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Step By Step Guide

How to Start and file a Corporation in Texas

Forming a corporation provides liability protection for any type of business, and should be among the first steps you take as a new business owner. Starting a corporation can help you protect your personal assets while adding legitimacy to your company. Follow our step by step guide or let us handle the paperwork on your behalf, ensuring your business is filed quickly and accurately.

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Why start and file a corporation in Texas?

Several major corporations, including Southwest Airlines, AT&T, and Exxon Mobil, call Texas home for their thriving global organizations. Texas has been ranked for two years running as the best state to start a business. According to WalletHub, the company that conducted this study on state-to-state business friendliness, Texas has the fifth highest amount of spending on business initiatives.

Thanks to government-backed funding programs and an educated pool of workers, small businesses in Texas grow at an 11% rate. This growth rate is especially incredible if you compare it to 2018's numbers. The U.S. Small Business Administration (SBA) revealed that there are 2.6 million small businesses in the state of Texas in 2018.

Ready to start a corporation in The Lone Star State? Let's walk you through the steps to get started.

Two Ways to Register Your Business

MyCorporation® can help you file all of the necessary documents to form your corporation in Texas.

File and submit the formation paperwork yourself

Our free guide provides you with all of the information you'll need to form your corporation in Texas. Bookmark this page as a reference so you can return easily as you complete each step of the process.

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How to Start a corporation in Texas

The first step will be to decide on a name for your business. Choose a name that is memorable and unique, easy to understand and pronounce, and accurately represents your business. You'll want to search your name choices on the web to quickly find out if they are already taken. It's also best to jot down one or two alternatives, in case the name you settle on is not available for registration in Texas.

There are a few rules that Texas Corporations must follow in order to register a name.

  • The name you choose must be unique and not "confusingly similar" to the name of any other Texas business. This is to prevent fraud or misrepresentation and is a common rule in all 50 states. You can find out whether a name is available in Texas by searching the Texas Secretary of State taxable entity search through the Texas Comptroller of Public Accounts Opens in a new window for possible conflicts. Be sure to check variations or alternate spellings as well, otherwise your filing may be rejected.

    In a pinch, you can use MyCorporation's business name search service, where we will conduct a more thorough search on your behalf and report back our findings. Plus, MyCorporation includes a business name search for free when we complete your LLC filings on your behalf!

  • Please note that you do not need to publish a notice Opens in a new window before incorporating a business. The requirement that a business need to publish its intent to incorporate in a local newspaper for four consecutive weeks was repealed in 2003 by the Texas Secretary of State.

You can learn more about business name filing FAQs Opens in a new window through SOSDirect Online Searching and Filing provided by the Texas Secretary of State.

Tip: A business name check is included with every one of our business formation packages. We check with the state to determine the availability of your business name automatically. You can also conduct a nationwide business name search here.

Most states require that you designate a registered agent for your business, and Texas is no exception. Registered agents are required for domestic and foreign filing entities in Texas by the Texas Business Organizations Code (BOC). A registered agent acts as the state's means to communicate with a business and is responsible for receiving legal and official documents related to the business.

A registered agent can be anyone you wish, with one small caveat. The registered agent must have a physical address in Texas. In other words, a P.O. Box is not allowed as a registered agent address. This means a member of the Corporation can act as the registered agent if desired, or a third-party registered agent service like MyCorporation can be used.

Why designate a third party to act as my registered agent?

It should be noted that registered agent information is made publicly available. This can cause privacy concerns for business owners who do not wish to list their personal contact information on the Internet for everyone to see. It is also common for the registered agent to become a target of spam or robocalls since this private information is relatively easy to obtain.

Another issue that may arise is that in the case of a lawsuit, these documents would be hand delivered directly to the registered agent. In the case that you used your business location for this purpose, this could occur in front of your customers. This is why many business owners opt for a third-party registered agent service such as MyCorporation to act as a registered agent on behalf of their business.

Tip: Our Deluxe and Premium formation packages include a full year of registered agent services for your business. We also offer standalone registered agent services which you can add to your business later.

