Jump to Navigation

Essential information in a certificate of formation

Residents of Texas who are planning to form a new business should understand exactly which details a certificate of formation should contain. A certificate of formation is the required document that must be filed with the appropriate government state agencies when forming a limited liability corporation. The certificate should contain the name of the corporation that is being formed, along with the type of corporation that the entrepreneurs wish to build.

This certificate also should contain the address of the initial registered office of the corporation, as well as the name and address of all owners, partners or trust managers, depending on the type of corporation being established. If the corporation is formed after a merger or conversion, supporting documents should be provided with all other necessary information. Information on a prior form of organization and jurisdiction of formation of the converting entity also should be provided. If the organization is not a limited partnership, the owners need to provide an estimated period of existence, unless the intent is to have the organization exist permanently.

A certificate of formation for a for-profit organization should mention the number of shares that the organization intends to issue or is authorized to issue. The minimum value of shares also should be mentioned. For organizations that have more than one level of shares, minimum value and number of shares in each class should be stated in the certificate of formation. Information on the number of directors managing the organization, along with their names and addresses, should also be provided.

However, both non-profit and for-profit corporations may include social purposes in their certificates of formation. Generally, social purposes include activities that benefit lower-income people, promote economic opportunities, support the arts and culture or preserve the environment. Considering that the entire process is quite complicated, it may be a good idea to consult an attorney to understand the process and the applicable laws more clearly.

Source: Texas Statutes, "Business Organizations Code," accessed May 7, 2015

No Comments

Leave a comment
Comment Information
Visit Our Collections Law Website

Find out how we can help you.
Call us at 888-213-5507,
or request a free consultation below.

Bold labels are required.

Contact Information
disclaimer.

The use of the Internet or this form for communication with the firm or any individual member of the firm does not establish an attorney-client relationship. Confidential or time-sensitive information should not be sent through this form.

close

Privacy Policy

Manfred Sternberg & Associates, PC
4550 Post Oak Place, Suite 119
Houston, Texas 77027
Phone: 713-659-0240 \ 713-622-4300
Toll free: 888-213-5507
Fax: 713-622-9899
Map & Directions