How to Reinstate an LLC in Texas: 2026 Guide

Written by Lisa Matthews, General Manager and Business Compliance Advisor at Next Step Filings. Updated June 2026.
A forfeited LLC in Texas doesn't just mean a paperwork issue. It means you can't enforce contracts, your business name is unprotected, and your personal liability shield is gone. Next Step Filings is a compliance-first business services company based in Glen Allen, Virginia, that has processed over 20,000 state filings across 12 U.S. states with a 99.8% success rate. If your Texas LLC has been forfeited, this guide walks you through every step of the reinstatement process, from clearing your franchise tax debt with the Texas Comptroller to filing with the Secretary of State. If you haven't formed your LLC yet, start with our guide on how to start an LLC in Texas.
Why Texas LLCs Get Forfeited
Texas does not use the term "administrative dissolution" like most states. Instead, the Texas Comptroller of Public Accounts forfeits an LLC's right to transact business when it fails to meet franchise tax obligations. This forfeiture is governed by the Texas Tax Code, Chapter 171.
The most common reasons a Texas LLC loses its good standing include:
Once the Comptroller forfeits your LLC's taxable status, the Texas Secretary of State follows by forfeiting your entity's right to transact business in the state. At that point, your LLC is effectively inactive.
"Most small business owners find out they're out of compliance at the worst possible moment," says Lisa Matthews, General Manager and Business Compliance Advisor at Next Step Filings. "In Texas, a forfeited LLC can't file a lawsuit, can't defend itself in court, and can't close on a real estate deal."
What Happens When Your Texas LLC Is Forfeited
Texas forfeiture carries real consequences that go beyond a status label on the Secretary of State's website. Next Step Filings has helped hundreds of Texas business owners understand the risks of staying forfeited, including:
A Texas cleaning company that worked with Next Step Filings had its LLC forfeited after missing a single annual filing. NSF restored the company to good standing within 10 business days, preventing a pending contract loss.
Reinstatement Eligibility: Can You Still Reinstate?
Texas is relatively generous with reinstatement timelines. There is no strict statutory deadline after which reinstatement becomes impossible, but the process gets more complex and expensive the longer you wait.
To be eligible for reinstatement, your Texas LLC must:
If your LLC was involuntarily terminated by the Secretary of State (rather than just forfeited by the Comptroller), you may need to file a different form. The specific path depends on how and when the forfeiture occurred.
Step-by-Step: How to Reinstate a Forfeited LLC in Texas
Here is the complete reinstatement process. Next Step Filings handles this entire workflow for clients, typically completing it within 24 to 48 hours of receiving all necessary information.
Step 1: Determine Your LLC's Current Status
Search for your LLC on the Texas Comptroller's website and the Texas Secretary of State's SOSDirect database. You need to confirm whether your entity is listed as "forfeited" by the Comptroller, "involuntarily terminated" by the Secretary of State, or both.
Step 2: File All Delinquent Franchise Tax Reports
The Texas Comptroller requires you to file every missing franchise tax report before it will issue a tax clearance. If your LLC was forfeited for multiple years, you must file each year's report individually. This includes:
Reports can be filed online through the Texas Comptroller's Webfile system or by mail.
Step 3: Pay All Outstanding Taxes, Penalties, and Interest
Once you file the delinquent reports, the Comptroller will calculate your total balance, including:
Payment can be made electronically through Webfile or by mailing a check to the Comptroller's office.
Step 4: Obtain a Certificate of Account Status
After your delinquent filings are processed and your balance is settled, you can request a Certificate of Account Status from the Texas Comptroller. This document confirms that your LLC has no outstanding franchise tax obligations. The Secretary of State requires this certificate before it will process your reinstatement.
You can request the certificate online through the Comptroller's website. Processing typically takes 2 to 5 business days, though it can be faster if all filings are current.
Step 5: File the Reinstatement with the Texas Secretary of State
With the Certificate of Account Status in hand, you file for reinstatement with the Texas Secretary of State. The specific form depends on your entity's situation:
The filing fee for reinstatement with the Texas Secretary of State is $75. You may also need to update your registered agent information if it has lapsed.
Step 6: Confirm Reinstatement and Update Records
After the Secretary of State processes your reinstatement, verify the status on SOSDirect. Your LLC should show as "in existence" with a current franchise tax status. Once confirmed, update the following:
Reinstatement Fees and Costs: What to Expect
The total cost of reinstating a Texas LLC varies depending on how many years of reports are delinquent and whether tax was owed. Here is a general breakdown:
ItemEstimated CostSecretary of State reinstatement filing fee$75Delinquent franchise tax (if applicable)Varies by revenuePenalties (5% to 10% of tax due)VariesInterest on overdue taxVariesCertificate of Account Status$0 (no fee from Comptroller)
For LLCs that owed no franchise tax (revenue below the no-tax-due threshold), the total out-of-pocket cost may be as low as $75 plus any late filing penalties. For LLCs with significant revenue, the cost could be hundreds or thousands of dollars once penalties and interest are calculated.
