What most states call a Certificate of Good Standing, is called a Certificate of Fact or Status in Texas. This document, which is issued by the Texas Secretary of State’s Office, certifies that an LLC or corporation (or other registered business entity in Texas) legally exists and is authorized to do business in the state.
A Certificate of Fact not only contains information verifying an entity's existence and authorization to do businesses in Texas, but it also provides its legal business name and date of formation.
A Texas Certificate of Fact may also contain other information depending on your specific needs. For instance, along with information regarding your business's existence and authorization to operate, you can specify that the certificate also contain information regarding mergers, name changes, and your registered agent.
A Certificate of Fact is not a legal requirement for businesses in Texas, but there are certain circumstances that may require you to have one, such as when you want to:
Since it is very common for banks and insurance companies to request a business's Certificate of Fact before doing business with them, you should get one as soon as possible.
A Texas Certificate of Fact has no expiration date. However, the entities that request your Certificate of Fact may have their own criterion regarding the certificate's validity.
If your business is up-to-date and in compliance with all applicable filing requirements, you can request a Certificate of Fact from the Texas Secretary of State’s Office online or in person, or by fax, mail, email, or phone.
The process for requesting a Certificate of Fact online is the fastest and only takes about 1-2 hours, while a request made by other means can take as long as 2 business days.
After submitting your request online, you will receive an alert to let you know that your Certificate of Fact is ready. Once you receive this alert, you can visit the Secretary of State's website to view and print the document yourself.
The cost to obtain a Certificate of Fact from the Texas Secretary of State’s Office is $15.
Note: A Certificate of Fact, which is offered by the Texas Secretary of State's Office and is official evidence of a business's legal existence or authorization to do business in Texas, should not be confused with a Certificate of Account Status, which is offered by the Texas Comptroller of Public Accounts and simply verifies that a business has paid its franchise tax.
For help discerning which of these documents you require and with obtaining it, contact our law firm to discuss your needs with an experienced Texas business attorney.