting relationships with every client we serve. If you need trusted and effective guidance when forming a small business in Texas, our dedicated legal team is ready to assist you. Please contact our Prosper, Texas office at (972) 777-5390 or our Jasper, Alabama office at (205) 544-2350 today to get started with a highly qualified small business formation attorney.