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Name Filings FAQs

The answers to our Frequently Asked Questions are provided for informational purposes and are not intended to provide legal advice or to substitute for the advice of an attorney. If you have specific legal questions, consult your attorney.

Name Availability

  1. How do I determine whether the name I have chosen for my entity will be accepted for filing by the secretary of state?

    Under section 5.053 of the BOC, a filing entity or the name under which a foreign filing entity registers to transact business in this state must be distinguishable in the records of the secretary of state from the name of another filing entity, foreign filing entity, name reservation, or name registration filed with the secretary of state. Furthermore, there are specific circumstances where a proposed name that is not distinguishable may be used if the existing entity consents in writing.

    Texas Administrative Code, Title 1, Part 4, Chapter 79, Subchapter C sets out the rules for determining whether names are distinguishable, the same, or available with consent. If you wish the secretary of state to provide a preliminary determination on name availability, you may call (512) 463-5555, dial 7-1-1 for relay services, or e-mail your name inquiry to Corporations Section. A final determination cannot be made until the document is received and processed by the secretary of state. Do not make financial expenditures or execute documents based on a preliminary clearance. Also note that the preclearance of a name or the issuance of a certificate of formation under a name does not authorize the use of a name in violation of another person's rights to the name. See Trademark FAQs for more information.

Name Reservations

  1. If I reserve a name for a corporation, can I use the name to form an LLC?
  2. Can I reserve a name online?
  3. Can I withdraw or cancel a name reservation before the end of the 120-day reservation period?
  4. Can I renew a name reservation?
  5. Is there a limit on the number of times I can reserve an entity name?
  1. If I reserve a name for a corporation, can I use the name to form an LLC?

    Yes. Name reservations are now “generic” and can be used to form any type of filing entity.

  2. Can I reserve a name online?

    Yes. You can file a name reservation through SOSDirect 24 hours a day, 7 days a week.

  3. Can I withdraw or cancel a name reservation before the end of the 120-day reservation period?

    Yes. See Form 507 (Word, PDF).

  4. Can I renew a name reservation?

    Yes. A name reservation may be renewed by filing a new application during the 30-day period preceding the expiration of the current reservation. See Form 501 (Word, PDF).

  5. Is there a limit on the number of times I can reserve an entity name?

    No.

Name Registrations

  1. What is a name registration?
  2. Should I file a name registration or an application for registration?
  1. What is a name registration?

    A name registration is a filing that can be made by an organization that is authorized to do business in Texas as a bank, trust company, savings association, or insurance company, or that is a foreign filing entity not registered to transact business in Texas under the Texas Business Organizations Code. In order to approve a name registration, the name must be distinguishable in the records of the secretary of state from the name of an existing filing entity, foreign filing entity, name reservation or other name registration.

  2. Should I file a name registration or an application for registration?

    It depends. Filing a name registration does not give an entity the authority to transact business in Texas. A valid name registration precludes another entity from filing under a legal or fictitious name that is not distinguishable in the records of the secretary of state. A name registration is valid for one year and may be renewed.

    An application for registration, formerly called a certificate of authority, is filed by a foreign corporation, limited liability company, limited partnership, limited liability partnership, professional association, or other foreign entity as listed in section 9.001 of the Texas Business Organizations Code when the entity will be transacting business in Texas. Filing an application for registration gives a foreign filing entity the authority to transact business in Texas. However, the need to file an application for registration depends on the nature and extent of the activities of the entity in Texas. In addition, a foreign entity may need to file an application for registration with the secretary of state in order to meet other state law requirements.

    If you are unsure whether to file a name registration or application for registration, please contact your private attorney.

Name Changes

  1. How does my business entity change its name?
  2. Can I file a name change amendment online?
  1. How does my business entity change its name?

    A filing entity changes its legal name by following the applicable provisions in its governing documents and the Texas Business Organizations Code regarding the procedure and necessary approval for amending the entity’s formation document. After complying with the necessary provisions for amending the formation document, the entity shall file a Certificate of Amendment with the secretary of state. See Form 424 (Word, PDF). Alternatively, if an entity wants to keep its legal name but conduct business under a different name, it can do so by filing an assumed name certificate. See Form 503 (Word, PDF).

