Texas Articles of Incorporation

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What Are Texas Articles of Incorporation?

Preparing and filing your articles of incorporation is the first step in starting your business corporation. Approval of this document secures your corporate name and creates the legal entity of the corporation. Only after this approval can the corporation apply for tax IDs, obtain business licenses, sign contracts, and otherwise conduct business.

Incorporating provides many important benefits:

  • Limits the liability of directors, officers, and shareholders
  • Fulfills statutory requirements to register your business name
  • Provides governance and adds credibility

Fast Facts

For Domestic Corporations:

Agency:Texas Secretary of State - Corporations Section
Form:

Form 201: Certificate of Formation for a For-Profit Corporation

Filing Method:

Mail, fax, in-person or online.

Agency Fee:

$300 + optional 2.7% credit card convenience fee

Turnaround:

~3-5 business days by mail or fax.

Law:

Texas Statues - Business Organizations Code - Title 2: Corporations

Notes:
  • Submit original and one copy. The secretary will return evidence of filing and a file-stamped copy of the document.
  • A minimum of one director is required. The director must be a natural person and need not reside in Texas.

For Domestic Professional Corporations:

Agency:Texas Secretary of State - Corporations Section
Form:

Form 203: Certificate of Formation for a Professional Corporation

Filing Method:

Mail, fax, in-person or online.

Agency Fee:

$750

For Domestic Close Corporations:

Agency:Texas Secretary of State - Corporations Section
Form:

Form 812: Statement of Operation as a Close Corporation

Filing Method:

Mail, fax, in-person or online.

Agency Fee:

$15

Notes:

After having articles of incorporation approved, submit form 812 to register as a close corporation.


Other Helpful Texas Facts

As you are preparing to incorporate, keep in mind the following requirements specific to Texas.


Texas Directors

  • Number: One or more required.
  • Qualifications: None.
  • Quorum: Majority of directors, unless bylaws or articles of incorporations fix a different number. No less than one third.

Texas Officers

  • As state in the bylaws.

Texas Bylaws

  • Required: Yes.

Texas Annual Shareholder Meeting

  • Required: Yes.
  • Action by written consent: Not provided for in statute.

Texas Shareholders

  • Qualifications: N/A
  • Stock Certificate: Required.
  • Voting Trusts Allowed: Yes.

Helpful Tools

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TimRoute Consultant, Inc.
Harbor Compliance provided excellent customer support and handle everything in establishing my corporation in Texas. They set up my new corporation, obtained a Federal EIN# and provided By-Laws for my corporation quickly and efficiently. John and Cliff both were responsive and provided answers right away to my questions. I am very happy to have relied on Harbor Compliance and will use them again for any future needs.
HarrySidere Technology, Inc.
Thank you Harbor Compliance. We are a small contractor business out here in NYC. We came across Harbor Compliance searching online, gave them a call on Tuesday noon, told them our situation, what we needed over the phone, all papers filed and sent back to me Friday morning. Thank you so much for your prompt service Harbor Compliance!
MichaelMHLin and Partners Inc.
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