Texas franchise tax and the Public Information Report: who files and when

Who has to file

Texas has no annual report with the Secretary of State for LLCs and corporations. The yearly filing that keeps a company in good standing is the franchise tax filing with the Comptroller. It applies to:

• LLCs, corporations, limited partnerships, professional associations and business trusts formed in Texas;
• out-of-state companies registered or doing business in Texas;
• partnerships, except general partnerships owned directly and only by individuals.

Sole proprietors and general partnerships of individuals do not file.

The no-tax-due threshold

For reports due in 2026 and 2027, the no-tax-due threshold is $2,650,000 of annualized total revenue (up from $2,470,000 for 2024 and 2025). At or below it, the company owes no tax. Since 2024 there is no "No Tax Due Report" to file; the company files only its information report:

• Public Information Report (PIR), Form 05-102, for corporations, LLCs, limited partnerships and similar entities. It lists officers, directors and managers, and it becomes public.
• Ownership Information Report (OIR), Form 05-167, for some other entity types, such as certain partnerships and trusts.

Above the threshold, the company files a full franchise tax report. The rate is 0.375% of taxable margin for retail and wholesale businesses and 0.75% for most others, and companies with up to $20 million in revenue can choose the EZ computation at 0.331% of apportioned revenue.

Due dates

• Every year: May 15, or the next business day if it falls on a weekend or holiday. The 2027 report is due Monday, May 17, 2027.
• First report: due May 15 of the year after the company became subject to the tax. An LLC formed in 2026 files its first report by May 15, 2027 (May 17 in 2027).
• Extension: companies can request an extension to November 15. A company that owes tax must pay at least 90% of this year's tax or 100% of last year's (not available on a first report) by the May due date.

What happens if you miss it

A late report carries a $50 penalty, even when no tax is owed. Unpaid tax adds penalties of 5% to 10% plus interest. If the reports stay missing, the Comptroller forfeits the company's right to transact business in Texas: it cannot sue in Texas courts, and its officers and directors can become personally liable for company debts incurred after the forfeiture. The Secretary of State can later forfeit the company's charter or registration altogether. Reinstating a forfeited company means filing every missing report, paying what is owed and getting a certificate of account status from the Comptroller.

What you need to file

• The company's Texas taxpayer number and Webfile number (on the Comptroller's notice).
• Last year's total revenue, from a profit and loss statement or the federal return.
• The names, titles and mailing addresses of every officer, director, manager or managing member, and the registered agent and office.

Most small companies file online through the Comptroller's Webfile system in a few minutes once the numbers are in hand. Keeping the company's officers and registered agent current in one place makes this a yearly five-minute job instead of a scramble; that is what Fair Entities is for.