State of Texas Articles of Incorporation

In the state of Texas, articles of incorporation are required when forming a corporation.3 min read

In the state of Texas, articles of incorporation are required when forming a corporation. Both S corporations and C corporations must file the articles of organization with the Secretary of State's office.

Registered Agent and Registered Office

In the articles of organization, you must name a registered agent for the corporation. A corporation cannot serve as its own registered agent. This individual or business entity receives service of process on behalf of the corporation. In most cases, the registered agent is an individual living in the state of Texas. However, a corporation can also appoint a foreign or domestic entity, as long as that entity is legally registered to conduct business in the state.

The articles of organization must also include the address of the registered agent, which is a physical address where the registered agent is available during normal business hours. A telephone answering service, mailbox, or P.O. box cannot be the address for this requirement.

Directors

Corporations in the state of Texas must also list at least one director. However, no residency requirements exist for directors.

Forming a For-Profit Corporation

If your corporation is for-profit, you must pay the required filing fee, which is $300. The easiest way to file your articles of incorporation is through the Secretary of State's website, also called SOSDirect. In the articles, you must also list the names and addresses of the members of the board of the directors. If your corporation has another group of individuals who are responsible for making business decisions, list these individuals as well. After the first shareholder's meeting, you may want to amend your articles to include the names of the shareholders.

The next step in forming a corporation is preparing the certificate of formation, or Form 201. This certificate is a legal requirement to incorporate in the state of Texas. The form is available to download on the Secretary of State's website.