Foreign qualification with the Secretary of State in Texas is the process by which a business formed in another state or country obtains permission to operate in Texas. This allows the business to legally conduct business activities in Texas and ensures compliance with state regulations.
There are 3 different ways to foreign qualify in Texas depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in Texas or use Mosey to do it.
Use Mosey to register with the Secretary of State in Texas.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
Texas Foreign Qualification for Corporation
Foreign nonprofit corporations “transacting business” in Texas must register with the Secretary of State by filing an Application for Registration for a Foreign Nonprofit Corporation or Cooperative Association (Form 302). Texas provides a non-exhaustive list of activities that do not constitute “transacting business” in lieu of defining “transacting business.” The filing fee is $25. Applications can be submitted electronically or by mail.
Establish a Registered Agent
The Texas Business Organizations Code requires every domestic or foreign filing entity to maintain a registered agent and office. It cannot be a post office box or commercial mail service unless that commercial enterprise is the registered agent.
Create an SOSDirect Account
An SOSDirect account is required to file the application for registration. If you do not already have an account, visit the SOSDirect Account page, select “enter site,” and then select “request for SOSDirect Account” to create an account.
Complete and File Registration Form
Log in to your SOSDirect account to complete and file your application with appropriate attachments and pay the filing fee.
Texas Foreign Qualification for LLC
Foreign entities "transacting business" in Texas are required to register with the Texas Secretary of State. Generally, a foreign entity is "transacting business" in Texas if it has an office or an employee in Texas.
Establish a Registered Agent
The Texas Business Organizations Code requires every domestic or foreign filing entity to maintain a registered agent and office. It cannot be a post office box or commercial mail service unless that commercial enterprise is the registered agent.
Create an SOSDirect Account
A SOSDirect Account is required to file the Application for Registration. Create an account if you don't already have one.
Complete and File Registration Form
File Application for Registration of a Foreign Limited Liability Company (Form 304) with the Texas Secretary of State.
Texas Foreign Qualification for Corporation
Foreign entities "transacting business" in Texas are required to register with the Texas Secretary of State. Texas provides a non-echaustive list of activities that do not constitute "transacting business" in lieu of defining what does. Generally, having an office, an employee, or otherwise pursuing one or more business purposes in the state is considered "transacting business."
Establish a Registered Agent
The Texas Business Organizations Code requires every domestic or foreign filing entity to maintain a registered agent and office. It cannot be a post office box or commercial mail service unless that commercial enterprise is the registered agent.
Complete and File Registration Form
File the Application for Registration of a Foreign For-Profit Corporation (Form 301) with the Texas Secretary of State.
What else do I need to know?
Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.
Maintaining a Registered Agent
Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in Texas.
Annual Reports and Taxes
In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in Texas.
