What is the best entity type for a small business in Texas?
There is no universal 'best' — the right entity depends on your tax posture, ownership structure, industry, capital plans, and exit horizon. For most small owner-operated Texas businesses, a single-member LLC (optionally with an S-Corporation tax election) provides the strongest combination of liability protection, simplicity, and tax efficiency. For venture-backed or ESOP-bound companies, a Delaware or Texas C-Corporation is typically required. Licensed professionals in Texas must use a PLLC or Professional Corporation. Our formation engagement includes a personal consultation with Darryl to make this decision the right way.
How much does it cost to form an LLC in Texas?
The Texas Secretary of State filing fee is $300 to file a Certificate of Formation for an LLC or Corporation. Our fixed-fee Business Formation engagement is priced separately and includes entity selection consultation, drafting the Company Agreement, EIN application, S-Corp election where applicable, and initial resolutions. We provide a written engagement letter with total cost disclosed before you engage.
Do I need a lawyer to form an LLC in Texas, or can I use a formation service?
You are not legally required to use a lawyer to file with the Texas Secretary of State — anyone can file. However, template-based formation services generally do not draft a Company Agreement tailored to your specific ownership structure, do not analyze whether an S-Corp election is advantageous, do not advise on multi-entity or holding-company architecture, and do not warrant the work for future liability. For any business with more than one owner, outside capital, professional licensing requirements, or meaningful revenue expectations, working with an attorney is the far less expensive path over the life of the business.
How long does it take to form a Texas LLC?
The Texas Secretary of State typically approves an online-filed Certificate of Formation within 3 to 5 business days, sometimes faster during off-peak periods. Expedited processing is available for an additional fee. Our full Business Formation engagement — including entity selection, filing, Company Agreement, EIN, and S-Corp election — is typically complete within 10 to 14 business days from engagement.
Can Continuum Counsel form entities in states other than Texas?
Continuum Counsel is a Texas boutique law firm. We routinely form Delaware entities for Texas-based clients with venture-scale plans or ESOP structures, and we work with qualified local counsel in other states when a multi-jurisdiction structure is required. If your matter is purely non-Texas, we will refer you to a firm licensed in the appropriate state rather than accept an engagement outside our licensure.
Do you form entities for physicians, dentists, and other licensed professionals?
Yes. Texas requires licensed professionals to organize as a Professional LLC (PLLC) or Professional Corporation, and specific specialty boards have additional formation requirements. We routinely form PLLCs and PCs for physicians, dentists, veterinarians, optometrists, chiropractors, attorneys, CPAs, engineers, and architects across Texas — and we coordinate with the applicable professional licensing board where necessary.
Do I need an operating agreement for my LLC?
Texas does not legally require an LLC to have a written Company Agreement (the Texas term for what most states call an Operating Agreement), but operating without one is risky. A properly drafted Company Agreement defines ownership percentages, profit and loss allocation, capital contribution obligations, management authority, voting rights, transfer restrictions, and what happens on the death, disability, divorce, bankruptcy, or voluntary exit of a member. Without one, your LLC is governed by default Texas Business Organizations Code provisions — which may not match your intentions and often produce results the owners would not have chosen. Every Continuum Counsel formation engagement includes a Company Agreement drafted to your specific ownership structure.
What is a Texas Series LLC and when should I use one?
A Texas Series LLC is a specialized structure that lets you create separate protected 'series' within a single parent LLC — each with its own assets, liabilities, members, and management. The most common use case is a real estate investor with multiple properties: each property sits in its own series, so a lawsuit against one property does not reach the others, and all series share a single Certificate of Formation and a single franchise-tax filing. Series LLCs are also used for family investment structures and certain multi-line operating businesses. They are not appropriate for every situation, and the case law is still developing in some sister states — we walk through the trade-offs before recommending one.
Do I need a registered agent in Texas?
Yes. Every Texas business entity — LLC, corporation, LP, or PLLC — must continuously maintain a registered agent with a physical Texas street address (P.O. Boxes are not accepted) to receive service of process and official state correspondence. An owner can serve as their own registered agent, but many closely-held business owners prefer a third-party commercial registered agent so that lawsuits or notices are not delivered to their home or business office. We help clients choose and set up a registered agent as part of the formation engagement.