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Blank Texas 802 PDF Form

The Texas 802 form, also known as the Periodic Report for Nonprofit Corporations, is a crucial document that nonprofit organizations must file to comply with state regulations. This form requires the listing of directors and officers, ensuring transparency and accountability within the organization. To fulfill your legal obligations, please fill out the form by clicking the button below.

Content Overview

The Texas 802 form, officially known as the Periodic Report for Nonprofit Corporations, serves as a crucial document for nonprofit organizations operating within the state. This form is mandated by Section 22.357 of the Texas Business Organizations Code, requiring nonprofits to periodically report the names and addresses of their directors and officers. The Office of the Secretary of State may request this report every four years, ensuring that the information on file remains current and accurate. Failure to submit the report on time can lead to serious consequences, including the involuntary termination of the nonprofit's status or the revocation of its registration. It is important to note that this form is a public record, meaning that the details provided will be accessible to the public. To protect the privacy of individuals, it is advisable to use a business or post office box address when listing directors and officers. The form includes several sections that require specific information, such as the corporation's name, jurisdiction, registered agent, and addresses for both the registered office and principal office. Additionally, it outlines the roles of directors and officers, emphasizing the need for a minimum of three directors and the inclusion of key officer positions like president and secretary. Understanding the implications of this form is vital for maintaining compliance and ensuring the ongoing legitimacy of a nonprofit corporation in Texas.

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Form 802 ─ Page 1 of 5

Form 802—General Information

(Periodic Report – Nonprofit Corporation)

The attached form is drafted to meet minimal statutory filing requirements pursuant to the relevant

code provisions. This form and the information provided are not substitutes for the advice and services of an

attorney and tax specialist.

Commentary

A nonprofit corporation is required by Section 22.357 of the Texas Business Organizations Code (BOC) to file a

periodic report that lists the names and addresses of all directors and officers of the corporation. The Office of the

Secretary of State may require a domestic nonprofit corporation or a foreign nonprofit corporation registered to

transact business in this state to file a report not more than once every four years. The failure to file the report

when due will result, after notice, in the involuntary termination of the domestic corporation or the revocation

of the registration of the foreign corporation.

Please note that a document on file with the Secretary of State is a public record that is subject to public

access and disclosure. When providing address information for a director or officer, use a business or

post office box address rather than a residence address if privacy concerns are an issue.

Instructions for Form

 File Number: It is recommended that the file number assigned by the Secretary of State be provided to

facilitate processing of the document.

 1—Corporation Name: Provide the legal name of the corporation. Changes to the name of the

corporation require an amendment to the certificate or registration of the corporation. See Additional

Documentation instructions below.

 2—Jurisdictional Information: Provide the state or other jurisdiction under the laws of which the

corporation is formed.

 3—Registered Agent: The registered agent can be either: (option A) a domestic entity or a foreign entity

that is registered to do business in Texas; or (option B) an individual resident of the state. The corporation

cannot act as its own registered agent; do not enter the entity name as the name of the registered agent.

Consent: A person designated as the registered agent of an entity must have consented, either in a written or

electronic form, to serve as the registered agent of the entity. Although consent is required, a copy of the

person’s written or electronic consent need not be submitted with the periodic report. The liabilities and

penalties imposed by Sections 4.007 and 4.008 of the BOC apply with respect to a false statement in a filing

instrument that names a person as the registered agent of an entity without that person’s consent. (BOC §

5.207)

 4—Registered Office Address: The registered office address must be located at a street address where

service of process may be personally served on the entity’s registered agent during normal business hours.

Although the registered office is not required to be the entity’s principal place of business, the registered

office may not be solely a mailbox service or telephone answering service. (BOC § 5.201)

Form 802 ─ Page 2 of 5



5—Principal Office Address: Provide the street or mailing address of the principal office of the

corporation in the state or country under the laws of which the corporation is incorporated if the corporation

is a foreign corporation.

 6—Directors: Provide the name and address of each member of the board of directors. A corporation is

generally managed by a board of directors. However, a corporation that has members may be managed by

its members or by a board of directors. A minimum of three directors is required. If the space provided is

insufficient, include the information as an attachment to this form for item 6.

