Texas LLC name change: Form 424, $150, and one IRS follow-up people miss
To change a Texas LLC's legal name, you file a Certificate of Amendment with the Secretary of State. Texas uses Form 424 for that job, and the filing fee is $150. Before you file, the new name still has to be distinguishable in the Secretary of State's records, and most LLCs need member approval under their company agreement and Texas law. After approval, you keep the same EIN in most cases, but you still need to update the IRS name record.
The short answer
A Texas LLC cannot just swap to a new legal name on its website and call it done. Texas says a filing entity changes its legal name by following the amendment rules in its governing documents and the Business Organizations Code, then filing a Certificate of Amendment with the Secretary of State. The standard form is Form 424.
If you only want a different public-facing brand while keeping the same legal entity name, Texas also gives you another option: file an assumed name certificate instead. That is sometimes the cleaner move if the legal name is fine and the real goal is marketing.
| Texas LLC name change item | Rule |
|---|---|
| Main filing | Certificate of Amendment, Form 424 |
| State filing fee | $150 |
| Name standard | Must be distinguishable in the Secretary of State's records |
| Approval rule for LLCs | Affirmative vote of all members, unless your governing documents provide the needed approval path |
| Online filing | Texas says domestic entities can file name change amendments through SOSDirect |
| EIN rule | IRS says a business name change usually does not require a new EIN |
What Texas actually requires
The Texas Secretary of State's name-filing FAQ is direct about the process. A filing entity changes its legal name by following the amendment procedure in its governing documents and the Texas Business Organizations Code, then filing Form 424. The Secretary of State's Form 424 instructions repeat the same idea and explain that an LLC amendment is governed by Chapter 101 of the Code.
For LLCs specifically, the Form 424 instructions say an amendment to the certificate of formation must be approved by the affirmative vote of all of the company's members under Section 101.356(d), unless the company has managers but has not yet admitted its initial member. In real life, that means you should check your company agreement first, then make sure your internal approval is documented before anyone signs the amendment.
The state filing is not the first step. The first step is making sure the LLC has actually approved the change internally.
The new name still has to clear Texas rules
Texas says the name of a filing entity must be distinguishable in the Secretary of State's records from existing entities, foreign entities registered in Texas, registered series names, and active name reservations or registrations. Texas also warns that a final determination cannot be made until the document is received and processed.
That matters because a quick search or informal preclearance is not the same thing as approval. The state specifically says not to make financial expenditures or execute documents based on a preliminary clearance. So if you are thinking about signage, bank changes, or a contract rollout, wait until the amendment is actually filed and accepted.
What goes on Form 424
Form 424 tells you to state the entity name exactly as it currently appears in the Secretary of State's records. If the amendment changes the name, you list the old name in the entity section and put the new name in the amendment section. The form also asks for the file number and date of formation, which the instructions recommend including to help processing.
The amended-name section is simple. You identify the article or provision being changed and then state the new name of the filing entity. The instructions add one important detail: the legal name must include the proper organizational designation for the entity type. For an LLC, that means keeping the LLC-style ending that Texas requires.
When an assumed name is better than a legal name change
Texas makes an honest distinction here. If you want to keep the legal name but do business under a different name, the state says you can use an assumed name certificate instead of a Certificate of Amendment. That can be useful if the entity already has contracts, licenses, tax records, and bank relationships under the current legal name and you mainly want a cleaner brand in public.
An assumed name is not the same as changing the LLC's real legal name. It is a business alias. If you need the legal entity itself renamed for contracts, ownership records, or investor documents, Form 424 is the right tool.
What happens with the EIN
The IRS says you do not need a new EIN just because you change your business name. The IRS page on when to get a new EIN says an LLC does not need a new EIN if it changes its name or location. That saves a lot of people from making the wrong move after the state filing.
But keeping the same EIN does not mean doing nothing. The IRS business name change page says the action required depends on the business's tax classification. If the LLC files as a partnership, the name change box goes on Form 1065 or you send a signed written notice if you already filed for the year. If the LLC files as a corporation, the name change box goes on the appropriate Form 1120 return or a signed written notice goes to the filing address. The practical point is simple: no new EIN, but yes, update the IRS record.
The clean sequence
The least messy order is usually this: confirm the new name is workable, get the LLC's internal approval, file Form 424 with the $150 fee, wait for state acceptance, then update the IRS, bank, licenses, contracts, and anything customer-facing. Doing those steps out of order is how people create mismatches between state records and tax records.
If the name change is tied to a broader rebrand, remember that some private systems care less about the announcement and more about the filed evidence. Banks and payment processors usually want the state-stamped amendment before they change the legal name on the account.
Bottom line
A Texas LLC name change is a real legal amendment, not just a branding tweak. The filing is Form 424, the fee is $150, and the new name must be distinguishable in the Secretary of State's records. Texas also expects the LLC to approve the amendment properly before filing. After the state accepts the change, the LLC usually keeps the same EIN, but it still needs to update the IRS record and the rest of its admin stack. If you only need a different public brand, consider whether an assumed name filing is enough before you change the legal entity name itself.