Articles of incorporation Texas searches usually involve one of three tasks: finding a corporation's public record, ordering its filed formation document, or creating a new corporation. Texas officially calls the document a Certificate of Formation.
Key Takeaways
- Texas corporations file a Certificate of Formation, commonly called articles of incorporation in other states.
- SOSDirect is the Texas Secretary of State's online system for searching state business records and requesting available documents.
- A record lookup, a plain copy, a certified copy, and a certificate showing filing facts serve different purposes.
- A Texas for-profit corporation generally uses Form 201 and pays a $300 filing fee. A nonprofit corporation generally uses Form 202 and pays $25.
- Formation documents are filed at the state level, so a Dallas corporation's incorporation date is not found through a separate city incorporation filing.
- An LLC also files a Certificate of Formation, but it does not file corporate articles of incorporation.
What Are Texas Articles of Incorporation?
Texas articles of incorporation are the formation document filed with the Texas Secretary of State to create a corporation. The official Texas name is Certificate of Formation. For a standard for-profit corporation, the filing is commonly prepared using Form 201. Texas uses a different certificate for a nonprofit corporation.
The terminology matters because several documents can appear in a corporation's records. The Certificate of Formation contains the provisions submitted to create the entity. A Certificate of Filing is the Secretary of State's acknowledgment that a document was filed. It is not another name for the complete formation document. See the separate explanation of a Texas Certificate of Filing when you need evidence that the state accepted a filing.
Articles of organization usually refers to an LLC formation document in states that use that term. In Texas, an LLC also files a Certificate of Formation, but it uses an LLC-specific filing rather than the corporation form. The broader comparison between a certificate of incorporation and articles of incorporation can help when a bank, customer, or government office uses terminology from another state.
A filed Certificate of Formation becomes part of the corporation's state record. It typically identifies the entity, registered agent and registered office, governing authority, share structure, purpose, organizer, and effective date provisions. Internal records such as bylaws, shareholder agreements, meeting minutes, and stock ledgers are separate documents and are not substitutes for the state filing.
How to Find Articles of Incorporation in Texas
Start a Texas articles of incorporation search through the Texas Secretary of State's SOSDirect system. Search for the entity before attempting to order a document. This confirms that you have located the correct corporation and helps prevent an order under a similar business name.
- Gather identifying information. Use the corporation's exact or approximate legal name. An entity file number can make the search more precise if you have it.
- Search SOSDirect. Follow the system's current account or temporary-access instructions and select the business organization search option.
- Review the result carefully. Compare the legal name, entity type, status, filing information, and registered office details with the business you are researching.
- Open the filing history. Look for the original Certificate of Formation and any later amendments, restatements, mergers, conversions, or terminations that may affect the current record.
- Select the required record service. Viewing a result does not necessarily give you the document format or certification a bank or agency requires.
A search result is useful for due diligence, but it is not automatically a certified copy. SOSDirect imposes charges for certain searches, document access, and orders, so review the current charge shown by the system before completing a transaction. If you cannot locate the entity, try prior names, remove punctuation, confirm that it was formed in Texas, and check whether the business is actually an LLC, limited partnership, or foreign entity rather than a Texas corporation.
How to Get a Copy of Articles of Incorporation in Texas
After locating the entity, decide which record you actually need. A plain copy may be sufficient for internal review. A certified copy includes state certification and may be requested by a bank, another state's filing office, or a party conducting a regulated transaction. Ask the recipient what it will accept before ordering.
| Record or Service | Where to Request It | Common Use |
|---|---|---|
| Entity lookup | SOSDirect business organization search | Confirming the legal name, entity type, status, and state record |
| Plain copy of Certificate of Formation | Secretary of State record-ordering service | Internal records, preliminary review, or due diligence |
| Certified copy | Secretary of State copy request or SOSDirect, when available | Banking, foreign qualification, or a recipient that requires certification |
| Evidence of filing or incorporation date | Entity record, filed document, or an appropriate Secretary of State certificate | Confirming when the formation filing became effective or was accepted |
Texas Secretary of State fees depend on the product, page count, certification, delivery method, and any expedited service. Check the agency's current instructions and the amount displayed during an online order rather than relying on an old fee quotation. A request should clearly identify the corporation, the document wanted, whether certification is required, and the return or delivery information.
