Texas LLC & Entity Reinstatement: Restoring Good Standing

When a Texas Limited Liability Company (LLC), corporation, or professional entity falls out of compliance, the state moves quickly to revoke its legal standing. Whether you missed annual franchise tax filings, neglected Public Information Reports (PIR), or failed to register your foreign (out of state) entity, non compliance puts your personal liability shield and company name at risk.

Andris Financial Services manages the multi agency reinstatement process directly. This service includes reconciling state tax ledgers with the Texas Comptroller of Public Accounts, obtaining your official Tax Clearance Letter, and preparing your Certificate of Reinstatement for the Texas Secretary of State (SOS) to return your business to good standing.

Featured Resource: Texas LLC & Entity Reinstatement & Termination Guide

Looking for step by step instructions and official state documents? Visit the comprehensive Texas Reinstatement & Termination Guide Page to access downloadable forms and direct tips to help you navigate the complete administrative process.

Prefer an experienced Texas reinstatement CPA to handle the entire process? Request an entity status review for a prompt evaluation of your account and a clear path to good standing.

Andris Financial Services: Compliance and Reinstatement Solutions

Every compliance issue involves a distinct administrative path. Select a scenario below that matches your current standing.

Understanding State Status: Comptroller Forfeiture vs. SOS Involuntary Termination

Business owners frequently discover an entity issue when a bank freezes an account, a title company halts a transaction, or a lender runs a status check. In Texas, state enforcement occurs in two progressive phases:

1. Forfeited Existence / Forfeiture of Business Privileges

If an entity fails to file franchise tax reports or pay statutory amounts due, the Texas Comptroller issues a Notice of Intent to Forfeit (such as Form 05-211 or Form 05-226). When left unaddressed, the Comptroller forfeits the entity’s right to transact business under Chapter 171 of the Texas Tax Code.

• The business loses the right to sue or defend claims in Texas courts.
• Active contracts and commercial leases can be jeopardized.
• Under Texas law, officers, directors, and LLC managers can face personal liability for debts and liabilities created during the forfeiture period.

2. Involuntary Termination by the Texas Secretary of State

If an entity remains forfeited on Comptroller ledgers for an extended period, the Texas Secretary of State steps in and involuntarily terminates the legal charter or revokes the certificate of authority. At this stage, the entity is legally ended, and its name is released to the public database for any third party to register.

Step-by-Step Texas Texas LLC & Entity Reinstatement Process

Reinstating a Texas business requires coordinating filings between two independent state agencies:

• Step 1: Account Ledger Diagnostics: Examination of public Texas Comptroller records to verify missing franchise tax report periods, confirm penalty balances, and identify delinquent Public Information Reports.
• Step 2: Filing Delinquent Reports & Securing Tax Clearance: Preparation and submission of delinquent franchise tax reports (including No Tax Due Information Reports and PIRs). Once the state reconciles the ledger and satisfies statutory penalties, the Comptroller issues Form 05-377 (Tax Clearance Letter for Reinstatement).
• Step 3: Name Availability Verification: Verification through Texas Secretary of State records to ensure the original business name remains available. If another entity claimed the name during forfeiture, the required name amendment documents are prepared simultaneously.
• Step 4: Submitting Reinstatement to the Secretary of State: Preparation and submission of Form 801 (Application for Reinstatement and Request to Set Aside Involuntary Termination) alongside the official Tax Clearance Letter and statutory state filing fees.

Transparent, Flat Fee Reinstatement Pricing

Andris Financial Services provides transparent pricing based on filing complexity:

• Complete Texas LLC & Entity Reinstatement Coordination: Starting at $450
  • Includes state ledger diagnostics, delinquent franchise tax and Public Information Report (PIR) preparation , procurement of Form 05-377 (Tax Clearance Letter), and submission of Form 801 to the Texas Secretary of State. (Entities requiring multi-year taxable franchise tax calculations, extensive accounting cleanup, or more than two delinquent filing years receive a tailored flat-fee quote after the initial review).
• Administrative Document Filings: Starting at $300
  • For entities that have already cleared all Comptroller requirements independently and only require state clearance documentation and Secretary of State filings.
• State Statutory Fees:
  • Texas Secretary of State Form 801 Filing Fee: $75
  • Texas Comptroller Liabilities: Any statutory late penalties, interest, or past-due franchise taxes are paid directly to the state.

Request a Texas Entity Status Review

State enforcement timelines move automatically, and ongoing forfeiture exposes business owners to personal liability. Obtain a professional review of Comptroller records to establish a clear, efficient path back to good standing

Request an Entity Status Review

Submit your entity details through the secure intake form for a direct review by a Texas CPA. Andris Financial Services examines public state records and emails a diagnostic breakdown of missing filings along with a flat fee proposal the same business day!