Be Aware Of Texas Law On Articles Of Incorporation
Are you planning to set up a business in Texas? If so, you will need to know what are the steps to register the articles of incorporation required by the Texas government. If the organization to be registered will be a for-profit business, please take note of the Texas Business Organizations Code (BOC), specifically titles 1 and 2, which are concerned with for-profit businesses. The BOC (under title 1, chapter 3, subchapter A), outlines the procedure for formation of a for-profit corporation, as well as the provisions that should be included in the certificate of formation.
As far as taxes are concerned, a state franchise tax is levied on corporations registered in Texas. The Texas articles of incorporation law requires the individuals who will register their for-profit company to supply an appropriate and
unique corporate name, as well as organizational designation. The name should be original, and not showing a similarity to previously-registered corporate names of other companies.
The law also states that a registered agent and registered office should be designated for the new for-profit company. The registered agent may be either a domestic or foreign entity that is permitted to operate in Texas, or someone curencurrentlyding in the state. The new for-profit company is not permitted to act as its own registered agent. The registered office address is required because that is where service of process will be served, so it is necessary that it should be
where the registered agent can be located during regular business hours.
The law requires that at least that the new for-profit company have at least one director. Directors do not have to satisfy any residency
requirements but each should be a natural person. A corporation may offer shares that represent ownership interest to other parties. The people behind the new corporation may opt to offer
shares that have a stated par value, or shares that do not have a stated par value. The law regulates the total number of shares that can
be offered by a corporation. The term par value indicates the exact minimum dollar value per share. The board of directors of the corporation may set the dollar value per share of shares that lack a stated par value. Under Texas law, the for-profit corporation will exist perpetually (unless stated otherwise by the certificate of formation.) To organize the corporation, there must be at least one individual acting as the organizer. This individual should have reached at least 18 years of age. The organizer may also be a corporation or other legal entity. The organizer does not have to satisfy any residency requirements.
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