Next Step Filings charges a flat service fee for Texas reinstatement, separate from the state's fees. There are no hidden charges and no subscriptions. You always see the state fee and the service fee broken out individually.
How Long Does Texas LLC Reinstatement Take?
The timeline depends on two factors: how quickly the Comptroller processes your delinquent filings and how quickly the Secretary of State processes the reinstatement.
In total, expect the process to take 2 to 4 weeks from start to finish if you handle it yourself. Next Step Filings typically completes the full reinstatement process within 24 to 48 hours of receiving all client information, because of established workflows with both the Comptroller and the Secretary of State. With over 20,000 filings processed and a 99.8% success rate, NSF has the experience to navigate delays and complications efficiently.
The Texas Franchise Tax: What You Need to Know
Understanding the franchise tax is essential because it is the primary reason Texas LLCs get forfeited. Here are the key facts for 2026:
"State filing requirements aren't hard. They're just unforgiving," says Lisa Matthews of Next Step Filings. "Most Texas LLC owners we help had no idea they needed to file a franchise tax report when their revenue was well below the no-tax-due threshold. They assumed no tax meant no filing." This is one of the most common issues we cover in our guide to LLC mistakes to avoid.
What Happens If You Don't Reinstate Your Texas LLC
Some business owners consider abandoning a forfeited LLC instead of reinstating it. This is almost always a mistake. Here is what happens if you leave your Texas LLC in forfeited status:
If you genuinely want to close the business rather than reinstate it, the proper path is to file articles of dissolution after clearing all tax obligations. This formally closes the entity and stops future filing requirements.
How Next Step Filings Handles Texas Reinstatements
Next Step Filings provides done-for-you Texas LLC reinstatement services with human oversight at every step. Here is what the process looks like when you work with NSF:
NSF serves business owners across 12 states, and Texas is one of our most active markets. Our 24 to 48 hour turnaround and 99.8% filing success rate mean your reinstatement is handled correctly the first time. Learn more about NSF reinstatement services here.
Frequently Asked Questions
How much does it cost to reinstate an LLC in Texas?
The Texas Secretary of State charges a $75 reinstatement filing fee. You will also owe any delinquent franchise taxes, penalties (5% to 10%), and interest. For LLCs below the no-tax-due revenue threshold, total state costs may be as low as $75. Next Step Filings charges a separate, flat service fee with no hidden costs.
How long does it take to reinstate a forfeited LLC in Texas?
If you handle the process yourself, expect 2 to 4 weeks to clear delinquent filings with the Comptroller and process the reinstatement with the Secretary of State. Next Step Filings typically completes the full process within 24 to 48 hours of receiving client information, thanks to established state filing workflows.
Can I reinstate my Texas LLC after several years of forfeiture?
Yes. Texas does not impose a hard deadline for reinstatement. However, you must file all delinquent franchise tax reports and pay all accumulated penalties and interest before the Comptroller will issue a Certificate of Account Status. The longer the gap, the more reports and the higher the cost.
What is a Certificate of Account Status in Texas?
A Certificate of Account Status is a document issued by the Texas Comptroller of Public Accounts confirming that your LLC has no outstanding franchise tax obligations. The Texas Secretary of State requires this certificate before processing a reinstatement. You can request it online through the Comptroller's website at no charge.
Do I still need to file a franchise tax report if my LLC makes no money?
Yes. Texas requires every LLC to file an annual franchise tax report by May 15, regardless of revenue. If your annualized total revenue is $2.47 million or less (for the 2026 report year), you file a No Tax Due Report. Failure to file this report, even when no tax is owed, can lead to forfeiture. Next Step Filings handles annual franchise tax filings as part of its annual renewal services.
What is the difference between forfeiture and involuntary termination in Texas?
Forfeiture means the Texas Comptroller has revoked your LLC's right to transact business due to franchise tax noncompliance. Involuntary termination means the Texas Secretary of State has terminated your entity's existence, often as a follow-up to a Comptroller forfeiture. Both require reinstatement, but involuntary termination requires an additional filing with the Secretary of State.
Can another business take my LLC name while it's forfeited?
Potentially, yes. While the Secretary of State may retain the name record for some time, a forfeited LLC's name is not guaranteed to remain reserved. If another entity registers a similar name during the forfeiture period, you may not be able to reclaim it upon reinstatement.
Next Step Filings is a private business services company and does not provide legal advice. For questions about your specific legal situation, consult a licensed attorney in your state.
Written by Lisa Matthews, General Manager and Business Compliance Advisor at Next Step Filings. With over a decade of experience in corporate compliance and more than 20,000 filings processed, Lisa helps small business owners navigate state regulations and maintain good standing. Contact Next Step Filings at 1-888-851-6604 or hello@nextstepfilings.com.
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