Texas Non-Profit Corporation

Certificate of Formation- Texas Non-Profit Corporation

A nonprofit corporation is governed by titles 1 and 2 of the Texas Business Organizations Code (BOC). Title 1, chapter 3, subchapter A, of the BOC governs the formation of a nonprofit corporation and sets forth the provisions required or permitted to be contained in the certificate of formation. Nonprofit corporations may be incorporated for any lawful purpose. Corporations formed for the purpose of operating a nonprofit institution, including an institution devoted to a charitable, benevolent, religious, patriotic, civic, cultural, missionary, education, scientific, social, fraternal, athletic, or aesthetic purpose, may be formed and governed only as a nonprofit corporation under the BOC and not as a for-profit corporation. In a nonprofit corporation, no part of the income of the corporation may be distributed to a member, director or officer of the corporation.

Please note that this form cannot be used to form a corporation authorized by or under a special state statute, such as a water supply corporation, a cemetery corporation or an industrial development corporation.

Taxes: Nonprofit corporations are subject to a state franchise tax and federal income taxes unless an exemption from those taxes is granted. For franchise tax information visit the web site of the Comptroller of Public Accounts at www.window.state.tx.us/taxinfo/franchise/index.html. For information on state tax exemption, including applications and publications, visit the Comptroller’s Exempt Organizations web site at www.window.state.tx.us/taxinfo/exempt/index.html or call (800) 252- 5555. For information relating to federal income tax filing requirements, exemptions, federal employer identification numbers, tax publications and forms call (800) 829-3676 or visit the Internal Revenue Service (IRS) web site at www.irs.gov.

* Indicates required field

The filing entity being formed is a Non-profit corporation. The name of the entity is: *

The Initial Registered Agent and Registered Office *

The initial registered agent is an organization (cannot be entity named above) The initial registered agent is an individual resident of the state whose name is set forth below:

First & Last Name of Registered Agent or Organization Name *

The Business address of the registered agent and the registered office address is: *

City *

State *

Zip *

Article 3—Management
The management of the affairs of the corporation is vested in the board of directors. The number of directors constituting the initial board of directors and the names and addresses of the persons who are to serve as directors until the first annual meeting of members or until their successors are elected and qualified are as follows: (A Minimum of three Directors is Required)

Director 1 (Enter the name of either an individual or an organization but not both) *

Street or Mailing Address *

City *

State *

Zip Code *

Director 2 (Enter the name of either an individual or an organization but not both) *

Street or Mailing Address *

City *

State *

Zip Code *

Director 3 (Enter the name of either an individual or an organization but not both) *

Street or Mailing Address *

City *

State *

Zip Code *

Article 4 – Membership (See instructions. Do not select statement B if the corporation is to be managed by its members.) *

A. The nonprofit corporation shall have members. B. The nonprofit corporation will have no members.

Choose One *

A. The par value of each of the authorized shares is: (Will fill out below) B. The shares shall have no par value.

Article 5 – Purpose (See instructions. This form does not contain language needed to obtain a tax-exempt status on the state or federal level.)

The nonprofit corporation is organized for the following purpose or purposes: *

Any Special Provisions/Information you need should go here (most leave blank) *

EXECUTION
The undersigned affirms that the person designated as registered agent has consented to the appointment. The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized to execute the filing instrument.

Date: *

Your Name *

First

Last

Phone Number *

Email *

Comments *

Submit

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Certificate of Formation- Texas Non-Profit Corporation