Texas Business Annual Filing Requirements and Deadlines

Texas business annual filing requirements come from two agencies. Every taxable entity owes a franchise tax report and an information report to the Comptroller by May 15, and certain entity types owe a separate annual or periodic report to the Secretary of State. Miss either track and the penalties escalate quickly, ending in forfeiture of your right to do business in Texas.

What Every Entity Files With the Comptroller by May 15

Corporations, LLCs, partnerships, professional associations, and financial institutions all file two things with the Comptroller each year by May 15: a franchise tax report covering the prior calendar year’s activity, and either a Public Information Report (Form 05-102) or an Ownership Information Report (Form 05-167).¹

Which information report you owe depends on entity type. Corporations, LLCs, limited partnerships, professional associations, and financial institutions file the PIR, which lists the principal office address along with officers and directors. Other taxable entities with Texas nexus file the OIR.¹

The No-Tax-Due Threshold

For the 2026 and 2027 report years, annualized total revenue at or below $2,650,000 means no franchise tax is owed.² The PIR or OIR is still due by May 15. This is the trap that catches small businesses. Owners of single-member LLCs with modest revenue often assume they have nothing to do because they owe no tax, but skipping the information report can still lead to forfeiture. The old No Tax Due Report was eliminated starting with the 2024 report year, so entities under the threshold no longer submit that separate form.³

Rates for Entities Above the Threshold

If your annualized revenue is over $2,650,000, the franchise tax rate depends on what your business does:

Retail and wholesale: 0.375% of taxable margin
All other businesses: 0.75% of taxable margin
EZ computation: 0.331% of total revenue, available to entities with total revenue under $20 million

The compensation deduction limit for 2026 is $480,000 per person.² The EZ computation is simpler but sometimes produces a higher tax bill than computing actual taxable margin, so run the numbers both ways.

Extensions

If you can’t file by May 15, request an extension through Webfile or by submitting Form 05-164 on or before May 15. For most entities, that pushes the filing deadline to November 15. Entities required to pay by electronic funds transfer get a first extension to August 15 and can request a second extension to November 15.⁴ An extension buys time to file the report, but any tax owed still accrues penalties and interest from May 15.

What LLPs File Separately With the Secretary of State

A Texas limited liability partnership has an extra obligation on top of the Comptroller filings. The LLP annual report goes to the Secretary of State, and the filing fee is $200 per partner. A five-partner LLP pays $1,000.⁵

The consequence for missing this report is severe. If the annual report isn’t filed by May 31 of the calendar year after it was due, the Secretary of State automatically terminates the LLP registration.⁵ Once that happens, the partners lose the liability shield that LLP status provides, which means personal exposure for partnership debts.

Periodic Reports for LPs and Nonprofits

Limited partnerships and nonprofit corporations don’t file annual reports with the Secretary of State. Instead, the agency can require a periodic report up to once every four years. For limited partnerships, that report lists the names and addresses of each general partner, and the filing fee is $50.⁶ For nonprofit corporations, the report confirms the registered agent and office information.⁷

The timeline for both entity types matches. If you don’t file within 30 days of the Secretary of State sending the report, your entity forfeits its right to transact business in Texas. You then have 120 days from the mailing of the forfeiture notice to fix it. Miss that window and the Secretary of State involuntarily terminates a domestic entity or revokes a foreign entity’s registration.⁸

Foreign Entities Registered in Texas

A business formed outside Texas that transacts business in the state must register with the Secretary of State by filing an application for registration.⁹ Once registered, the entity is subject to Texas franchise tax and files the same Comptroller reports as domestic entities.

Foreign nonprofit corporations and certain foreign limited partnerships that aren’t subject to franchise tax have a separate obligation: they must file periodic reports with the Secretary of State, though not more than once every four years.⁹ Failing to comply can lead to revocation of the entity’s authority to operate in Texas.

Tax-Exempt Nonprofit Obligations

A nonprofit with a Texas franchise tax exemption based on federal 501(c) status has a light ongoing duty. If the organization’s purpose or activities change in a way that affects its exempt status, it must notify the Comptroller in writing immediately. If the IRS revokes the federal exemption, the organization must provide a copy of that documentation to the Comptroller right away.¹⁰ Losing the exemption means the entity becomes subject to franchise tax going forward.

Nonprofits applying for a Texas exemption for the first time submit their IRS determination letter with Form AP-204. If the IRS letter is more than four years old, a current IRS verification letter is also required.¹¹

Penalties for Late or Missed Filings

Texas layers multiple penalties on late franchise tax filings:

A $50 flat fee on every late franchise tax report, even if no tax is owed.¹²
A 5% penalty on the tax due if payment arrives 1 to 30 days late.
A 10% penalty on the tax due if payment arrives more than 30 days late.²
Interest starting on the 61st day after the due date. The 2026 annual rate on past-due taxes is 7.75%.¹³

The real risk is forfeiture. If you fail to file the franchise tax report or pay what you owe, the Comptroller can forfeit your entity’s right to transact business in Texas. The Secretary of State then updates your entity’s status to “forfeited,” which means you lose the ability to enforce contracts, bring lawsuits, or defend claims in Texas courts. Officers and owners may also lose the personal liability protection that the entity structure provides.²

Reinstatement After Forfeiture

A franchise tax forfeiture has no hard reinstatement deadline. An entity forfeited under the Tax Code can reinstate at any time, as long as it would otherwise still exist.⁸ The process has three steps:

File every delinquent franchise tax report and PIR or OIR with the Comptroller.
Pay all outstanding tax, penalties, and interest to the Comptroller and obtain a tax clearance letter.
Submit Form 801 (Application for Reinstatement and Request to Set Aside Tax Forfeiture) to the Secretary of State with the tax clearance letter and the applicable reinstatement fee.¹⁴

Reinstatement fees vary. For-profit corporations pay $75. Limited partnerships pay $50 plus a $100 late fee and a $75 reinstatement fee. Nonprofit corporations pay $25.¹⁵ These are Secretary of State fees only; the back taxes and penalties owed to the Comptroller are on top.

Forfeitures triggered by the Secretary of State for missed periodic reports (limited partnerships and nonprofits) follow a tighter timeline. You have 120 days from the mailing of the forfeiture notice to file the overdue report. Miss that window and the entity is involuntarily terminated or its registration revoked, and a more involved reinstatement process applies.⁸

Federal Deadlines That Overlap

Federal filings run on a different calendar and shouldn’t be confused with the Texas May 15 date. For calendar-year entities:

Partnerships (Form 1065) and S corporations (Form 1120-S) are due March 15, with an automatic six-month extension to September 15.
C corporations (Form 1120) are due April 15, with an automatic six-month extension to October 15.¹⁶

Federal late penalties are steep. For partnership and S corporation returns, the IRS charges $255 per partner or shareholder for each month or partial month late, up to 12 months. A five-partner LLC taxed as a partnership that files three months late owes $3,825 in penalties alone. For C corporations, the penalty is 5% of unpaid tax per month, capped at 25%.¹⁷

One federal item worth noting because Texas owners often ask: as of March 2025, all domestic entities are exempt from filing beneficial ownership information reports with FinCEN. Only foreign-formed entities registered to do business in a U.S. state are still required to report, and U.S.-person beneficial owners of those foreign entities are also exempt from disclosure.¹⁸ Most Texas-formed businesses no longer have this filing to worry about.

1
Texas Comptroller of Public Accounts. Texas Franchise Tax Public Information Report and Ownership Information Report
2
Texas Comptroller of Public Accounts. Franchise Tax
3
Comptroller of Public Accounts. No Tax Due Reporting for Report Year 2024 and Later
4
Texas Comptroller of Public Accounts. Franchise Tax Extensions of Time to File
5
Office of the Texas Secretary of State. Form 713 General Information Annual Report of a Limited Liability Partnership
6
Office of the Texas Secretary of State. Form 804 Instructions for Periodic Report Limited Partnership
7
Legal Information Institute. 1 Texas Admin Code 79.27 Nonprofit Corporation Periodic Reports
8
Office of the Texas Secretary of State. Terminations and Reinstatements FAQs
9
Texas Secretary of State. Foreign or Out-of-State Entities FAQs
10
Texas Comptroller. Guidelines to Texas Tax Exemptions
11
Texas Comptroller. 501(c)(3), (4), (8), (10) or (19)
12
Texas Comptroller. Penalties for Past Due Taxes
13
Texas Comptroller. Interest Owed and Earned
14
Office of the Texas Secretary of State. Form 801 Instructions for Application for Reinstatement and Request to Set Aside Tax Forfeiture
15
State of Texas. Business Organizations Code Chapter 4 Filings
16
Internal Revenue Service. Publication 509 (2026) Tax Calendars
17
Internal Revenue Service. Failure to File Penalty
18
FinCEN.gov. Beneficial Ownership Information Reporting