Each state has different requirements for forming a corporation. Whether you are starting a business or incorporating a business already in existence, you’ll want to understand state requirements for Texas incorporation.
Cost to incorporate in Texas
At BizFilings, we clearly outline our fees and the state fees to form a Texas corporation. View our pricing to incorporate as a C corporation or S corporation to plainly see:
BizFilings’ package prices. BizFilings offers three incorporation service packages from which you can choose.
State fee for standard turn-around. Our pricing clearly shows the state fee to incorporate in Texas with standard turn-around.
Expedited turn-around. You will see the BizFilings and state fee, if any, for expedited turn-around.
24-hour turn-around. Texas has a 24-hour filing option, which is outlined in our pricing.
Certified copy. Our pricing also clearly displays the BizFilings and state fee, if any, for issuing a Certified Copy of the Certificate of Formation.
The name must contain either the word or an abbreviation of "Corporation," "Incorporated," "Company" or "Limited." Symbols cannot be used in the name. Names submitted with superscript letters or numbers or subscript letters or numbers will not appear in that format in the official company name. (For example, H 2 0 would appear as H20.) The name may not contain the word "Lottery." The name must not imply a purpose other than that stated in the Certificate of Formation. It may not be the same as or deceptively similar to the name of any domestic or foreign corporation or reserved or registered name. However, a name already in use may be used if the corporation gets written consent from the user filed with the Secretary of State. Use of words tied to education (such as but not limited to "College," "School" and "Seminary") cannot be used without approval from the Texas Higher Education Coordinating Board. Use of words such as "Bank," "Trust" and those implying ties to Veterans ("Veterans," "War," etc.) also require additional approvals prior to use.
The following are Texas’s requirements for directors of corporations:
Minimum number. Corporations must have one or more directors.
Residence requirements. Texas does not have a provision specifying where directors must reside.
Age requirements. Texas does not have age requirements.
Inclusion in the Certificate of Formation. Director names and addresses are required to be listed in the Certificate of Formation.
Requirements for the Certificate of Formation
The document required to form a corporation in Texas is called the Certificate of Formation. The information required in the formation document varies by state. The Texas requirements include:
Officers. Officer names and addresses are not required to be listed in the Certificate of Formation.
Stock. Authorized shares and par value must be listed in the Certificate of Formation. An increase in the number of shares or par value does not affect initial filing fees.
Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in Texas. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.
After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for Texas corporations.
Texas corporate records
Texas corporations must keep the following items with their corporate records at the principal office:
Books and records of accounts
Minutes of director and shareholder meetings
A list of both current and past shareholders, including names and mailing addresses outlining the number and class of shares held by each
A stock transfer ledger detailing the original issuance of shares and each transfer thereafter
Texas corporate taxes and fees
The following are taxation requirements and ongoing fees for Texas corporations:
Annual report and franchise tax.
For taxable entities with a beginning date of October 4, 2009, or later, both the first annual report and payment of the tax due, if any, are due no later than May 15 of the year following the year the entity became subject to the tax (i.e., the beginning date). On an annual basis going forward, the franchise tax report must be filed and the tax paid no later than May 15 of each year. Entities filed prior to October 4, 2009, may wish to discuss taxes and fees with the Texas Comptroller of Public Accounts Office.