To amend your Texas LLC's Certificate of Formation, file Form 424 (Certificate of Amendment) with the Texas Secretary of State. The filing fee is $150, and the amendment takes effect on the date it's filed (or a future effective date you specify). There is no approval period — the SOS processes amendments ministerially.
Quick reference
| Detail | Info |
|---|---|
| What | Amend your LLC's Certificate of Formation |
| Form | Form 424 (Certificate of Amendment) |
| Fee | $150 |
| Where | Texas Secretary of State — SOSDirect or by mail |
| When effective | Date of filing (or future date specified) |
| Processing | 2–4 business days online; 5–7 business days by mail |
What can you change with Form 424?
Form 424 can be used to amend any provision of the Certificate of Formation, including:
| Change | Notes |
|---|---|
| LLC name | New name must be distinguishable from existing TX entity names |
| Registered agent / office | Can use Form 401 instead ($15) for agent-only changes |
| Governing authority | Switch from member-managed to manager-managed (or vice versa) |
| Purpose | Change or expand your stated business purpose |
| Member/manager structure | Add or remove member or manager designations |
| Duration | Change from perpetual to fixed-term (or extend) |
Common mistake: Using Form 424 to update only your registered agent. For agent-only changes, Form 401 is cheaper ($15 vs. $150). Only use Form 424 for agent changes if you're also amending other provisions at the same time.
Step 1 — Confirm what you want to change
Before filing, be precise about exactly what language you're adding, removing, or replacing. The SOS does not negotiate the substance of amendments — it files exactly what you submit.
If you're changing your LLC's name:
- Run a name availability search on SOSDirect first to confirm the new name is available
- The name must contain "limited liability company," "LLC," or "L.L.C."
- The name must be distinguishable from all other entity names on file with the SOS
Step 2 — Obtain member authorization
Most amendments require approval from the LLC's members (or managers, if manager-managed). Your operating agreement should specify the voting threshold required for amendments. If it doesn't, Texas law generally requires majority approval.
For a single-member LLC, you authorize the amendment yourself. Document the decision with a brief written consent or resolution — this is good practice even if not strictly required.
Step 3 — Complete Form 424 online or by mail
Online via SOSDirect:
- Go to direct.sos.state.tx.us
- Search for your LLC by name or entity number
- Select your LLC and click "File a document"
- Select Form 424 — Certificate of Amendment
- Fill in your LLC's current legal name, entity number, and the specific provisions being amended
- Pay the $150 fee
By mail:
- Download Form 424 from sos.state.tx.us/corp/forms_boc.shtml
- Complete the form in black ink
- Include a check for $150 made payable to "Secretary of State"
- Mail to: Secretary of State, P.O. Box 13697, Austin, TX 78711-3697
This should take about 15 minutes to complete online.
Step 4 — Specify an effective date if needed
By default, your amendment takes effect on the date the SOS files it. If you need the change to take effect on a future date (for example, you're renaming the LLC to coincide with a relaunch), you can specify an effective date on the form — up to 90 days in the future.
Step 5 — Update your records after filing
Once the amendment is processed, update:
- Your LLC's operating agreement — especially if you changed the name, governance structure, or purpose
- Your EIN records with the IRS — if you changed the LLC's name, notify the IRS via a letter (for partnerships/disregarded entities) or by filing the next return with the new name
- Bank accounts — present your filed amendment certificate to your bank to update account records
- Business licenses and permits — notify any licensing agencies of the name change
- Contracts — future contracts should use the new legal name
FAQ
How much does it cost to amend a Texas LLC certificate of formation?
The SOS filing fee for Form 424 is $150. If you're only changing your registered agent (not other provisions), you can file Form 401 instead for $15.
How long does a Texas LLC amendment take?
Online filings through SOSDirect are typically processed in 2–4 business days. Mail filings take 5–7 business days plus transit time. You can request expedited processing (1–2 business days) for an additional $25 fee.
Do I need a lawyer to amend my Texas LLC certificate of formation?
No. Many LLC owners file amendments themselves through SOSDirect. However, if the amendment is complex — such as restructuring governance or adding new business purposes with legal implications — it may be worth consulting an attorney to get the language right.
Can I change my Texas LLC's name using Form 424?
Yes. Include the current name, entity number, and the new name in the amendment. The new name must include "LLC," "L.L.C.," or "Limited Liability Company" and be distinguishable from all other entity names on file with the Texas SOS. After filing, update your IRS records, bank accounts, and contracts.
What is the difference between amending the certificate of formation and amending the operating agreement?
The Certificate of Formation is the public document on file with the SOS — it establishes your LLC legally. The operating agreement is a private internal document that governs how your LLC operates day to day. Some changes (like governance structure) may require updating both. The SOS only reviews and processes changes to the certificate — it never sees your operating agreement.
Not sure what else your Texas LLC owes?
Most business owners are surprised by how many filing obligations they have. Ortholo's free compliance checker shows you everything you owe, when it's due, and what happens if you miss it — personalized to your entity.
Last verified: 2026-06-08
Sources: Texas Secretary of State — Forms (Form 424), SOSDirect
Related guides: Change registered agent in Texas · How to form a Texas LLC