The state of Texas requires you to file Articles of Incorporation Opens in a new window to order to form a Corporation. Articles of Incorporation may be filed online or by mail. They include basic information about the Texas Corporation including the company name, business address, mailing address, registered agent name and address, the Corporation's purpose, effective date of the Corporation, and signature of at least one individual acting as an authorized representative. For more information about fees, please review Form 806 Fee Schedule (PDF)(43.7 KB) for Texas filing fees.

What information should be included in the Articles of Incorporation?

As noted above, information required in the Articles of Incorporation covers basic information as it pertains to the Texas Corporation.

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Corporate bylaws are a detailed set of rules agreed upon and adopted by the board of directors after a corporation is formed, that specify the internal management structure of the corporation. They are typically drafted by the corporation's founder or directors. Corporate bylaws are not submitted to the state.

The state of Texas does not require a corporation to create bylaws upon approval of the Certificate of Incorporation, but it is strongly recommended. Bylaws allow a business to maintain consistency in the way it operates, and communicate organizational rules to help avoid conflicts and disputes. They cover how directors are elected, meetings are organized, and officer roster and summary of duties. In addition to management, bylaws specify details about ownership rights, annual meetings, and the addition or removal of officers and directors.

If you are not sure how to create corporate bylaws, you can purchase MyCorporation's customized Minutes and Bylaws Package. This kit provides you with the internal documents required to fulfill your corporate formalities and properly operate your business after incorporating.

The board of directors of a corporation are normally elected by the shareholders. However, for a new business, the incorporator (the person who signed the Certificate of incorporation) will often designate the initial directors if there are no initial directors named in the certificate of incorporation. This is done by creating the "Statement of Incorporator" which will list the names and addresses of the initial directors of the business.

The statement of incorporator is then signed by all of the incorporators, which passes all elements of control over to the initial directors. This is filed not with the state, but in a corporate minute book of the incorporation. It is kept as part of the corporate record.

The first meeting of the board of directors is an important time in the life cycle of a corporation. During this meeting, the initial directors of the business will adopt the corporate bylaws, set the fiscal year, and appoint corporate officers. It is also common to authorize the issuance of shares of stock to the founders of your company, usually in exchange for assets.

This meeting, and all future meetings of the board of directors, must be recorded in corporate minutes. Minutes are documents that detail what was discussed and any decisions the business makes during meetings. They are stored with the corporate records.

Corporate minutes are required for all Texas corporations by law. Falling behind on keeping and maintain minutes can jeopardize the corporation's liability protection and overall tax advantages. It is important to maintain updated corporate minutes and keep copies of all the signed and approved minutes or actions by unanimous consent from any special or annual meetings of the corporation's shareholders and directors.

Stock is a representation of ownership in your corporation. When your shareholders purchase stock, they are buying a small piece of your business. Although it's not legally required, it is common that most corporations will issue paper stock certificates to their shareholders.

In a private company (not publicly traded on the stock market), you can set the value to each stock however you see fit in your corporate bylaws. For example, one share could be worth $10 or $10,000, either would be completely acceptable.

Tip: MyCorporation can help you issue stock certificates for your business, allowing you to raise money by way of outside investment.

In Texas, most small businesses require a combination of business licenses and permits at the federal and agency levels. The SBA outlines the process for how to apply for licenses and permits in the state of Texas Opens in a new window. Additionally, consider checking in with the Texas Department of Licensing and Regulation Opens in a new window. This website provides a thorough look into types of licenses businesses may need to obtain and file with the county or state.

You can learn more about the specific licenses applicable to your business by checking with the city offices where you will conduct business, or by using MyCorporation's business license compliance package. Our skilled professionals will do the work for you. We identify all of the licenses required by your business and provide you with the information you need in order to file.

An EIN (also referred to as a Federal Tax ID) is a nine-digit number that is issued by the IRS and used to uniquely identify your business for tax purposes. Think of it as a Social Security Number (SSN) for your business, except an EIN is less sensitive. It is important to wait until the LLC has been approved by the state before applying for an EIN. For that reason, filing for an EIN is one of the last things to do when you are setting up a business.

