How to Form a Corporation in Texas
Learn the steps to form a corporation in Texas: name your business, file Form 201 with the Secretary of State, get an EIN, and meet ongoing compliance requirements.
Bizee Editorial Staff
Editorial Team
Texas corporation at a glance
Filing fee: $300 (online via SOSDirect); $300 by mail
Processing time: Typically 3–5 business days online; 5–7 business days by mail
State agency: Texas Secretary of State
Annual report due: Texas corporations file a Public Information Report (PIR) with the Texas Comptroller annually, due May 15
State tax rate: No state corporate income tax; franchise tax applies — 0.375% for most retailers, 0.75% for other businesses (on taxable margin); businesses with revenue under $2.47M threshold may owe no franchise tax
Overview: forming a corporation in Texas
Forming a corporation in Texas takes 6 steps: choose a compliant corporate name, designate a registered agent, file Form 201 (Certificate of Formation) with the Texas Secretary of State, hold an organizational meeting, get an Employer Identification Number (EIN) from the IRS, and open a corporate bank account. The state filing fee is $300.
Texas is one of the more business-friendly states to incorporate in — no state corporate income tax, a straightforward online filing system through SOSDirect, and a clear statutory framework under the Texas Business Organizations Code. Most entrepreneurs can complete the formation process in under a week if they file online.
Step 1: choose and reserve your corporate name
Your corporation's name must include the word "corporation," "company," or "incorporated" — or an accepted abbreviation like "Corp.," "Co.," or "Inc." It also needs to be distinguishable from any other entity already on file with the Texas Secretary of State.
Check name availability through the Texas Secretary of State's online search before you file. If your preferred name is available but you're not ready to file yet, you can reserve it for 120 days by filing a Name Reservation with the Secretary of State.
Step 2: designate a registered agent
Every Texas corporation needs a registered agent — a person or entity with a physical street address in Texas who is available during business hours to receive legal documents and official state correspondence on behalf of your corporation.
You can serve as your own registered agent if you have a Texas street address, but many business owners use a registered agent service to keep their personal address off public records and make sure nothing gets missed.
Step 3: file Form 201 — Certificate of Formation
Form 201 is the document that officially creates your Texas corporation. You file it with the Texas Secretary of State — online through SOSDirect or by mail. The filing fee is $300.
Form 201 requires your corporation's name, the principal office mailing address, your registered agent's name and address, the number of authorized shares, and the par value of those shares (if any). Online filings through SOSDirect are typically processed in 3–5 business days.
Step 4: hold your organizational meeting
After the Secretary of State approves your filing, your corporation needs to hold an organizational meeting. This is where you adopt corporate bylaws, elect a board of directors, and authorize the issuance of shares to shareholders.
The meeting can be held in person or by remote communication under the Texas Business Organizations Code. Keep written minutes — they're part of your corporate records and matter if your liability protection is ever questioned.
Step 5: get an EIN from the IRS
Your corporation needs an Employer Identification Number (EIN) — a 9-digit federal tax ID assigned by the IRS. You'll use it to open a bank account, file federal taxes, and hire employees. Most corporations are required to have one regardless of whether they have employees.
Apply online at irs.gov/ein — the process is free and the EIN is issued the same day for most applicants. You'll need the corporation's legal name, principal business address, and your own Social Security Number or Individual Taxpayer Identification Number to complete the application.
Step 6: open a corporate bank account
Open a bank account in your corporation's legal name — the same name registered with the Texas Secretary of State. Keeping corporate finances separate from personal finances is one of the clearest ways to protect your liability shield.
To open the account, bring your filed Certificate of Formation (Form 201), your EIN, and your corporate bylaws. Banks may also require a minimum initial deposit. If your personal and corporate finances run through the same account, a court could decide your corporation isn't a truly separate entity — and at that point your personal finances are fair game.
Ongoing compliance requirements
Texas corporations don't file an annual report with the Secretary of State, but they do need to file a Public Information Report (PIR) with the Texas Comptroller each year, due May 15. The PIR is filed alongside your franchise tax return.
Texas has no state corporate income tax, but the franchise tax applies to most corporations doing business in the state. The rate is 0.75% on taxable margin for most businesses (0.375% for qualifying retailers). Businesses with total revenue below the no-tax-due threshold — currently $2.47 million — owe no franchise tax. A tax professional can help you figure out which rate and threshold apply to your corporation.
FAQ
Generally, 3–5 business days if you file online through SOSDirect. Mail filings typically take 5–7 business days. Expedited processing is available for an additional fee if you need approval faster. The clock starts once the Texas Secretary of State receives your completed Form 201 and the $300 filing fee.
No. A corporation is a legal entity created by the state, not by intent. In Texas, your corporation doesn't legally exist until the Secretary of State approves your Certificate of Formation (Form 201). Running a business as a corporation without filing means you don't have the liability protection or legal standing that comes with formal incorporation.
Form 201 is the Certificate of Formation for a Texas for-profit corporation. It's the document you file with the Texas Secretary of State to officially create your corporation. It requires your corporation's name, principal office address, registered agent information, and the number and par value of authorized shares.
No. Texas doesn't have a state corporate income tax. Instead, most corporations doing business in Texas pay a franchise tax on taxable margin — 0.75% for most businesses, 0.375% for qualifying retailers. Corporations with total revenue below $2.47 million generally owe no franchise tax. A tax professional can help you figure out your specific obligation.
Yes. Every Texas corporation is required to designate a registered agent with a physical street address in Texas. The registered agent receives legal documents and official state notices on behalf of your corporation. You can serve as your own registered agent, but many business owners use a registered agent service to keep their personal address off public records.
It depends on how you want to be taxed. Both are formed the same way in Texas — by filing Form 201. The difference is a federal tax election. A C Corporation is taxed as its own entity. An S Corporation passes income through to shareholders, who report it on their personal returns. You elect S Corp status with the IRS after forming your corporation. A tax professional can help you figure out which structure fits your situation.
Yes. Most Texas corporations need an Employer Identification Number (EIN) from the IRS — even if they don't have employees yet. You'll need it to open a corporate bank account, file federal taxes, and handle payroll if you hire. Apply free at irs.gov/ein and you'll get your EIN the same day.
