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Tag: Texas Tax Code
409A Valuations: State-Tax Footnotes VCs Check in Texas
409A Valuations Texas startups and founders issuing stock options must navigate 409A valuations to comply with federal tax rules, but the process also intersects with state tax considerations that venture capitalists (VCs) scrutinize closely. Inexperienced advisors may overlook footnotes in 409A reports highlighting Texas franchise tax implications, potentially raising red flags for investors or leading […]
83(b) Election for Texas Residents: Margin-Tax Timing
Introduction Texas residents receiving restricted stock or equity grants often overlook the timing implications of an 83(b) election on both federal income tax and Texas franchise tax, potentially leading to unexpected liabilities or missed savings. Inexperienced advisors may fail to coordinate the election with Texas’s margin-tax rules, resulting in inefficient tax outcomes for startups and […]
Trust-Owned Texas LLCs: Asset-Protection & Tax Treatment
Introduction High-net-worth individuals and business owners in Texas often seek robust strategies to protect assets and optimize tax outcomes, but inexperienced advisors may overlook the unique benefits of trust-owned Limited Liability Companies (LLCs), leading to missed opportunities or compliance risks. Are you leveraging trust-owned LLCs to safeguard your wealth while navigating Texas’s franchise tax and […]
Texas R&D “Double Weighting” Election: When It Helps
Introduction If your Texas startup invests heavily in R&D, there’s a little-known tax strategy that could cut your franchise tax burden significantly in 2025: the “Double Weighting” Election for research expenses. Texas allows certain taxpayers to double-count qualified R&D expenses in the cost-of-goods-sold (COGS) deduction for margin tax purposes. Let’s break down when and how […]
No Personal Income Tax in Texas: What Founders Still Owe
Introduction Texas doesn’t tax personal income—but that doesn’t mean you owe nothing. Founders often confuse “no state income tax” with “no tax obligations.” In 2025, Texas-based entrepreneurs still face franchise tax, sales tax, local property taxes, and various regulatory fees. Here’s what you need to know to stay compliant while leveraging the Lone Star State’s […]
Bringing a Delaware Corp to Texas: Franchise-Tax Triggers
Bringing a Delaware Corp to Texas When you register a Delaware C-Corporation to do business in Texas as a foreign entity, understanding Texas franchise-tax triggers helps you anticipate annual filing obligations and associated costs. Proper planning avoids unexpected liabilities. Relevant Code & Tax References Texas Tax Code §171.002(4) defines “doing business” in Texas, including maintaining […]
Creating a Texas Series LLC Operating Agreement (Tax Clauses)
Texas Series LLC Operating Agreement A well-drafted Operating Agreement is vital for a Texas Series LLC to define governance, asset protection, and—critically—tax allocations among the master LLC and its individual series. Including clear tax-related provisions ensures each series maintains its liability shield while complying with federal and state tax requirements. Relevant Code & Tax References […]
Series LLCs in Texas: One Return or Many?
Series LLCs in Texas Texas Series LLCs allow asset segregation into “series” under a master LLC, simplifying formations and liability shields. A common question is whether each series must file its own Texas franchise-tax report or if the master LLC can file just one consolidated return. Relevant Tax & Code References Texas Tax Code §171.101 […]
Final Franchise-Tax Filings When You Close a Texas LLC
Final Franchise-Tax Filings When closing your Texas LLC, the final franchise-tax filing is critical to avoid penalties, interest, or future liens. This “final report” notifies the Comptroller that your business has ceased operations and ensures no outstanding tax liabilities remain. Relevant Tax Code References Texas Tax Code §171.255(d) requires a final franchise-tax report and payment […]
Secretary of State Forfeiture: Reviving a Texas LLC After Tax Default
Secretary of State Forfeiture If your Texas LLC has been forfeited by the Secretary of State due to unpaid franchise taxes or missing annual reports, you can restore its good standing—and your liability protections—by following a straightforward reinstatement process. Relevant Tax & State Code References Texas Tax Code §171.255 (Forfeiture of Charter or Authority for […]