How to Get a Certificate of Good Standing in Texas

What is a certificate of good standing in Texas?

If you search for “certificate of good standing Texas,” you might be met with some initial confusion. That’s because Texas doesn’t use the term “certificate of good standing” to describe this type of document. Instead, Texas business owners will look to obtain one of two certificates: a certificate of fact status or a certificate of account status. It’s important to clarify which certificate you actually need before moving forward since they serve slightly different purposes.

Certificate of fact status

The certificate of fact status (also sometimes referred to simply as “certificate of fact”) is a document issued by the Texas Secretary of State’s office that verifies your company’s right to do business. It’s a simple form that states your business name, the date it was formed, and its status.

Certificate of account status

The certificate of account status (COAS) is issued by the Texas Comptroller’s office. Previously referred to as a “certificate of good standing,” this document verifies an entity’s right to do business in the state based on its tax filing status. If you’re planning to terminate your business entity, you will need a certificate of account status to prove that your state taxes have been paid before you can move forward with the termination.

Do I need a certificate of fact status or certificate of account status?

Not all businesses need a certificate of good standing. That’s true of both certificates of fact and certificates of account status. These documents are typically only needed if you are planning on taking a specific action; they’re not required to conduct everyday business transactions.

But if you are asked to provide a certificate of good standing, how do you know whether you’re providing a certificate of fact—status or a certificate of account status? Here’s how to tell which document you need.

Reasons you might need a certificate of fact—status

If you’re not planning to terminate your business anytime soon, there’s a good chance that the form you’re looking for is a certificate of fact—status. Common reasons you might be asked to provide one are:

• You’re applying for a business loan or other financial assistance
• You’re planning to expand your business into another state
• You’re forming a new business partnership
• You’re selling or transferring your business

Reasons you might need a certificate of account status

A certificate of account status is only used when terminating a business in Texas. If you’re asked for a certificate of good standing for any other scenario, you’ll want to obtain a certificate of fact—status instead.

How to get a Texas certificate of good standing

Once you’ve determined whether you need a certificate of account status or certificate of fact—status, follow these steps to fulfill your certificate of good standing requirement.

Getting a certificate of fact—status

The easiest way to order a certificate of fact—status is online at SOSDirect. The cost for a certificate is $15. To get your copy, follow these steps.

1. Log in to an existing account or create a temporary account by filling in the required information, such as your business name, address, and phone number.
2. Choose your payment method and enter your payment information. Click “continue.”
3. Copy your session code number.
4. Click on the Business Organizations link at the top of the page, then choose “Order— Certificates and Copies.”
5. Under “Order Type,” choose “Certificate of Fact—Status.” 
6. Add your SOS file number if you know it. If you don’t, you can search by clicking “Find Entity” and searching by your business name. Once you have the SOS file number filled out, click “Add Order Item.”
7. Submit the order and print your transaction receipt. Your certificate of fact should arrive to your email within two hours.

You can also request a certificate of fact—status by mail by writing to the Texas Secretary of State at: 

Certifying Team

Secretary of State

P. O. Box 13697

Austin, TX 78711-3697

Requests by mail can take between 1 and 3 days to process.

Getting a certificate of account status

Businesses can request a certificate of account status from the Texas Comptroller’s office online. To do so, you’ll need to know your franchise tax Webfile (XT) number, which can be found on a previously filed franchise tax report. If you don’t know your franchise tax Webfile (XT) number, you can request for it to be mailed to you.

Once you have your number, follow the instructions below to complete your request.

1. Log in using an existing user ID and password or create an account if it’s your first time.
2. Enter the 11-digit taxpayer number and Webfile (XT) number for your business.
3. Under “Account Self-Service,” select "Request a Certificate for Termination (Certificate of Account Status).”
4. Select a function on the next page and click “continue.”

If you have submitted all of the information required, the website will generate a PDF you can file with the Texas Secretary of State. Remember: a certificate of account status is only needed when you are terminating a business entity in Texas.

There is no cost for obtaining a certificate of account status in Texas.

You can also obtain a certificate by writing to the Texas Comptroller at the following address:

State Comptroller’s Office

ATTN: Account Correspondence and Maintenance

Capital Station

Austin, TX 78774

FAQs

Is the Texas certificate of good standing required for all businesses?

No, you do not need a good standing certificate to transact business in Texas. A certificate of fact—status is usually only requested in certain circumstances, such as when you are looking to take out a business loan or form a new partnership. A certificate of account status is only needed when terminating a business in Texas.

How much does it cost to get a good standing certificate?

The cost to get a certificate of fact is $15. There is no charge for a certificate of account status.

Can I get both certificates at the same time?

It’s unlikely you would ever need both certificates at the same time since they serve very different purposes. If you own a Texas company and have been told you need a certificate of good standing, it’s important to determine which official document you actually need before proceeding.