Texas · How do I start a business? · state model checked by Claude · quality 1.00
Generated by lexflow from the state statutes (open-us-law, government publisher text) and checked by Claude: every quoted phrase was matched word for word against the statute text, and the process passed the BPMN/DMN schemas, bpmnlint and a Petri-net soundness check. Information, not legal advice.
Governing law: Tex. Business Organizations Code § 3.001 — FORMATION AND EXISTENCE OF FILING ENTITIES.
Decision table (DMN), hit policy FIRST.
| Name and type of entity stated (§ 3.005(a)(1)-(2)) | Purpose or purposes stated (§ 3.005(a)(3)) | Registered office street address and registered agent named (§ 3.005(a)(5)) | Initial mailing address given (§ 3.005(a)(6)) | Name and address of each organizer given (§ 3.005(a)(7)(A)) | States whether it has managers, and names the initial managers or members (§ 3.010) | Signed by each organizer (§ 3.004(b); § 4.001(a)(1)) | Required fees paid | → Certificate conforms | Source |
|---|---|---|---|---|---|---|---|---|---|
| false | - | - | - | - | - | - | - | false | § 3.005(a)(1) |
| - | false | - | - | - | - | - | - | false | § 3.005(a)(3) |
| - | - | false | - | - | - | - | - | false | § 3.005(a)(5) |
| - | - | - | false | - | - | - | - | false | § 3.005(a)(6) |
| - | - | - | - | false | - | - | - | false | § 3.005(a)(7)(A) |
| - | - | - | - | - | false | - | - | false | § 3.010(1) |
| - | - | - | - | - | - | false | - | false | § 4.001(a)(1) |
| - | - | - | - | - | - | - | false | false | § 4.002(a) |
| true | true | true | true | true | true | true | true | true | § 4.002(a)(1) |
Decision table (DMN), hit policy FIRST.
| Organized for a nonprofit or charitable purpose | Owners render a licensed professional service | Number of owners | Owners want protection from the business's debts | Plans to sell shares to outside investors | Some co-owners will be passive investors only | → Business structure | → What is filed, and where | → State filing fee | Source |
|---|---|---|---|---|---|---|---|---|---|
| true | - | - | - | - | - | Nonprofit corporation | Certificate of formation (with the § 3.009 statements on members, management and initial directors), filed with the secretary of state | $25 (§ 4.153(1)) | § 3.009 |
| false | true | - | true | - | - | Professional entity: a professional corporation, professional limited liability company or professional association; its certificate of formation must state the type of professional service it provides and which of the three it is (§ 3.014) | Certificate of formation, filed with the secretary of state | Professional corporation: $300 (§ 4.157, applying § 4.152(1)); professional LLC: $300 (§ 4.154, applying § 4.152(1)); professional association: $750 (§ 4.156(1)) | § 3.014 |
| false | - | - | true | true | - | For-profit corporation | Certificate of formation stating the shares the corporation is authorized to issue and its initial directors (§ 3.007), filed with the secretary of state | $300 (§ 4.152(1)) | § 3.007(a)(1) |
| false | - | >= 2 | true | - | true | Limited partnership (the partners must enter into a partnership agreement; general partners are named in the certificate) | Certificate of formation naming each general partner (§ 3.005(a)(7)(B)) and the principal office where records are kept (§ 3.011(c)), filed with the secretary of state | $750 (§ 4.155(1)) | § 3.011(a) |
| false | - | - | true | - | - | Limited liability company | Certificate of formation, filed with the secretary of state | $300 (§ 4.154, applying § 4.152(1)) | § 3.010 |
| false | - | 1 | false | - | - | Sole proprietorship | No formation filing; an owner who regularly does business under an assumed name must file an assumed name certificate with the county clerk of each county where the business keeps premises, or where it does business if it has none (Bus. & Com. Code §§ 71.051, 71.054) | None to form; $2 per assumed name certificate plus 50 cents for each name indexed, paid to the county clerk, if trading under an assumed name (Bus. & Com. Code § 71.155(a)) | § 71.051 |
| false | - | >= 2 | false | - | - | General partnership | No formation filing: two or more persons carrying on a business for profit as owners create a partnership, whether or not they intend to (§ 152.051(b)). A partnership regularly doing business under an assumed name files an assumed name certificate with the county clerk (Bus. & Com. Code §§ 71.051, 71.054). Optionally, the partnership may become a limited liability partnership by filing an application for registration with the secretary of state, signed by a majority-in-interest of the partners or partners they authorize (§ 152.802(a), (b)) | None to form; $2 per assumed name certificate plus 50 cents for each name indexed, paid to the county clerk, if trading under an assumed name (Bus. & Com. Code § 71.155(a)); $200 for each partner for an optional limited liability partnership application (§ 4.158(1)) | § 152.051(b) |
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