  2. Can I file a name change amendment online?

    Yes. A domestic entity can file name change amendments online through SOSDirect 24 hours a day, 7 days a week.

Assumed Name Certificates

  1. Should an assumed name certificate be rejected if there is a certificate already on file for the same or a similar name?
  2. Must an assumed name certificate have an original signature and be notarized?
  3. Can I amend an assumed name certificate to change incorrect or dated information?
  4. How often do I have to file an assumed name certificate?
  5. What if I am no longer using an assumed name for my business?
  6. Fees
  7. Are there restrictions on the assumed names I can file?
  8. If I have an assumed name on file, when/how can I use the assumed name?
  9. Where do I file my assumed name certificate?
  10. I filed an assumed name certificate, but another business is using a name that is similar/the same as mine. What should I do?
  11. I am using an assumed name, but I have not made the proper filings at the state or county levels. Are there any penalties?
  12. I have a limited partnership (LP) that is registered as an LLLP. How does the partnership file an assumed name certificate with the Secretary of State?
  13. If the series does business under a specific name, should an assumed name certificate be filed?
  1. Should an assumed name certificate be rejected if there is a certificate already on file for the same or a similar name?

    No. Chapter 71 of the Texas Business & Commerce Code does not authorize rejection of an assumed name certificate on the basis of a name conflict. Therefore, there may be multiple assumed name certificates on file with the secretary of state for the exact same name. An assumed name certificate provides information about the underlying business’s identity and location. It does not give the registrant any right to use the assumed name in a way that violates the law, infringes on the rightful use of the name by others, and it does not prevent anyone else from filing the same assumed name or using the name to form a new entity with the secretary of state. It is up to each business entity to protect its name and good will.

  2. Must an assumed name certificate have an original signature and be notarized?

    When filing with the secretary of state, you do not need to submit an assumed name certificate with an original signature. Faxed copies and photocopies of signed certificates are acceptable for filing. Assumed name certificates filed with the secretary of state do not need to be notarized. Form 503 (Word, PDF) may be used for purposes of filing with the secretary of state.

  3. Can I amend an assumed name certificate to change incorrect or dated information?

    No. However, the law requires an assumed name registrant to file a new assumed name certificate when the information contained in the certificate is or becomes materially misleading. Certain events can cause the information in a certificate to become “materially misleading.” For example, a change in the registrant’s name, address, or business structure would be considered a material change. If a material change has been made, a new assumed name certificate must be filed within 60 days. See Tex. Bus. & Comm. Code §71.152.

  4. How often do I have to file an assumed name certificate?

    An assumed name certificate must include a stated term or duration for the filing, which cannot exceed 10 years from the date of filing. The certificate expires at the end of the stated term or 10 years from the date of filing. If the registrant decides to continue using the same assumed name, a new assumed name certificate must be filed prior to the expiration of the current certificate.

  5. What if I am no longer using an assumed name for my business?

    If you have filed an assumed name certificate with either the secretary of state or with a county clerk and you are no longer conducting business under that assumed name, you may file a statement of abandonment.

    The statement of abandonment must include the following:

    • The assumed name which is being abandoned;
    • The offices with which the assumed name certificate was filed and the date of filing;
    • The office where the statement is being filed; and
    • Each registrant’s name and residence or office address.

    The secretary of state has a statement of abandonment form (Form 504 Word, PDF) that may be used to file an abandonment of an assumed name certificate recorded with the secretary of state. If you filed an assumed name certificate with the county clerk, and want to file an abandonment of the assumed name certificate, do not use Form 504. Different execution requirements apply when filing a statement of abandonment on the county level.

  6. Fees

    The secretary of state is required to collect $25 for each assumed name certificate and $10 for each statement of abandonment of an assumed name certificate filed with this office.