  • Open business checking, savings, or investment accounts
  • File taxes for the business
  • Complete payroll for employees if applicable
  • Obtain lines of credit and credit cards, as well as "build credit" for your business
  • Apply for applicable business licenses when required.

You will only need a few pieces of information to file including your mailing address and legal business name. You can apply online Opens in a new window with the IRS by downloading IRS Form SS-4 (PDF)(116 KB), or work alongside a third party organization like MyCorporation to complete an EIN application.

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Texas corporation Frequently Asked Questions

In Texas, a Professional Corporation (PC) is formed in order to provide professional services within a single profession. Generally, this may include the following professions:

  • Accounting
  • Acupuncture
  • Architecture
  • Chiropractic
  • Clinical social work
  • Dentistry
  • Law
  • Marriage, family, and child counseling
  • Medicine
  • Speech-language pathology and audiology
  • Nursing
  • Optometry
  • Osteopathy
  • Pharmacy
  • Physical therapy
  • Physician assistants
  • Podiatry
  • Psychology
  • Shorthand court reporters

A professional corporation provides the same benefits of a standard Corporation, with the additional formation requirement of proving the business has an effective certificate of registration issued by the governmental agency regulating their profession. Professional corporations are also governed by the agency responsible for overseeing the profession they engage in, and may have rules or limitations on the choice of name or ownership requirements.

According to the Texas Secretary of State, Corporation filing documents are processed in the order received when filed online and by mail. Typically, a Corporation is processed within 4-6 weeks. Check in with the Texas Secretary of State for further details on processing and expedited processing dates.

In order to keep your corporation in good standing, there are certain reoccurring requirements that must be met.

  • All corporations must file an Annual Statement with the Department of State each year.
  • Profitable Texas corporations must submit and pay required annual tax returns, and pay out estimated corporation taxes.
  • Corporations must hold an annual meeting of the directors logged with corporate minutes.
  • Corporations must hold an annual meeting of the shareholders.

In order to form a corporation in Florida, you will be required to pay various fees for services. The breakdown of the required fees is as follows:

  • Certificate of Formation - $300
  • Reservation of Entity Name - $40
  • Articles/Certificate of Amendment - $150

In total, expect to set aside at least $490 to form a Corporation in Texas.

According to the Texas Business Organizations Code, foreign entities must file an application Opens in a new window for registration for foreign or out-of-State entities with the Texas Secretary of State. This includes LLC entity formations if the business transacts business in Texas. Entities that do not register may face severe penalties including late filing fees.

Filing in every state requires that you follow specific legal requirements, and every state has unique restrictions. In Texas, you will need a Certificate of Formation. This certificate requires essential information, including officer names, stock information, and a registered agent.

Additionally, you will need a Certificate of Incorporation and a Certificate of Organization. These documents are also referred to as the Articles of Incorporation, and they are essentially state licenses allowing you to operate a business in Texas. They are legal documents and you need them before you start your business transactions.

When you work with MyCorporation, you find relief in knowing that your Texas documents will be filed adequately and efficiently to help get your business up and running in no time.

We offer personalized experiences to all our customers and pair you up with a dedicated team of experts who are knowledgeable and experienced in everything there is to know about Texas filings so that yours is done promptly. Additionally, we offer a compliance tool to help you stay on top of all your business requirements without the stress of doing it yourself.

Filing a corporation in Texas requires that you follow specific requirements, as any other state does. First, you must choose your unique business name and find out if it is available for you to use.

Once you know it is ready, you can file for a business name so no one else can use it. You also must have a registered agent with a physical street address in Texas. Additionally, you must have one director and shareholder who files their Articles of Incorporation, including the Certificate of Formation, within Texas. 

MyCorporation is experienced in filing in the state of Texas. We support all of our customers and provide a step-by-step guide to help you complete all the required forms and documentation. What is best is that you never have to do it alone, and you can always count on us to help you understand the process clearly.

Once you complete the paperwork, we file the documents with the state of Texas and provide you with a confirmation of the filing. Not only that, but we offer ongoing support so that you always stay compliant and follow the Texas state regulations.

Helpful Texas Resources

See Our How To Startup Guides for Texas

Are you looking for another entity type? We offer several other guides to help you start your business in the state of Texas.

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