Corporation S CorpFor Texas owners

Owners anywhere in Texas sit down with us on video, books on a shared screen, while the chairs of the practice stay in Dallas. We serve Texas owners with the same monthly close whichever side of the state you are on. We are all Texans, including owners outside Dallas and Fort Worth.

Start with the books
A Texas longhorn standing in a pasture
What a Texas meeting actually is

Our chairs are in Dallas. Elsewhere in Texas the meeting is video, the books are on a shared screen, and the next open slot is a calendar link. Video, a shared screen, and a calendar link cover every meeting outside those chairs. There is no branch office in your town. A video call remains a meeting.

Southwest Airlines began at Dallas Love Field and still keeps a headquarters on that close in field. Other Texans know the field as the easy hop, and so do we. Knowing the field does not place this practice inside the terminal. Pulling a Texas company apart from a federal tax status takes the same effort on a video call that it takes for an owner across town.

The feeling on this page is the one Texas owners already know, which is not being sure what the company is. The certificate is on the wall. The menu says something else. Asking about that split is ordinary here. We are glad to start from the paper you can hold up.

The company the state actually created

A certificate of formation from the Texas Secretary of State creates the company. For an LLC the filing fee written on the instructions is 300 dollars. That payment buys a Texas company. It does not buy a federal tax status, and it does not sign Form 2553 for you. The certificate names an LLC or a corporation. It does not choose how the IRS will tax the year. Owners often meet those two facts on the same afternoon and treat them as one decision. They are not.

A corporation's state filing is its own instruction sheet. The 300 dollar figure is the LLC certificate fee, not a corporation's fee and not a franchise tax. People stack them because both involve the state. They are different offices and different years of the company's life. Neither sheet elects S. Form 2553 does that, and only after every shareholder signs and the IRS accepts.

S is not a Texas entity type. The state form asks for an entity type. If someone told you the state filing included the election, ask to see the sentence. The certificate you filed with Texas is not on the software screen that offers a short list of tax nicknames. Selecting S there does not make the company one of the companies that are S.

People in Oak Cliff still describe the neighborhood as its own town, long after the 1903 annexation. We keep that kind of double memory in the file. The certificate holds one history and the federal status holds another, and we will not mash them into a single nickname. An LLC that elects S is still an LLC at the Secretary of State. The certificate is not amended into a corporation by Form 2553.

Places that keep two histories at once

Reunion Tower puts a lit ball over downtown Dallas, and owners in Dallas already know which building they mean. The ball is pleasant. It does not fill either blank on a company file. One blank is the certificate. The other is the federal status. We can enjoy the ball the way any Texan can, and then we go back to asking which paper is actually in the folder.

The giant eye outside the Joule looks down Commerce Street toward the middle of downtown. A stare like that is memorable, and it still is not an acceptance letter. When we picture that eye we picture the letter we would rather be holding, the IRS paper that says the election was received. A downtown view cannot substitute for it.

The M-Line streetcar moves through Uptown on a timetable riders can recite. A monthly close should be that predictable. The status can still be a nickname while the month ends on the day we promised. Pumpkin Village fills the Arboretum once the fall dates are posted, and families plan around that opening. We plan around 15 May the same way, because a fall garden does not push the Comptroller report into another season.

Say Central in a car in Dallas and people hear the expressway north, the road numbered 75. The shorthand works because everyone in the car already shares it. A software menu that prints the letter S is shorthand of that kind. Shared shorthand is not the acceptance, and we will not let it post owner pay until the letter agrees.

Northwest of downtown, warehouses became showrooms and the old frames of the buildings stayed. That is the picture we use for an LLC that later elects S. The state certificate remains the frame. The federal acceptance is only a new use of the same company. Write both down. Do not paint the frame out of the file.

The West End warehouse blocks run out at Dealey Plaza. A corporation that never sent Form 2553 has that older outline, and we leave the outline alone until an acceptance exists. The book depository at the plaza still stands, with a museum on an upper floor. A company folder should carry that kind of weight. What is stored inside decides the year. A word printed on the tab does not. The dropdown is the tab. The acceptance is the floor that has to hold.

The Dallas Streetcar leaves the center of the city, crosses the river, and ends toward Bishop Arts. When a file changes hands it should travel with the acceptance aboard, not with the nickname riding alone. We want that paper before a single equity account is rebuilt. At the foot of the Margaret Hunt Hill Bridge, the La Bajada yard serves a crowd the bridge did not have on the day it opened. Equity, wages, and draws need separate tables in the same spirit once the acceptance is real. One shared owner account is how those three get confused.

Lower Greenville is the restaurant run of Greenville Avenue that the east side of Dallas still names for a Saturday night. Plain help sounds like that stretch, specific and local, without a costume. We say what the certificate and the acceptance show, then we close the month, and we refuse to dress the answer so it matches a screen. Adair's in Deep Ellum hangs memorabilia until the walls are covered, a burger and music room people describe by the street. Questions pile up the same way. We take them one paper at a time, and we do not let the loudest menu sticker answer for the file.

A barbecue room by the medical district has plated real meals since 1958, and nobody in that line would trust a picture of brisket in place of the plate. A wage has to be that solid. It is pay for work someone did. A distribution does not get to imitate it. The acceptance comes before that wage conversation. The owner's existing payroll company keeps the wage math and the payday. We do not take payday over, in Dallas or on a video call.

