

Months after the May 15 filing cutoff, thousands of Texas business entities remain out of compliance with the Texas Franchise Tax, according to the Texas Comptroller of Public Accounts. State officials say missed tax reports and unpaid balances have triggered penalties, interest, and forfeiture actions that could affect companies well into 2026.
The Texas Comptroller’s office confirmed through multiple Tax Policy News updates that a significant number of franchise taxpayers failed to meet their 2025 franchise tax obligations. The issue surfaced after the May 15 deadline for Texas annual franchise tax filings, when required tax reports and payments were not submitted by thousands of taxable entities across the state.
According to the Comptroller, noncompliance includes both failure to file a required Texas Franchise Tax Report and failure to submit related informational filings. These lapses prompted enforcement actions that escalated throughout the summer and fall of 2025, as unpaid accounts continued to appear on agency rolls.
Beginning October 29, 2025, the Texas Comptroller’s office started mailing Form 05-212, known as the Notice of Forfeiture of Right to Transact Business. These notices warn business entities that their legal authority to operate in Texas may be forfeited if tax obligations remain unresolved.
For affected companies, forfeiture can limit the ability to sue or defend in Texas courts. It may expose business owners and officers to personal liability for certain debts incurred after the report due date.
Late compliance carries automatic financial consequences under state law. The Comptroller applies a $50 late filing fee for each franchise tax report submitted after the deadline, regardless of whether any tax is ultimately due.
For businesses with unpaid tax due, additional penalty and interest provisions apply. A five percent penalty is assessed when payment is made one to 30 days after the due date. That penalty increases to 10 percent for payments more than 30 days overdue. If a Notice of Tax Due is issued and the balance remains unpaid, an additional 10 percent penalty may be imposed.
Interest begins accruing on unpaid franchise tax balances starting on the 61st day after the original due date. The interest rate is set annually and compounds daily, increasing the total amount owed over time.
The Comptroller has stated that interest and penalties apply regardless of whether a business believed it qualified for a no-tax-due status, underscoring the importance of accurate and timely tax reports.
Much of the confusion surrounding the 2025 filing season can be traced to statutory changes enacted in recent years. Senate Bill 3, passed in 2023, significantly altered Texas Franchise Tax requirements by raising the no-tax-due threshold to $2.47 million in total revenue.
Under the revised framework, many business entities with gross receipts at or below the threshold no longer owe franchise tax. However, the law did not eliminate all filing obligations.
Even when no tax is due, taxable entities must continue to file either a Public Information Report or an Ownership Information Report, depending on their structure. These filings provide the Texas Secretary of State and the Texas Comptroller with updated information regarding ownership, registered agent, and management.
Officials say many franchise taxpayers mistakenly assumed that the higher revenue threshold eliminated all filing requirements. As a result, required reports such as No Tax Due Reports, Long Form Reports, or EZ Computation filings were never submitted.
The standard deadline for filing the Texas Franchise Tax Report is May 15 each year. Businesses that submitted a valid extension request by that date received additional time to file, but not to avoid payment obligations.
For the 2025 reporting year, extended reports were generally due in November, while certain Mandatory EFT Texas franchise taxpayers faced earlier payment requirements. The Comptroller has emphasized that extensions do not waive penalty and interest if the estimated tax due is underpaid.
If a business does not resolve its franchise tax account within 45 days of a forfeiture notice, the Comptroller may notify the Texas Secretary of State. Once that occurs, the entity’s registration can be forfeited, preventing it from legally operating in Texas.
Businesses that reached this stage by early 2026 faced administrative dissolution or revocation, depending on entity type.
In published guidance, the Texas Comptroller’s office has cautioned that franchise tax compliance is a condition of doing business in the state.
“Entities that fail to file required franchise tax reports or pay the tax due risk losing their right to transact business in Texas,” the agency stated in a 2025 Tax Policy News update.
The Comptroller also warned that officers, directors, and partners of forfeited entities may become personally liable for certain debts, including franchise tax liabilities, incurred after the report due date.
Businesses that may have missed a filing or payment should review their franchise tax account status as soon as possible to ensure compliance. The Comptroller provides an online search tool that allows business owners and tax professionals to verify whether reports are missing or balances remain unpaid.
Entities that only owe informational filings, such as a Public Information Report, may still be able to resolve their accounts without incurring the $50 late filing fee. However, unresolved accounts can continue accruing interest and may trigger further enforcement actions.
State officials urge business owners to confirm their filing obligations annually, even if their total revenue falls below the threshold at which no tax is due. Changes in business structure, ownership, or gross receipts can alter reporting requirements from one year to the next.
Tax professionals also recommend tracking franchise tax deadlines separately from federal income tax return deadlines, as the Texas Franchise Tax operates under its own rules and enforcement timeline.
By William Mc Lee, Editor-in-Chief & Tax Expert—Get Tax Relief Now