Texas LLC Reinstatement Guide

1 Gather Your LLC Information

What you need to collect:

LLC Legal Name (exactly as registered)
LLC File Number (issued by Texas Secretary of State)
Date when LLC was formed (Month/Day/Year)
Date when LLC was terminated (check termination notice)
Owner's full legal name (person whose SSN was used)
Registered Agent's name and Texas address

💡 TIP: If you don't have your file number or exact dates, you can find them by searching your LLC on the Texas Secretary of State website at https://www.sos.state.tx.us/corp/sosda/index.shtml

2 Contact Texas Secretary of State

Purpose: Confirm termination reason and get exact outstanding amounts.

📞 Texas Secretary of State - Corporations Section

Phone: (512) 463-5555

Email: CorpInfo@sos.texas.gov

Hours: Monday - Friday, 8:00 AM - 5:00 PM (Central Time)

Website: www.sos.state.tx.us

What to ask them:

"Can you confirm why my LLC was terminated?" (confirm dishonored payment)
"What is the total outstanding amount I need to pay?" (original fee + penalties + interest)
"Do I need to pay the original LLC formation fee again?"
"Are there any late penalties or interest charges?"
"What is my LLC file number?" (if you don't know)

⚠️ IMPORTANT: Write down the EXACT total amount they tell you. You must pay this full amount with your reinstatement form.

3 Get Tax Clearance Letter

Purpose: This letter proves your LLC has no outstanding tax obligations. It is MANDATORY for reinstatement.

📞 Texas Comptroller of Public Accounts

Toll-Free: (800) 252-1381

Austin: (512) 463-4600

Email: tax.help@cpa.texas.gov

Hours: Monday - Friday, 8:00 AM - 5:00 PM (Central Time)

What to say:

"Hello, my LLC was involuntarily terminated and I need a Tax Clearance Letter (Form 05-377) for reinstatement. My LLC file number is [YOUR NUMBER] and the LLC name is [YOUR LLC NAME]."

Process:

They will check if you have any outstanding franchise taxes
If you owe taxes, pay them first
They will issue Form 05-377 (Tax Clearance Letter)
This letter is valid for 90 days
You will receive it by mail or email (usually 3-5 business days)

⚠️ WAIT FOR THIS LETTER: Do not submit Form 811 until you receive the Tax Clearance Letter. Without it, your reinstatement will be rejected.

4 Download Required Forms

You need to download these forms from Texas SOS website:

Website: https://www.sos.state.tx.us/corp/forms_bus.shtml

Form 811 - Certificate of Reinstatement (2 pages)
Form 807 - Transmittal Letter / Payment Form

Print Requirements:

Print Form 811 in DUPLICATE (you need 2 identical copies)
Print Form 807 once
Use regular printer paper (white, 8.5" x 11")

5 Fill Out Form 811 (Certificate of Reinstatement)

Fill both copies identically. Use BLACK ink or type the information.

PAGE 1 - Entity Information

Item 1 - Entity Name and File Number:

Enter your LLC legal name exactly as registered
Enter your LLC file number (from Step 2)
Leave the "fictitious name" line blank (unless applicable)

Item 2 - Jurisdictional Information:

Jurisdiction of organization: Texas
Date organized: MM/DD/YYYY (when LLC was first formed in April 2024)

Item 3 - Date of Termination:

Enter the date from your termination notice: MM/DD/YYYY

Item 4 - Conditions for Reinstatement:

✓ CHECK BOX 4B ONLY - "Reinstatement of a Texas Entity Following an Involuntary Termination"

Do NOT check Box 4A or 4C - Only one box should be checked!

PAGE 2 - Registered Agent and Execution

Item 5 - Registered Agent:

Choose Option B - Individual Resident (most common)

First Name: [Agent's first name]
M.I.: [Middle initial]
Last Name: [Agent's last name]
Suffix: [Jr./Sr. if applicable, or leave blank]

Part C - Registered Office Address:

Street Address: [Full physical address in Texas - NO P.O. Box]
City: [Texas city]
State: TX
Zip Code: [5-digit zip code]

⚠️ IMPORTANT: This must be a physical street address in Texas where the registered agent can receive legal documents during business hours. P.O. Boxes are NOT allowed.