Franchise tax after the federal status is settled

Texas has no personal income tax. The franchise report is a different animal. It still applies to LLCs, including a single member LLC and a series LLC, and it still applies to an S corporation. An accepted federal election still leaves the Comptroller report due for that same company. A corporation with no election stays in it too. Franchise tax reaches corporations and it reaches S corporations. The federal status changes the federal forms. It does not retire May.

Texas owners send the franchise report to the Comptroller on the Comptroller's form. It is not a copy of the federal return, and it does not switch off when an S election is accepted. Owners who arrived from a state that taxes personal income sometimes think a quiet personal return means a quiet state. That fact does not shrink the franchise report, and it does not turn a C year into a passthrough year. Owners sometimes stack those ideas. We unstack them. The franchise report is the piece that remains, and it reads the company's activity with its own rules.

The Comptroller franchise page, as we read it on 28 September 2026, gives report years 2026 and 2027 a no tax due cutoff of 2,650,000 dollars. Retail and wholesale carry 0.375 percent on that page. Activity outside those two buckets carries 0.75 percent. The due date is 15 May. If the Comptroller changes a figure, this page should change with it, and a memory of an older rate should not be used in the meantime. We do not invent a rate for an industry the page did not name. If your activity is mixed, the form's own instructions sort the lines.

The franchise report reads the books, with its own adjustments. It does not read the dropdown. The computation starts from the months already closed for the federal return. A second set of books built only for May is how the two filings drift. A quiet year under the no tax due line is still a filing year. Landing under 2,650,000 dollars still means the report gets prepared. The threshold is a computation, and the computation needs the closed months. Owners who wait to see whether they are under that line often discover the books were not closed enough to know. Close first. Then measure.

The 300 dollar figure on the Secretary of State instructions is not a franchise tax. Bankers, payroll menus, and franchise worksheets all ask how the company is taxed. A payroll company imports the tax label. A lender's questionnaire copies it. A franchise worksheet copies it again. Three tools can agree and none of them has seen the IRS paper. Agreement among tools feels like proof. It is only agreement. We would rather have the status conversation in the first month than in the week the franchise report and the federal return are both due.

If the acceptance is missing, the franchise report still exists. We do not delay May while we hunt a federal paper, and we do not pretend the federal paper changed the state form. The status we can defend is the status both filings should describe. If the federal side is still in doubt, the doubt is disclosed. It is not papered over with a menu label. Payroll setup does not change the due date. The provider you run handles payday. The May report handles the franchise computation. We keep those lanes apart so a wage argument in March does not swallow the state filing.

Circle 15 May when you circle anything else this spring. Then bring the certificate, the acceptance if you have it, and the closed months. Roofers in Dallas already fence off April and May, because that pair of months is when the city's tornadoes usually show up. We give the franchise report the same respect and we circle 15 May early. A storm is a calendar problem. It should not be the reason the Comptroller filing waits for the last clear afternoon. Leave enough days that a power outage is not the reason the report is late.

The property list beside May

Property rendition is the spring cousin of the franchise report. Most owners face 15 April unless they use the written request in Tax Code section 22.23, which carries the ending out to 15 May. Counties want a list of business personal property. Equipment, furniture, and vehicles belong on it. The franchise report does not file that list for you. A C company should see that pair of dates beside the franchise due date, and an S company should see the same pair, because the election does not file the list either.

We do not guess a value for your rendition on a public page. The list of assets is yours. Our role, if you engage us, is to make sure the list matches the depreciation schedule in the books so the county and the ledger are not strangers. April and May are also the storm window. Treat the weather as a reason to finish the report early, and leave every rate on the Comptroller page where we read it on 28 September 2026.

Three shapes, none of them a client

Picture a two owner LLC in Waco that files the certificate in June. Someone selects S in the software in July. No 2553 is signed. In March the organizer still says S. The return wants a K-1. There is no acceptance to support it. The repair is to find the paper or to stop claiming the status. Waco is only the setting. The LLC is not a client and it has no dollar result.

Picture a shop in Tyler that has said S on every organizer since the second year. The certificate is an LLC. No 2553 was ever signed. The tools have been consistent for four years. Consistency is not acceptance. The repair starts by telling the truth in the file, then deciding whether an election is even available. Tyler is the setting. The shop is not a client.

Picture a family corporation in Abilene that has been a C for a decade. The last person who touched the file coded owner draws to a passthrough equity account because the prior software said S. The certificate says corporation. There is no acceptance. We reverse that coding before we prepare the return. Abilene is the setting. The dollars stay off this page.

Where the public figures came from

A figure on this page is allowed only because the office that published it and the day we read it sit in the same sentence. The franchise numbers are copied from the Comptroller's own franchise page, opened 28 September 2026. The formation fee is copied from the Secretary of State certificate instructions. Federal timing for the election stays in the Form 2553 window, which is no more than 2 months and 15 days after the tax year begins, with the prior year also allowed. We do not squash that window into one March date.

Sections 901.451, 901.453, and 901.456 of the Occupations Code are the boundary this practice follows, and we read them on the Texas Legislature site. License limits are written once, on the disclosures page, and they are not copied here. The ongoing work is monthly books, the federal return, and the choices that can still change the year. A signed audit, review, or compilation goes to a firm that can put a name on it.

If you formed the company in Texas and the menu disagrees with the certificate, start with the two papers. The federal pages on this site cover the acceptance, the wages, and the federal calendar. This page is the Texas half, kept together so a national reader is not asked to tour Dallas in order to learn what Form 2553 does.

Tell us the Texas work

Steven Palmieri

You will be talking to the Steven Palmieri practice.

Say whether the books, payroll setup, or the return should come first, and whether the acceptance is in the file.

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