Register Your Texas Foreign Corporation
If you’re bringing your out-of-state corporation to the Lone Star State, you’ll need to register it with the Texas Secretary of State. Foreign corporations must file an Application for Registration. The fee to file is $750, and you can submit your application online, in person, by mail, or even fax.
Our guide to Texas foreign qualification will show you how to register your foreign corporation, but if you want to save yourself some frustration, let us do the filing for you.
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GET STARTEDHow to Register as a Foreign Corporation in Texas
Registering an existing corporation in a new state while remaining incorporated in your current state is a process called foreign qualification. In Texas, foreign qualification means filing an Application for Registration, which notifies the Secretary of State that you intend to do business and pay taxes in Texas, and provides information about how your corporation can be contacted.
Having already filed for incorporation in the state your business is headquartered, you’ll probably notice a lot of similarities when filling out an Application for Registration. There will be several questions you’ll remember from your original incorporation paperwork, but you also need to answer some questions specific to how your corporation will operate in Texas. And as a bonus, Texas is one of the few states that doesn’t require documentation from your home state to register.
Here’s everything you need to know when setting up your Texas foreign corporation.
1. Name Your Texas Corporation
Yes, your corporation already has a name, but that name may not be valid or available in Texas. If your business name doesn’t include corporation, incorporated, limited, or an abbreviation of those words, it doesn’t qualify under Texas statute. The name also could already be claimed by another Texas business. Search business names in Texas to see if your corporation’s name is available here.
Foreign businesses that have invalid names under Texas statute or whose names are already in use in the state must select an assumed name or DBA (doing business as) that fulfills those criteria. This will be the name the corporation uses while operating in Texas.
A federal trademark on your corporation’s name helps you obtain exclusive use for your industry in all fifty states.
2. Designate a Registered Agent
You need a registered agent physically located in Texas. You probably already have a registered agent in your primary state of operation, but each state requires agents to be a legal person with an address inside its own borders. If you don’t already know someone who’d consent to being your agent living in the state, you’ll need to hire a Texas registered agent who can receive legal notices for your corporation.
Northwest has offices in every state, so we can be your corporation’s registered agent in Texas, or anywhere else in the US.
3. Start Your Business Identity
Once your business is legal in Texas, you’ll want to be ready to make sales. Forming your business identity, or the way you present yourself to your potential clients, can prepare customers for your upcoming products and services.
Maybe you’ve never started getting your business out there. Now’s a great chance to start a business website or get a custom business email address.
Maybe you already have a digital presence, but now you want to make it easier for out-of-state people to find you, and start building awareness and a trustworthy reputation in your new territory. Consider getting a phone service that has the local area code or a local business address to use on documents where possible. Either way, make sure your business has a way to market itself in the new state, especially if you are not opening a brick-and-mortar.
4. Submit Application for Registration
Paper Texas Application for Registration of a Foreign For-Profit Corporation forms can be submitted in person or by mail, or you can file the application online. Filing costs $750.
Your application must include:
- Corporation’s name
- Corporation’s assumed name for use in Texas, if necessary
- Employer Identification Number (EIN), if available
- State where the business is incorporated
- Original incorporation date in that state
- Purpose or purposes the corporation will pursue (this can simply be “any lawful business or activity under the law of this state”
- Date which the corporation will begin transacting business in Texas, or date it first did so
- Address of the corporation’s principal office
- Name of the corporation’s registered agent (you’ll have to indicate if the agent is an organization or an individual Texas resident)
- Registered agent’s business address
- Names and addresses of corporation’s board of directors (addresses can be businesses or post office boxes in this case)
- Any supplemental provisions or information you wish to include in this registration
- Date the filing takes effect, either when the application is processed by the Texas Secretary of State or at a point within 90 days of that processing
- Dated signature and name of a person authorized to act for the corporation
Note: Certain types of corporations file different forms, like nonprofits and professional corporations.
Online:
Texas SOSDirect
Mail:
P.O. Box 13697
Austin, TX 78711-3697
In person:
James Earl Rudder Office Building
1019 Brazos
Austin, TX 78701
Fax:
(512) 463-5709
Note: Applications delivered by mail, in person or by fax must be submitted with a duplicate copy.
5. Receive Texas Application for Registration
You will receive instant notice of your foreign corporation’s Application for Registration when filing online. All other filings will receive the duplicate copy provided with the original application, file-stamped by the Secretary of State’s office. It takes about 10 days for paper filings to be processed.
6. File Texas Reports & Taxes
All Texas corporations must file a Franchise Tax and Public Information Report by May 15th each year (or the following business day, if May 15th falls on a weekend). This tax return is pretty complicated, with multiple ways to calculate your taxable margin, separate tax rates applying to different categories of businesses, and having to file one of five different forms. But on the plus side, at least there are no corporate or personal net income taxes in Texas!
The report also updates the Secretary of State with your current business address if it has changed since your last report.
Northwest Can Register Your Texas Foreign Corporation
If doing things on your own sounds overwhelming, boring, or generally like not a good use of your time, we’re ready to help. Our foreign qualification package is $225 + state fees. This includes:
- Registering your business as an Texas Foreign Corporation: We’ll file your paperwork and let you know when it’s approved.
- Serving as your company’s Texas registered agent: We can be your RA in as many states as you want to expand into.
- Launching your business identity: We’ll get you a digital presence, including a business email address, phone service, and mail forwarding. Plus, we’ll put together a custom website with a domain, web hosting, and security in place. These will all be free for 90 days.
- Sending reminders for your Texas annual report/franchise tax report: We can even file this for you. We’ll send you a reminder about the report 90 days before they’re due, and you can either have us file for you or opt out of the service.
Texas Foreign Corporation FAQs
You can submit an Amendment to Registration for $150.
Texas doesn’t provide a specific definition of what it means to transact business. The state is more specific about what isn’t considered taxable business than what is. But generally, having an office or employee in Texas and charging to provide services or products counts as doing business.
For more information, check out our resource on what it means to do business in another state.
If you began doing business in Texas more than 90 days before filing an Application for Registration, your corporation will need to pay additional late fees.
Texas is one of the few states that doesn’t require you to submit a certificate of existence or good standing from your principal state when submitting an Application for Registration. It still requires foreign businesses to be in good standing in their home state, but you’re basically on the honor system.
Additionally, Texas allows the use of business addresses or post office boxes when providing address information for directors or governing persons. This allows those individuals a degree of privacy when the application becomes public record.
No.
A person authorized by your Texas corporation must sign the application.
We’ll gladly handle your registration for you. Our foreign qualification package is $225 + state fees. You can also enhance your setup with optional services like premium mail forwarding and a custom website—backed by expert support to ensure it’s done right. You can even take these features for a test drive with a free 90-day trial period.