Do not assume that a printout of a search screen will satisfy a third party. Likewise, ordering a Certificate of Filing may not provide the provisions contained in the Certificate of Formation. If the requester says it needs "articles," "charter," or "incorporation papers," ask whether it wants the complete filed formation document, a certified copy, or separate proof of good standing.
Certificate of Formation Texas Lookup and Incorporation Date
A Certificate of Formation Texas lookup can help establish when a corporation entered the state record, but you should distinguish among the filing date, effective date, and dates of later changes. A Certificate of Formation normally becomes effective when filed unless it contains a permitted delayed effective date or another valid effectiveness provision.
For the date of incorporation of a Dallas, Texas business, search the relevant state record rather than assuming the City of Dallas maintains the corporation's formation document. Texas corporations are created through a filing with the Secretary of State. A city or county may maintain permits, assumed-name filings, property records, or local licenses, but those records do not replace the state formation filing.
Review the original Certificate of Formation and the state's filing information together. If a contract, lawsuit, tax filing, or historical transaction depends on the exact date, identify which date the question requires. "Date of incorporation" may mean the date the Secretary of State accepted the filing, the document's legal effective date, or the date a predecessor entity was formed before a conversion or merger.
The corporation's filing history can also reveal amendments, name changes, reinstatements, or conversions. These later events do not necessarily change its original formation date. For a closer look at these distinctions, see how to find a company's date of incorporation. When documentary proof is required, obtain the filed instrument or the specific Secretary of State certificate requested by the receiving party.
How to File Articles of Incorporation in Texas
To create a new Texas for-profit corporation, prepare and file a Certificate of Formation for a For-Profit Corporation, Form 201, with the Secretary of State. The state filing fee is $300. A Texas nonprofit corporation generally files Form 202 and pays a $25 filing fee. Professional or specialized entities may require a different filing, so confirm the entity type before submitting anything.
- Choose the entity and name. The proposed name must comply with Texas naming rules and be distinguishable in the Secretary of State's records. State acceptance does not resolve every trademark or private naming-right issue.
- Appoint a registered agent. Name a qualified individual or organization and provide a physical Texas registered office. The corporation cannot serve as its own registered agent. The agent must consent to the appointment, although the consent is maintained separately rather than filed with the certificate.
- Identify the governing authority. A corporation must provide the required names and addresses for its initial directors or other authorized governance arrangement.
- Set the share structure. State the authorized shares and address par value, classes, series, preferences, limitations, and rights when applicable.
- Complete the remaining provisions. Include the corporate purpose, organizer information, execution, and any selected effective-date provision.
- Submit the filing and fee. File through SOSDirect or use another submission method currently accepted by the Secretary of State.
Online filing does not eliminate the need to make the underlying legal decisions. Check the current Form 201 instructions and SOSDirect requirements before filing. Processing times can change, and an expedited option does not guarantee acceptance of an incomplete or inconsistent certificate.
Information and Share Terms Required for Form 201
Form 201 supplies a statutory framework, but founders still must decide what information belongs in each provision. The corporate name must use an acceptable organizational designation. The registered office must be a physical Texas address where the registered agent can receive legal documents. A mailbox alone does not satisfy that function.
The certificate identifies at least one initial director unless the corporation uses another governance structure permitted by Texas law. Directors do not need to be Texas residents. Texas also requires an organizer to sign the filing. The organizer can be an eligible individual or legal entity and does not have to be a shareholder or director.