  7. Are there restrictions on the assumed names I can file?

    Yes. An entity may not file an assumed name for its exact legal name because this does not meet the definition of an “assumed name.” This is true for both domestic entities and for foreign entities that are required to register with the secretary of state under a fictitious name.

    • Example: If the legal name of your business is ABC, Inc:
      • You may not file an assumed name certificate for ABC, Inc.
      • You may file an assumed name certificate for ABC.
      • You may file an assumed name certificate for A.B.C., Inc.
      • You may file an assumed name certificate for Austin Boating Club.
    • An assumed name certificate is not required to include an organizational identifier such as Incorporated, Inc., LLC, Limited, etc.

  8. If I have an assumed name on file, when/how can I use the assumed name?

    By filing an assumed name certificate, you are notifying the public that a particular business entity intends to conduct business under a name other than its legal name. This means that generally an entity may advertise under the assumed name, use the assumed name on business cards and letterhead, etc. However, if you have a question regarding how to sign any contracts or legal documents, or other uses of the assumed name, you should consult with a private attorney. The secretary of state’s office cannot offer advice on how any entity should use its assumed name.

  9. Where do I file my assumed name certificate?

    Regardless of where in Texas you are using an assumed name, an assumed name certificate must be filed as follows:

    The following types of persons are required to file an assumed name certificate with the county clerk in each county in which a business office is or will be maintained. If the person does not maintain a business office in Texas, then in each county in which the person conducts business.

    • Sole proprietorship
    • General partnership or joint venture
    • Estates
    • Real Estate Investment Trusts
    • Any other type of business entity not included above or those listed below as filing with the secretary of state.

    Persons who file on the county level should contact the applicable county clerks’ offices for information on fees and on filing a certificate.

    The following types of Texas or foreign business entities are required to file an assumed name certificate with the secretary of state.

    • Corporations (for-profit, nonprofit and professional) or other incorporated entities
    • Limited liability companies (including professional limited liability companies)
    • Limited partnerships
    • Professional associations
    • Limited liability partnerships
    • Foreign filing entities

    Business entities that file an assumed name certificate with the secretary of state are not required to file an assumed name certificate with the county clerk. House Bill 3609 (PDF), which became effective September 1, 2019, amended Chapter 71 of the Texas Business & Commerce Code to eliminate the county-level filing requirement for such entities.

  10. I filed an assumed name certificate, but another business is using a name that is similar/the same as mine. What should I do?

    You should contact a private attorney about what steps can be taken to protect your business name and good will in commerce. Filing an assumed name does not give you any right to use the assumed name in a way that violates the law, including the laws of unfair competition, unfair trade practices, copyright, and trademark, and it does not prevent anyone else from filing the same assumed name or using the name to form a new entity. The secretary of state will file an assumed name certificate without determining what rights, if any, you have to use the name. Consequently, more than one person can have the same assumed name on file.

  11. I am using an assumed name, but I have not made the proper filings at the state or county levels. Are there any penalties?

    Yes. The Texas Business & Commerce Code sections 71.201, 71.202 provide for civil and criminal penalties for noncompliance with the assumed name provisions of Chapter 71.

  12. I have a limited partnership (LP) that is registered as an LLLP. How does the partnership file an assumed name certificate with the Secretary of State?

    When a limited partnership (LP) that has registered as a limited liability limited partnership (LLLP) uses an assumed name in Texas, the partnership must file two assumed name certificates with the secretary of state. The LP must file a certificate, and a second certificate must be filed for the LLLP registration. See Form 503 (Word, PDF). The partnership must also file assumed name certificates at the county level. Tex. Bus. & Com. Code §§ 71.101, § 71.103(b)-(c).

  13. If the series does business under a specific name, should an assumed name certificate be filed?

    Yes. If each or any series of the LLC conducts business under a name other than the name of the LLC, the LLC must file an assumed name certificate for the name of the series in compliance with chapter 71 of the Texas Business & Commerce Code. [See HB 1624 (PDF), effective 9/01/13]. See Form 503 (Word, PDF).