Understanding Texas's business and commerce code update
Learn about the new Texas laws affecting businesses sending marketing text messages.
This information is intended solely for educational and informational purposes and should not be construed as legal advice. The content provided is general in nature and may not reflect the most up-to-date information. Klaviyo strongly advises consulting with a qualified legal counsel to ensure your compliance with applicable laws and regulations in connection with your use of our services.
What’s changing?
The Texas Business and Commerce Code, which previously applied only to voice telephone calls, was recently amended to apply to text messages. The expansion of the law’s application to text messages means that you may need to register your business with the Texas Secretary of State if you are sending marketing messages to Texas residents or are located in Texas and sending marketing texts. These changes go into effect on September 1, 2025.
It is important that you review the law to determine if it applies to your business. Links to the text of the law and the September 1, 2025 amendments can be found below:
- The text of the current relevant law: Texas Business and Commerce Code § 302.001, et seq.
- The amendments to the law going into effect on September 1, 2025, including the revised definition of “telephone solicitation” to include text messages: S.B. 140
Are there exemptions?
The law exempts certain companies from the registration requirement. These exemptions include, but are not limited to:
- Certain publicly traded companies and their subsidiaries
- Certain financial institutions
- Educational institutions
- 501(c)(3) nonprofits
- Businesses marketing the sale of food
- Retail sellers with brick and mortar locations if it has operated under the same name for the last two years and a majority of sales occur at retail locations
- Businesses contacting their current or former customers if that business has operated under the same business name for the last two years
You’ll need to check the specific language of the law to determine if any of these exemptions apply to your business.
How do I register?How do I register?
Registering with the Texas Secretary of State is detailed and requires specific information. You will need to fill out the registration form and submit it.
The application fee is $200 and your registration will need to be renewed after one year. In addition, Texas law requires that businesses post a $10,000 security deposit in the form of a bond executed by a corporate security, an irrevocable letter of credit, or certain certificates of deposit. Additional information regarding the form of any security can be found in Section 302.107 of the law.
For most brands, the best option may be a Surety Bond. In this case, you don't need to fully give up the $10,000 as the deposit, but instead pay a small annual fee. Another option is to attest you have the money via a Certificate of Deposit or Letter of Credit.
Your Texas registration is only valid when Texas’s Secretary of State issues the registration certificate, not when the application is submitted.
Next stepsNext steps
Given these changes, it's crucial for you to assess whether your business needs to register in Texas. Please check your text messaging marketing practices to see if the new Texas rules apply to your business. If you think these rules might affect you, we suggest talking to qualified legal counsel to understand what you need to do to comply before September 1, 2025. You can also contact the Texas Secretary of State with questions or for additional information.