How to Start a Texas Corporation — Step by Step

Before anything else, confirm your intended name is available and legal. A Texas corporate name must be distinguishable on the record from every other entity name already on file with the Secretary of State — not just other corporations, but LLCs, limited partnerships, and reserved names too.

Name rules for Texas corporations

• The name must contain a corporate designator: "Corporation," "Incorporated," "Company," or an abbreviation such as "Corp.," "Inc.," or "Co."
• It can't imply a purpose the corporation isn't authorized to pursue (for example, banking or insurance words trigger extra regulatory approval).
• It can't be deceptively similar to an existing name. Minor differences — punctuation, "the," "and," singular versus plural — generally don't make two names distinguishable.
• Certain restricted words (like "bank," "trust," "college," or terms implying a government affiliation) require prior consent or licensing.

How to check

Run your name through the SOSDirect name availability search. The Secretary of State also publishes name filing FAQs explaining how it applies the distinguishability standard. If you're not ready to file but want to hold the name, Texas lets you reserve it for a limited period through a name reservation filing.

Assumed names (DBAs)

If the corporation will operate under a name different from its legal name, file an Assumed Name Certificate (Form 503) with the Secretary of State. A Texas assumed name registration can be valid for up to ten years — longer than most states allow — but it's a separate filing from forming the corporation itself.

Every Texas corporation must continuously maintain a registered agent with a physical Texas street address — the registered office. The agent is the party the state and the courts contact to serve legal process, tax notices, and official correspondence.

Texas requires the agent to consent to the appointment. The consent is documented on Form 401-A; you don't have to file it with the Certificate of Formation, but you must have it signed and keep it on record, and the state can request it.

Who can serve

• Yourself or another individual — any Texas resident with a physical street address (not a P.O. box) who is reliably available during business hours. Your address becomes part of the public record.
• A commercial registered agent service — a firm that Texas has authorized to fill the registered agent role. This keeps a professional address on the public record instead of your home, and guarantees someone is present to receive documents even when you're traveling or the office is closed.

A corporation may not serve as its own registered agent in Texas. The registered office must be an address where the agent is actually present during business hours — a receiving location, not merely a mail drop.

The Certificate of Formation — For-Profit Corporation (Form 201) is the document that legally creates your corporation. File it through SOSDirect, through the SOSUpload portal, or by mail. Online filing through SOSDirect is the fastest route.

Information the certificate requires

• Corporate name with its designator
• Registered agent and registered office — name and physical Texas street address
• Authorized shares — the total number of shares the corporation may issue, and par value if applicable
• Initial directors — names and addresses; at least one is required
• Purpose — a general purpose statement is acceptable
• Organizer — the person forming and signing the certificate

Timing

Standard processing runs on the timeline shown in your receipt card. If you're racing a lease signing, a financing close, or a bank appointment, Texas offers expedited handling for an additional state fee. Once approved, the state returns a stamped, filed Certificate of Formation — proof your corporation exists.

What you don't file

You don't file your bylaws, your shareholder list, or your stock ledger with the state. Those are internal records you keep in your corporate minute book. The certificate is a short public formation document, not a disclosure of your ownership or finances.

Filing the certificate creates the shell of a corporation. The organizational meeting brings it to life. This is where the initial directors named in the certificate formally organize the company.

What happens at organization

• Adopt corporate bylaws — the internal rulebook governing how the corporation operates: officer roles, meeting procedures, voting thresholds, share transfer rules, and fiscal year.
• Elect officers — at minimum a president and a secretary; often a treasurer too.
• Authorize and issue stock — the board resolves to issue shares to the founders in exchange for their contributions (cash, property, or services), and those issuances are recorded in the stock ledger.
• Approve initial resolutions — opening a bank account, adopting a fiscal year, ratifying the certificate, and any S-corp election plans.
• Record everything in minutes — the organizational minutes are the first entry in your corporate minute book.

Texas doesn't file these documents, but keeping them is not optional in practice. Banks ask for bylaws and a corporate resolution to open an account, investors demand a clean set of organizational records during diligence, and courts look at whether you actually observed corporate formalities when someone tries to reach shareholders personally.

An Employer Identification Number (EIN) is the corporation's federal tax ID — the business equivalent of a Social Security number. Every corporation needs one; it's not optional the way it can be for a single-member LLC. You use the EIN to open bank accounts, file federal returns, hire employees, and make any S-corp election.

How to get it

Apply directly through the IRS at IRS.gov using the online EIN Assistant. The application is free, takes about ten minutes, and issues the number immediately — you can print the confirmation and use it the same day. The responsible party applying online needs a U.S. Social Security number or ITIN. Founders without one apply by fax or mail on Form SS-4.

Beware of third-party sites that charge a fee to "get" your EIN — the IRS issues it at no cost. Once you have it, keep the CP 575 confirmation letter with your corporate records; banks often ask to see it.

Keeping corporate and personal finances strictly separate is fundamental to maintaining the liability shield. Commingling funds is one of the fastest ways to give a plaintiff an argument to pierce the corporate veil and reach shareholders personally.

What banks typically require

• The stamped, filed Certificate of Formation
• The EIN confirmation from the IRS
• A corporate resolution authorizing the account and naming signers (adopted at your organizational meeting)
• Bylaws, which many banks ask to review
• Government-issued ID for all authorized signers

Run all revenue and expenses through this account. Pay yourself through payroll or documented distributions — never straight from the corporate account for personal costs.

Texas has no annual report at the Secretary of State. Your recurring obligation is with the Texas Comptroller of Public Accounts instead.

Franchise tax and Public Information Report

Every year by May 15, your corporation files a franchise tax report and a Public Information Report (PIR) with the Comptroller. Corporations below the state's no-tax-due revenue threshold owe no franchise tax but must still file the report to stay in good standing. The PIR keeps your officer and director information current — it's Texas's substitute for an annual report, just housed at a tax agency rather than the Secretary of State.

Other ongoing items

• Registered agent — keep a valid Texas registered agent and office on file at all times; update the Secretary of State if either changes.
• Federal returns — a C-corporation files Form 1120; an S-corporation files Form 1120-S. Talk to your CPA about which election fits.
• Sales tax — if you sell taxable goods or services, register for a Texas sales and use tax permit with the Comptroller.
• Licenses — Texas has no general statewide business license, but many industries and localities require their own permits on separate cycles.