Texas Registered Agent

We are available to serve as Texas registered agent for your LLC. Using our attorney as registered agent is a good choice since:

(1) our attorney can tell you what you have received and what to do about it – a commercial registered agent can only say “talk to your attorney;”

(2) the attorney-client privilege extends to an attorney acting in the capacity of registered agent, which can be important for asset protection;

(3) a well-known attorney as your registered agent delivers the message that you have legal counsel and are ready to defend your assets in the event of a lawsuit; and

(4) in the case of this firm, no-charge annual meeting minutes, along with updates to the company agreement as they may occur, are available upon request.

For all of the above reasons, you may want to consider naming this firm as your registered agent. Annual fees are $250.

Registered Agent Services. Clients may act as their own registered agent, or their CPA can do so, or our firm can act in this capacity for an annual fee of $250 for the 12-month period to come. Annual meeting minutes, along with updates to the company agreement as they may occur, are available to our registered agent clients annually upon request.

Limitations. Our firm does not accept clients who wish to use another law firm or a commercial business as their registered agent. If this is your intention, please use another law firm for your LLC formation.

General Terms of Our R/A Service. Registered agent services are limited in scope to (1) accepting service of process if the Company is sued; (2) forwarding official mail (not mass or junk mailings) from the Secretary of State and Texas Comptroller; and (3) formal notice and demand letters from attorneys or claimants. Items outside of these categories are not forwarded. Items are forwarded to the client by email (primarily) or by U.S. first class mail unless advance arrangements and fees are paid for delivery by UPS, Fed Ex, or overseas delivery.

Client Must Maintain an Office Address or Postal Box for General Business Mail. A registered agent address is NOT your business mailing address, nor is a registered agent a general mail forwarder. Do NOT rely on the registered agent for routine business correspondence – only the three items mentioned above.

Examples of Items Not Forwarded. Items not forwarded include bank statements, personal correspondence, HOA correspondence, utility bills, credit card correspondence, magazines, and junk mail. All of these senders should be given your LLC’s business mailing address. Also: mass-mailed reminders to pay franchise taxes are not forwarded even though they come from the Comptroller (We all know that we need to file a tax return, even if no taxes are due).

Titling of Real Property. Our registered agent services do NOT include acting as titleholder (grantee) for any real property. Do NOT deed property into our name as registered agent. We will repudiate any such property title. Doing this is a form of fraud and grounds for client termination.

Assumed Name Certificates. Our registered agent services do NOT include signing county or state-level assumed name certificates for the client. This is an extra level of service for which an additional fee may be negotiated.
The IRS. Do NOT list our law firm’s address as your company’s official address with the IRS. We do not interface with the IRS for such purposes. Consult a CPA or tax lawyer.

Opening Some Correspondence. Our firm is granted permission, if we consider it to be necessary, to open correspondence to determine its nature (It is sometimes it difficult or impossible to tell from the envelope). Attorney-client confidentiality applies.

Litigation Involving the Client. In the event a client is sued, our duty as registered agent is to forward a copy of the lawsuit to the client. That ends our registered agent duty. It is then the client’s duty to promptly obtain representation in the case and timely file an original answer. If the client does not do this, we do not then become the client’s attorney and forwarder by default. There are potentially dozens of events in a lawsuit that involve sending notices. Unless we are also retained as attorney of record in the case, we do not have a duty to continue forwarding these supplemental lawsuit notices. Our obligations as registered agent cease when we forward the original petition in the lawsuit.

The R/A Service Fee is Not a Retainer for Legal Services. The registered agent fee is not a retainer for any kind of legal services beyond the strict R/A services listed above. For example, a certified demand letter arrives from a law firm. The client asks us to open it and we do. We explain that it is a Deceptive Trade Practices Act notice letter that makes allegations of fraud or misrepresentation – and that the client needs to respond within 60 days or risk a lawsuit potentially involving treble damages plus attorney’s fees. That is the extent of our obligation. Beyond that, the client is free to hire this firm or any other firm to represent them in that case.

R/A Services Do Not Include Signing Annual Reports or Filing Tax Returns. A registered agent is not authorized to act on behalf of the company in the execution of documents. This usually requires a manager. So signing annual LLC filings or tax returns or any other document is not included. We do not file annual state tax forms as part serving as registered agent. Please engage a competent CPA to handle your tax matters.

R/A Services Are for State-Level Services Only. Registered agent services are Texas state-level only (i.e., there is no such thing as a registered agent at the federal level). While we will forward any official notice and demand letters, including certified IRS mail, our legal services do NOT include interfacing with the IRS or any other federal agencies.

Keep Contact Information Current. If we are acting as registered agent, it is essential that the client keep us up-to-date concerning contact information, especially email. If mail to the Company or client is returned by the U.S. Post Office “not deliverable as addressed,” and the file does not reflect any other way to get in touch with the client, we are permitted to resign as registered agent.

Change of Registered Agent. The registered agent may be changed with the Secretary of State’s office at any time by filing form 401 and paying a $15 fee. This is a clerical task and does not require a lawyer’s assistance.
The foregoing terms of service apply without exception to all clients in place of individual engagement letters.

Thank you for considering our firm as your registered agent.