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Incorporation of a Non-Profit Organization

  • The following excerpts were downloaded from the Texas Secretary of State’s website. The information documented below is subject to change by the Texas Secretary of State.
    herefore, for the most up-to-date version of this information, please go to 
    http://www.sos.state.tx.us


    A non-profit corporation is created by filing certificate of formation with the secretary of state in accordance with the Texas Business Organizations Code ("BOC"). "Non-Profit corporation" means a corporation no part of the income of which is distributable to members, directors, or officers [BOC, Section 22.001(5)]. 

    For general information go to Form 202 - General Information (Certificate of Formation - Nonprofit Corporation)

     

    TAX EXEMPTION

    Not all non-profit corporations are entitled to exemption from state or federal taxes. The secretary of state, however, does not make such determinations.

    You should consult the Internal Revenue Service (IRS) prior to filing the articles to determine what provisions must be included in the articles for the corporation to be exempt from federal taxes. IRS Publication 557, titled "Tax-Exempt Status for Your Organization," describes the rules and procedures for non-profit organizations requesting exemption. 

    A non-profit corporation may be exempt from the payment of state franchise taxes if its purposes fall within one of the exemptions listed in the Texas Tax Code, Chapter 171, Subchapter B. Questions on exemption procedures should be addressed to:

    Comptroller of Public Accounts
    Tax Assistance
    Exempt Organizations Section
    Austin, Texas 78774-0100
    (512) 463-4865

    ARTICLES OF INCORPORATION FOR A NON-PROFIT CORPORATION

    The secretary of state has promulgated Form 202 (Certificate of Formation for a Nonprofit Corporation) to meet statutory requirements and facilitate filings with the office. Use of this form is permissive. Form 202 (Certificate of Formation for a Nonprofit Corporation) is available on the secretary of state website at http://www.sos.state.tx.us/corp/forms_boc.shtml and can also be completed on-line through SOSDirect.

    "Forming a Nonprofit Tax-Exempt Corporation in Texas" published by the 2010 Texas C-Bar is available on the secretary of state website at http://www.sos.state.tx.us/corp/nonprofit_org.shtml. This publication explains the basic steps in forming a nonprofit corporation and obtaining tax-exempt status from the state of Texas and the federal government.

    Selection or completion of a form found on this web site is the responsibility of the user and the user's attorney. The forms and information provided by the secretary of state are not intended to provide legal advice or to substitute for the advice of an attorney. If you have specific legal questions, consult your attorney.

     

Last Modified on March 3, 2021