How to File a Texas Public Information Report (Form 05-102)

If you own a Texas LLC or corporation, you may be looking for the state's annual report. Texas handles this filing a little differently. Most businesses don't file an annual report with the Secretary of State (SOS). Instead, they file a Public Information Report with the Comptroller each year.

This guide explains what the PIR is, who files it, when it's due, what it asks for and how to file it.

What is a Texas Public Information Report?

The Texas Public Information Report (Form 05-102) is a yearly report that lists who runs your business. It shows your business's officers, directors and managers, its main office and its registered agent. You file it with the Comptroller as part of your annual franchise tax filing.

The PIR serves a similar purpose to an annual report, but it isn't filed with the SOS. According to the Texas Secretary of State, only certain business types, such as limited liability partnerships (LLPs), file annual reports with that office. The Comptroller collects the PIR and shares the management information with the SOS, which keeps the state's business records. To learn how annual reports work in other states, see our guide to what an LLC annual report is and why you need one.

Who Has to File a Texas PIR?

According to the Texas Comptroller, you generally need to file a PIR if your business is formed in Texas or registered to do business there and falls into one of these categories:

• Limited liability company (LLC)
• Corporation
• Limited partnership (LP)
• Professional association
• Financial institution

Here, the Comptroller calls these "taxable" businesses because they fall under Texas franchise tax rules, even if they don't end up owing any tax. Other taxable businesses, like general partnerships and business trusts, file an Ownership Information Report (Form 05-167) instead. A few businesses don't file either report, including passive entities and new veteran-owned businesses that qualify for the five-year exemption.

Out-of-state LLCs registered to do business in Texas file a PIR too. If your business is based elsewhere and you're expanding into Texas, Swyft Filings can help you register your business in another state.

When Is the Texas Public Information Report Due?

The PIR is due May 15 each year. If May 15 falls on a weekend or holiday, the deadline moves to the next business day.

Your first report is due on May 15 of the year after your business becomes subject to franchise tax. For a Texas business, that's generally the year after it registers with the SOS. For example, if you form an LLC in October, its first PIR is due the following May.

If you need more time, you can request an extension. Extension rules depend on how you pay, so check the Comptroller's filing extension guidelines before May 15.

Do You File a PIR If Your Business Owes No Franchise Tax?

Yes. Many small Texas businesses owe no franchise tax because their revenue is below the state's no-tax-due threshold, which is currently $2.65 million. They still have to file a PIR.

Texas used to have a separate No Tax Due Report for these businesses. The Comptroller discontinued the No Tax Due Report, so businesses at or below the threshold now file only the PIR or Ownership Information Report.

Because the threshold can change, check the current amount when you prepare your filing. Our guide to state franchise taxes and annual fees explains how franchise tax works.

What Information Does the PIR Ask For?

The Public Information Report form asks who runs your business and whether it owns, or is owned by, other businesses. It asks for:

• Your business's mailing address and principal place of business
• Each officer, director and manager, with their title, mailing address and term expiration date (Section A)
• Any businesses your company owns 10% or more of (Section B)
• Any businesses that own 10% or more of your company (Section C)
• Your registered agent and registered office, as shown on the state's records
• The signature of an officer, director or other authorized person

If your business information is the same as last year, you can check the box confirming that nothing has changed. Otherwise, review these details before you file so you can update anything that's different.

How Do You File a Texas Public Information Report?

Most businesses file online through the Comptroller's Webfile system. Use this checklist:

• Find your Webfile number. It starts with "XT" and appears on the reminder letter the Comptroller mails each year.
• Have your 11-digit Texas taxpayer number ready.
• Log in to Webfile and choose the franchise tax report for the year.
• Review or update your officers, directors, managers and ownership details.
• Sign and submit your PIR. If you also need to file a franchise tax report, submit it and pay any tax due.
• Save a copy of your confirmation for your records.

You can also mail a signed paper report to the Comptroller.

How Do You Change Your Registered Agent in Texas?

You can't change your registered agent or registered office on the PIR. Those changes go directly to the SOS on Form 401, Statement of Change of Registered Office/Agent. If you update your agent only on the PIR, the state's official record stays the same.

Swyft Filings can also serve as your agent through our Texas registered agent service.

What Happens If You Don't File the PIR?

Missing the PIR can have financial and legal consequences. Filing your PIR late doesn't trigger the $50 late-filing penalty, which applies to late franchise tax reports. But if your business owes franchise tax, paying it late can add penalties and interest.

If you don't file a completed and signed PIR, your business can lose its right to do business in Texas. That means it generally can't sue or defend itself in Texas courts, and its officers, directors, members or managers can become personally liable for certain business debts. If the reports remain unfiled, the SOS can forfeit the business's registration.

There's usually still a way to fix it. A forfeited business can generally be reinstated by filing the missing reports, paying what's owed and filing for reinstatement. Our guide on how to reinstate an LLC walks through the general process, and our Texas business entity search guide explains how to check your business's current status. Keeping your filings up to date can help you avoid these issues.

Let Swyft Filings Handle Your Texas PIR

The PIR is one of the annual filings Texas business owners need to manage. Swyft Filings can help by handling the filing and reminding you when deadlines are approaching:

• Annual report filing: Our annual report filing service prepares your report, reviews it and files it for you.
• Deadline tracking: ComplianceGuard tracks your annual report and franchise tax deadlines and sends you reminders.

If you haven't formed your Texas business yet, Swyft Filings can help you form your LLC.