Articles of Incorporation Texas Llc S Corp

The incorporation document should include (1) one or more specific utilities to be promoted by the company and (2) a statement that the submitting entity is a for-profit corporation that chooses to be a not-for-profit corporation. See HB 3488 (PDF). Professional enterprises may belong to a professional person or to another professional organization. The name of a professional corporation must include the word “Company”, “Company”, “Incorporated”, “Limited”, “Professional Corporation” or an abbreviation. You can form an S Corp by filing Form 2553 with the Internal Revenue Service (IRS). Competitive and transparent prices. There is never an obligation to order and there is no fee to store your information – you only pay your incorporation fee when you are ready to order. Our competitive rates include all government fees and other fees, so you won`t encounter any surprises later. TX Secretary of State authorizes the formation of Texas Professional Societies: A Texas Company must have a specific address. This can be your home address (if you operate the business from where you live), the location of your office, or any physical address of your choice. The address can be outside the state of Texas and can be a POST Office Box.

There is no corporate tax rate for S Corps. Instead, the owners of the S-Corps pay income tax on the company`s profits. This rate depends on each owner`s personal income tax bracket. A not-for-profit corporation must be managed in such a way as to balance (1) the financial interests of shareholders, (2) the best interests of those materially affected by the conduct of the company, and (3) the public benefit or benefits specified in the company`s instrument of incorporation. The Board of Directors shall manage or direct the affairs and affairs of the Company in a manner that balances the interests listed above. Tex. Bus. Organizations. Code § 21.95(a).

The limited liability company (LLC) is not a partnership or corporation, but a separate type of corporation that has the powers of a corporation and partnership. Depending on how the LLC is structured, it can be compared to a general limited liability company or a limited partnership where all owners are free to participate in the administration and all have limited liability, or to an “S” company without the ownership and tax restrictions imposed by the Internal Revenue Code. Unlike the partnership, where the key element is the individual, the essence of the limited liability company is the company that requires more formal requirements for its creation. 1 William D. Bagley & Phillip P. Whynott, The Limited Liability Company, §2.10, (2nd ed. 2d rev. James Publishing, 1995).

MaxFilings helps you get organized and set the pace – you can store all your startup information online in one convenient place and make changes at any time until you`re ready. or you can order online right now to enjoy the following benefits: S Corps owners are considered employees of their company and can thus save thousands of dollars in taxes on self-employment. An S Corporation (S Corp) is a tax designation for which an LLC or corporation can apply. No. The standard taxes for an LLC and the taxes for an S-Corp are not the same. A for-profit corporation must issue (sell) shares in order to provide the corporation with its own capital, which is separate from its owners` money. The shares sold by the Company constitute ownership shares in proportion to the Company`s Shareholders. “Par Value” means the minimum amount for which a share may be sold. There is no minimum or maximum nominal value to assign; However, a share cannot have a par value of “zero” or “0.00”. Shares may have “no par value,” meaning that the board of directors assigns the stock a value below which shares cannot be sold.

A certificate of incorporation must authorize at least one action. The company cannot sell more shares than it is authorized to issue. Texas law does not require a company to have a seal; Therefore, the Secretary of State does not have information or regulations on how to design a seal or where to obtain it. Seals, share certificates and minute books can be purchased at bookstores, office supply stores or business services businesses. HB 3488 (PDF), effective September 1, 2017, authorizes a for-profit corporation to opt for a not-for-profit corporation. A not-for-profit corporation is a national, for-profit corporation designed to ensure the public interest and act responsibly and sustainably. A Sub S company is a type of company that has chosen to impose the IRS code Subchapter S. If you want to start an S company in Texas, the first step is to start your business in that state based on the rules of the Texas Business Organizations Code. You must also submit the appropriate form to the IRS. Texas law has yet to create a company that can divide its assets into separate stock classes. There are five basic steps to forming an LLC and choosing S-Corp status: Under the BOC (and virtually any other state`s corporate law): When starting a small business in Texas, many entrepreneurs consider both S-Corporation and LLC structures, but may not be familiar with how they differ. Companies that choose S Corp status must hire payroll and accounting services.

When your TX company is established, it must have a “registered agent”. This is an official position; The registered agent is a person who receives official legal and tax correspondence and is responsible for filing reports with the Texas Secretary of State. A registered agent position for a Texas S Corporation or C Corporation can be filled in several ways. This position may be held by you, another person in charge of the business or a dedicated registered agent service. Your TX registered agent must have a physical mailing address in Texas and be present to receive important documents for your business during business hours. At Incfile, all of our plans include a Texas registered agent service that is free for the first year and costs only $119 per year thereafter. We also have a dashboard where you can log in and easily see any documents that your registered agent has received on your behalf. Here at Incfile, we always recommend using a suitable Texas registered agent service as they offer several benefits: The Certificate of Incorporation may also include a provision that the board of directors and officers of the for-profit corporation may consider any social purpose set out in the Certificate of Incorporation in the performance of the duties of directors or officers. To determine the extent to which and under what circumstances an officer or director of a for-profit corporation must consider social objectives, please read Chapter 21 of the Code, in particular sections 21.101 and 21.401 as amended by SB 849. If you have any questions about social goals, you should contact your lawyer. The Office of the Secretary of State cannot legally or commercially advise you. First, you need to draft articles for your company that comply with Texas rules for S companies.

In these by-laws, you must describe where and when your general meetings will be held, your rules for appointing directors, the length of your terms, and the compensation and responsibilities of senior executives. You should keep a copy of your bylaws at your business location. S-Corp holders must earn a “reasonable” salary, which essentially means a fair market price based on the person`s qualifications as well as their duties and responsibilities within the company. The purpose of this requirement is to prevent owners of S companies from paying themselves an artificially low wage in order to pay less tax to the self-employed. After receiving your EIN, choose S-Corporation status by filing Form 2553 with the IRS. On this form you will find a list, your EIN number, the state in which you registered, your date of incorporation, as well as the place and legal name of your company. If a corporation, LLC, or LP operates under a name other than the legal name in its Certificate of Incorporation, it must file accepted name certificates with the appropriate Secretary of State and County Secretary. .