Texas Nonprofit Articles of Incorporation

Nonprofit articles of incorporation is the document filed to create a Texas nonprofit corporation.

Preparing and filing your articles of incorporation is the first step in starting your nonprofit corporation. Approval of this document secures your corporate name and creates the legal entity of the nonprofit. Only after this approval can you apply for 501c, apply for fundraising licenses, open a bank account, and otherwise conduct business.

Benefits

Incorporating provides many important benefits:

  • Limits the liability of directors, officers, and shareholders
  • Fulfills statutory requirements to register your organization's name
  • Is a prerequisite for applying for 501(c) tax exemption
  • Provides governance and adds credibility to the business or organization

Fast Facts

Agency:Texas Secretary of State - Corporations Section
Form:

Form 202: Certificate of Formation for a Nonprofit Corporation

Filing Method:

Mail, fax, in-person

Agency Fee:

$25

Turnaround:

~3-5 business days by mail or fax.

Law:

Texas Statues - Business Organizations Code - Title 2: Corporations - Chapter 22: Nonprofit Corporations

Notes:

Submit original and one copy. The secretary will return evidence of filing and a file-stamped copy of the document.

Fact Checked:6/13/17

Other Helpful Texas Facts

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


Texas Directors

  • Number: minimum 3
  • Qualifications: None. No residency requirement. No membership requirement.
  • Term: until successor is elected, appointed, or designated and qualified
  • Quorum: majority
  • Committee: A management committee must have 2 persons and the majority directors (some exceptions).

Texas Officers

  • A president and a secretary are required.
  • Two or more offices may be held by the same individual, except for president and secretary.

Texas Members

  • Members: optional
  • Regular meeting: required annually
  • Quorum: 1/10th votes

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