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Tax Clearance Letter for Reinstatement
An entity reinstating its certificate or registration with the Texas Secretary of State must provide a tax clearance letter showing that all franchise taxes have been paid. Tax Clearance letters will be issued, upon request, by the Comptroller's office after all franchise tax reports and the appropriate signed information reports due through the date of reinstatement are filed, all franchise tax, penalty, interest and late filing penalties are paid.
Certificate of Account Status to Terminate Existence or Registration
In order to end the legal existence of an entity through termination or cancellation, or to withdraw a non-Texas entity's registration with the Secretary of State, the entity must obtain a certificate of account status from the Comptroller. The certificate must be included with the documents submitted to the Secretary of State.
Before the Comptroller can issue the certificate, the entity must satisfy all tax responsibilities for all taxes administered by the Comptroller of Public Accounts under Title 2, Tax Code. This includes filing a franchise tax report, the appropriate signed information report and a final franchise tax report for the year in which the termination or withdrawal documents are submitted to the Secretary of State.
A non-Texas entity that no longer legally exists in its home state is not required to obtain a certificate from the Comptroller’s office to terminate its registration with the Secretary of State. The entity must satisfy all tax responsibilities for all taxes administered by the Comptroller of Public Accounts and provide a copy of the home state documents to close the franchise tax account.
Certificate of Account Status to Reinstate and Terminate Existence or Registration
An entity reinstating and simultaneously terminating its existence or registration with the Texas Secretary of State must provide a certificate of account status showing that all franchise taxes have been paid and the entity is eligible to reinstate and terminate or withdraw.
Before the Comptroller can issue the certificate, the entity must satisfy all tax responsibilities for all taxes administered by the Comptroller of Public Accounts under Title 2, Tax Code. This includes filing a franchise tax report, the appropriate signed information report and a final franchise tax report for the year in which the termination documents are filed with the Secretary of State. This certificate can only be used for reinstating and simultaneously terminating with the Texas Secretary of State.
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