Additional Documentation Section:

✓ Check the box: "Comptroller of Public Accounts Tax Clearance Letter"
Leave other boxes unchecked (unless applicable)

Execution Section:

Date: Today's date when signing MM/DD/YYYY
By (Name of entity): Your LLC legal name
Signature: Owner/member must sign in ink
Printed name: Type or print the signer's full legal name

✅ COMPLETED: You now have two identical copies of Form 811, both pages filled out completely.

6 Fill Out Form 807 (Payment Form)

This form accompanies your payment.

Information to provide:

Your LLC name
File number
Document type: "Certificate of Reinstatement (Form 811)"
Filing fee: $75.00
Additional fees: [Amount from Step 2 - outstanding fees + penalties]
Total payment amount
Contact phone number and email

💡 TIP: This form helps the Secretary of State process your payment correctly and contact you if there are any issues.

7 Prepare Payment

Calculate Total Payment Amount:

Item	Amount
Original LLC Filing Fee (2024)	$_____ (confirm with SOS in Step 2)
Late Penalties	$_____ (confirm with SOS in Step 2)
Interest Charges	$_____ (confirm with SOS in Step 2)
Form 811 Reinstatement Fee	$75.00
TOTAL PAYMENT: $______

Payment Method (Choose ONE):

OPTION 1: Personal Check (RECOMMENDED)
✓ Write check from owner's US bank account
✓ Make payable to: Secretary of State
✓ Write in memo line: File #[YOUR NUMBER] - Reinstatement
✓ Sign the check

OPTION 2: Money Order
✓ Purchase from US bank, post office, or Western Union
✓ Make payable to: Secretary of State
✓ Write in memo line: File #[YOUR NUMBER] - Reinstatement
✓ Keep receipt for your records

⚠️ CRITICAL: Use ONLY legitimate payment from the LLC owner's own US bank account. Do NOT use:

❌ Someone else's card or check
❌ Credit cards (not accepted)
❌ Debit cards (not accepted by mail)
❌ Cash (not accepted by mail)

8 Assemble Your Complete Package

Your package must include ALL of these documents:

Form 811 - Page 1 (Original copy - signed)
Form 811 - Page 2 (Original copy - signed)
Form 811 - Page 1 (Duplicate copy - signed)
Form 811 - Page 2 (Duplicate copy - signed)
Form 807 - Transmittal/Payment Form (1 copy)
Tax Clearance Letter from Comptroller (Form 05-377)
Check or Money Order (DO NOT send cash)

💡 PACKING TIP:

Staple both pages of each Form 811 copy together (2 sets stapled separately)
Place Form 807 on top
Attach check or money order to Form 807 with paper clip (do not staple payment)
Include Tax Clearance Letter
Put everything in a large envelope

⚠️ MAKE COPIES: Before mailing, make photocopies of EVERYTHING for your records. Keep these copies in a safe place.

9 Mail Your Package

Mailing Address:

📬 Mail To:

Secretary of State
Corporations Section
P.O. Box 13697
Austin, Texas 78711-3697

Recommended Mailing Method:

✅ USE CERTIFIED MAIL with Return Receipt Requested

Costs approximately $8-10
Provides tracking number
Confirms delivery
Proof of mailing date
Available at any US Post Office

What to tell postal worker:

"I need to send this Certified Mail with Return Receipt Requested to the Texas Secretary of State."

After mailing:

Keep your certified mail receipt with tracking number
Track your package online at USPS.com using the tracking number
Delivery usually takes 2-3 business days within Texas

10 Wait for Processing and Confirmation

Processing Timeline:

Days 1-3: Your package is delivered to Secretary of State office

Days 4-14: Secretary of State reviews your documents

Days 15-21: If approved, they process reinstatement

Days 22-28: You receive file-stamped copy by mail

What happens if approved:

Your LLC is officially reinstated
Your LLC status changes to "In Existence" or "Active"
You receive one file-stamped copy of Form 811 back by mail
You can verify status online at sos.state.tx.us

What happens if there's a problem: