Texas Certificate of Amendment for an LLC: Form 424, $150, and what it actually changes

A Texas LLC uses a Certificate of Amendment to change parts of its Certificate of Formation. The usual form is Form 424, and the filing fee is $150. Texas lets an LLC amend its certificate at any time, but the change has to be something that could have been included in the original certificate. If you only need to change the registered agent or registered office, Texas says Form 401 is the cheaper and more direct filing.

Checked against Texas Secretary of State and IRS materials on September 3, 2026.

The short answer

If you need to change the legal name of a Texas LLC, update management language in the certificate, add or delete a certificate provision, or make another formal certificate change, you are usually looking at Form 424. Texas calls that filing a Certificate of Amendment.

It is not the right form for every update. Some founders use it too broadly. Texas itself says you do not need a certificate of amendment if the entity only wants to change its registered agent or registered office.

Texas LLC Certificate of Amendment	Official rule
Main form	Form 424, Certificate of Amendment
Filing fee	$150
What it can do	Add, alter, or delete certificate provisions that could have been in the original certificate
When it becomes effective	On filing, on a later date within 90 days, or on a future event or fact
Registered agent only change	Use Form 401 instead
Name change online	Domestic entities can file name change amendments through SOSDirect

What a Texas LLC can amend

The Texas Secretary of State's Form 424 instructions say a filing entity may amend its certificate of formation at any time and in as many respects as desired, as long as the amended certificate contains only provisions that could have been included in the original certificate. That is the basic boundary.

In practice, that means an LLC can use a Certificate of Amendment to change the legal name, change or add certificate language, or delete certificate provisions. The form itself has sections for amended name, registered agent and registered office, and other added, altered, or deleted provisions.

An amendment changes the certificate on record. It is not just a note in the file. It rewrites part of the LLC's official formation document.

When Form 424 is not the right tool

Texas makes one common exception very clear. If the LLC only wants to change its registered agent or registered office, it is not necessary to file a Certificate of Amendment. The instructions say the entity may file a statement of change under section 5.202 of the Business Organizations Code instead. That is Form 401, and the Texas fee schedule lists it at $15.

That difference matters because some owners overpay by using the amendment form for an agent-only change. If there are broader certificate changes happening at the same time, then including the agent change in Form 424 can make sense. But for an agent-only update, Texas already gave you a cheaper route.

The filing fee and where it comes from

The Texas Secretary of State fee schedule lists the filing fee for a Certificate of Amendment for a Texas entity, other than a nonprofit corporation or cooperative association, as $150. For most LLC readers, that is the number that matters.

The Form 424 instructions repeat the same amount in the payment section. So this is one of the easier state fee questions. There is no mystery add-on in the core filing itself.

How approval works inside the LLC

The form does not work by itself. Texas says the amendments must be approved in the manner required by the Business Organizations Code and by the governing documents of the entity. The Form 424 instructions explain that, for LLCs, the amendment is generally approved by the affirmative vote of all members under section 101.356(d), unless a specific early-stage exception applies.

That means the state filing is supposed to reflect an internal decision that already happened. If the company agreement has its own approval mechanics, you should make sure the internal record matches what the filed certificate says.

Effective-date options matter more than people think

Form 424 gives three timing choices. The document can become effective when filed, on a later date that is no more than 90 days from signing, or on the occurrence of a future event or fact. For many LLCs, immediate effectiveness is fine. But if the amendment needs to line up with a contract closing, rebrand launch, or ownership change, the delayed-effective-date option can help.

This is one of the useful parts of the Texas form that people skip past too quickly.

Name changes are a special case people search for

If the amendment changes the LLC's legal name, Texas says to state the current name as it appears in the Secretary of State's records and then place the new name in the amended-name section. The instructions also warn that a final determination on name availability cannot be made until the filing is received and processed.

Texas also says a domestic entity can file name change amendments online through SOSDirect. That is useful if the change is straightforward and you want the cleanest filing path.

What happens after the amendment is filed

The Secretary of State filing updates the state record, but it does not finish the whole job. If the amendment changed the LLC's legal name, the IRS says you usually do not need a new EIN just because the name changed, but you still need to update the IRS name record using the correct tax-return or written-notice method.

Banks, licenses, contracts, and payment processors may also want the filed amendment before they update the legal name or certificate-based details on their side.

Bottom line

A Texas LLC Certificate of Amendment is usually Form 424, and the filing fee is $150. It is the right filing when you need to add, alter, or delete part of the Certificate of Formation, including a legal name change. It is not the best tool for an agent-only update because Texas already offers Form 401 for that job at $15. Before filing, make sure the LLC approved the amendment internally and that the change belongs in the certificate in the first place.