Share provisions deserve particular attention. The certificate states how many shares the corporation may issue and whether shares have a stated par value. If the corporation will have multiple classes or series, the filing may need to describe their designations, voting powers, economic rights, preferences, and limitations. Generic language can be inadequate when founders, employees, and investors will hold different rights.
The purpose may be broad for an ordinary for-profit corporation, but professional, regulated, nonprofit, or tax-exempt organizations may need more specific provisions. Nonprofit founders should not assume the state's minimum form automatically includes all language needed for federal tax-exempt treatment.
If you need custom share rights or governance terms, are unsure which entity or filing applies, or must correct a rejected or inconsistent record, you can post your legal need on UpCounsel's marketplace. An attorney can review the existing state record, draft formation or amendment provisions, and coordinate the appropriate filing. Responses typically arrive within a day, helping you address the legal issue before resubmitting documents or issuing stock.
After Filing: Records, LLCs, and Amendments
Once the Secretary of State accepts the Certificate of Formation, keep the filed document and state acknowledgment with the corporation's permanent records. The board should address bylaws, initial organizational actions, officer appointments, banking authority, and stock issuance. The corporation may also need an Employer Identification Number, tax registrations, licenses, permits, and ongoing Texas filings based on its activities.
Do not file a second original Certificate of Formation merely because information later changes. A corporation may need a Certificate of Amendment when it changes provisions such as its legal name, authorized share structure, or another statement contained in the formation certificate. Approval requirements can depend on the change and the corporation's governing documents. The Texas Certificate of Amendment guide explains how amendments fit into the public record.
Some operational changes do not amend the formation certificate. For example, bylaws, officer changes, shareholder records, and many internal approvals belong in corporate records rather than in a new Certificate of Formation. Review both the filed certificate and current Texas instructions to determine the correct document.
If the business is an LLC, use LLC terminology and the appropriate Texas LLC filing. An LLC's Certificate of Formation establishes the limited liability company and identifies matters such as its registered agent and governing authority. It does not create corporate shares or directors. See the LLC Certificate of Formation requirements before requesting or preparing an LLC record. Correctly identifying the entity prevents you from ordering the wrong document or submitting a corporation form for an LLC.
Frequently Asked Questions
How Do I File Articles of Incorporation in Texas?
File the corporation's applicable Certificate of Formation with the Texas Secretary of State. Before submission, confirm that the name, entity type, registered-agent consent, governance details, share terms, and signatures are consistent. Keep a complete copy of what you submit because the state's acknowledgment may not reproduce every internal document used to authorize the filing.
How Do I Get a Copy of Articles of Incorporation in Texas?
Request the filed Certificate of Formation from the Texas Secretary of State's records service. Specify the exact entity and whether you need a plain or certified copy. If another organization requested the document, obtain its written requirements first because it may also want amendments, a certificate concerning status, or authentication for use outside the United States.
How Do I Find Articles of Incorporation in Texas Without the Exact Name?
Search SOSDirect using distinctive words from the company's name and compare each result's entity type and filing details. Try former names or spelling variations if necessary. If no matching Texas corporation appears, the business may use an assumed name, have been formed in another state, or operate as an LLC rather than a corporation.
How Do I Get a Copy of My LLC Certificate in Texas?
Order your LLC's filed Certificate of Formation from the Texas Secretary of State. Use the LLC's exact legal name or file number and choose the required certification level. If you only have an assumed business name, first identify the legal LLC behind that name so the document request is attached to the correct state record.
How Do I Find Articles of Organization?
First identify the state and entity type because "articles of organization" commonly refers to an LLC document, not a corporation filing. Search the business-record system maintained by the entity's formation state. The document may appear under another official name, including Certificate of Formation, so use the state's terminology when requesting a copy.
Can Anyone Obtain a Texas Corporation's Formation Document?
Texas formation filings are generally part of the public business record, so a requester does not ordinarily need to be a shareholder or officer to search for an available document. Access to internal corporate records is different. Bylaws, stock ledgers, shareholder agreements, and board minutes are not automatically included with the public Certificate of Formation.
