Below you will find a sample Texas articles of incorporation and/or related documents.
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Texas Articles of Incorporation (Instructions for For Profit Corporation)
INCORPORATION OF A TEXAS CORPORATION
The Texas Business Corporation Act governs the formation of corporations organized for profit. The secretary of state does not provide forms for articles of incorporation. In view of the legal complexities involved, it is recommended that you consult the attorney of your choice to give you complete information and advice concerning incorporation, as well as information on state taxes and applicable licensing requirements.
To incorporate, you must file articles of incorporation pursuant to article 3.02 of the Texas Business Corporation Act (Volume 3A, Vernon's Texas Civil Statutes). The articles of incorporation must minimally set forth:
1 The name of the corporation.
2 The period of duration, which may be perpetual.
3 A lawful purpose, which may be stated to be, or to include, the transaction of any or all lawful business for which corporations may be incorporated under the Texas Business Corporation Act.
4 The number of shares which the corporation is authorized to issue, and a statement of the par value of the shares, or that the shares are to be without par value.
5 The following statement: "The corporation will not commence business until it has received for the issuance of its shares consideration of the value of a stated sum which shall be at least one thousand dollars ($1,000.00), consisting of money, labor done, or property actually received."
6 The street address of the registered office and the name of the registered agent located at such address. (The phrases "registered agent" and "registered office" must be used when setting forth this information in the articles.)
7 The number of directors constituting the initial board of directors and their names and addresses. Only one director is required.
8 The name and address of the incorporator.
The incorporator must sign the articles of incorporation. Prior to signing, please review carefully the statements set forth in the document. A person commits an offense under the Texas Business Corporation Act, the Texas Limited Liability Company Act or the Texas Non-Profit Corporation Act if the person signs a document the person knows is false in any material respect with the intent that the document be delivered to the secretary of state for filing. The offense is a Class A misdemeanor. After signing, two copies of the articles of incorporation with the filing fee should be delivered to the secretary of state. We will place one document on record and return a file stamped copy to you for your files.
The filing fee is $_____. The check should be made payable to the secretary of state. Questions concerning franchise taxes should be directed to Tax Assistance Section, Comptroller of Public Accounts, Austin, Texas 78774-0100, (512) 463-4600, or (800) 252-5555.
If a document is to be delivered to the office in a manner other than through the U.S. Post Office, the envelope may be addressed or delivered to the following address: Secretary of State, Statutory Filings Division, Corporations Section, James Earl Rudder Office Building, 1019 Brazos, Austin, Texas 78701.
Name availability may be checked prior to submission of the articles by calling (512) 463-5555. This is only a preliminary clearance, and does not guarantee that the name will still be available upon filing. The final decision on the name will be made when the document is submitted for filing.
Under article 10.03 of the Texas Business Corporation Act, a business corporation may choose to make the filing of certain documents effective as of a date within 90 days of the date of submission. This can be accomplished by stating either a future date or describing a future event within the document submitted for filing. Please refer to article 10.03 of the TBCA for the specific requirements necessary for filing documents with a future effective date.
The mailing address for the secretary of state is:
Secretary of State
Statutory Filings Division
Corporations Section
P.O. Box 13697
Austin, Texas 78711-3697
(512) 463-5555
TDD: (800) 735-2989 FAX: (512) 463-5709
Rev 3/94
If these free sample Texas articles of incorporation (or related documents) meet your needs, then think of us next time you want to start a business in Texas.
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