 7—Officers: Provide the name, address, and title of each officer. The officers of a corporation must

include a president and a secretary and may also consist of one or more vice-presidents, a treasurer, and

such other officers and assistant officers as may be deemed necessary. Any one person may serve in more

than one office, except the offices of president and secretary. If the space provided is insufficient, include

the information as an attachment to this form for item 7.

 Execution: Pursuant to Section 4.001 of the BOC, the periodic report must be signed by a person

authorized by the BOC to act on behalf of the entity in regard to the filing instrument. Generally, a

governing person or managerial official of the entity signs a filing instrument. The periodic report need not

be notarized; however, before signing, please read the statements on this form carefully. The designation or

appointment of a person as registered agent by an organizer or managerial official is an affirmation by the

organizer or managerial official that the person named in the instrument as registered agent has consented to

serve in that capacity. (BOC § 5.2011)

A person commits an offense under Section 4.008 of the BOC if the person signs or directs the filing of a

filing instrument the person knows is materially false with the intent that the instrument be delivered to the

Secretary of State for filing. The offense is a Class A misdemeanor unless the person’s intent is to harm or

defraud another, in which case the offense is a state jail felony.

 Filing Fees: The filing fee for a periodic report for a nonprofit corporation is $5. If the corporation has

forfeited its right to conduct affairs for failure to file the periodic report within thirty (30) days of the first

notification, the fee is the original $5 plus a late fee of $1 per month or part of a month for one hundred

twenty (120) days following the forfeiture, but not less than $5 nor more than $25.



Additional Documentation:

Name Change (optional): To change the name of the corporation at the same time of filing the required

periodic report, an amendment (Form 424 or 412, as appropriate) and filing fee of $25 and Form 802 and

filing fee (as stated in Filing Fees), must be submitted at the same time to the Reports Unit for filing.

Reinstatement: If the report is not filed within the one hundred twenty (120) day period from the date of

the second notification, the domestic corporation will be involuntarily terminated or the registration of the

foreign corporation will be revoked. The corporation may be relieved of the involuntary termination or

revocation and reinstated by filing the required periodic report (Form 802) and filing fee of $25.

Tax Clearance from Comptroller of Public Accounts: If the corporation is not tax exempt, a tax

clearance letter from the Texas Comptroller of Public Accounts stating that the filing entity has satisfied

all franchise tax liabilities and may be reinstated is required to be filed with Form 802 and filing fee of

$25. Form 811 is not required when reinstating. Contact the Comptroller for assistance in complying

with franchise tax filing requirements and obtaining the necessary tax clearance letter by email at:

[email protected]

or by calling (800) 252-1381 or (512) 463-4600.

Amendment to Certificate of Formation or Registration: The name of the corporation must be

available at the time of reinstatement. The administrative rules adopted for determining entity name

availability (Texas Administrative Code, Title 1, Part 4, Chapter 79, subchapter C) may be viewed at:

http://www.sos.state.tx.us/tac/index.shtml A preliminary determination on “name availability” may

be obtained by calling (512) 463-5555 or e-mail to: [email protected]

At the time of reinstating, if the corporation name is no longer available, or if written consent is required

but cannot be obtained for the use of the name, simultaneously submit: (A) a certificate of amendment

to the certificate of formation to change the name of the domestic entity as a condition of reinstatement;

or (B) an amended registration to state the assumed name under which the foreign entity shall transact

business. The amendment (Form 424 or 412, as appropriate) and filing fee of $25 and Form 802 and

filing fee of $25, and the tax clearance letter, must be submitted at the same time to the Reports Unit for

filing. Forms 424 and 412 are available at: http://www.sos.state.tx.us/corp/forms_boc.shtml

Upon completing the reinstatement process of submitting all required forms, paying all applicable filing

fees, and meeting all filing requirements, the status of the nonprofit corporation will be changed to in

existence.

• Payment Instructions: Accepted methods of payment are: (1) a check or money order payable through a

U.S. bank or financial institution made payable to the Secretary of State; (2) a valid American Express,

Discover, MasterCard, or Visa credit card (subject to a statutorily authorized convenience fee of 2.7% of the

total fees incurred); (3) a funded LegalEase account; or (4) a prefunded Secretary of State client account.

Use Form 815 at: http://www.sos.state.tx.us/corp/forms_reports.shtml to pay by credit card, LegalEase,

or client account.

• Delivery Instructions: Submit the completed form(s), with the filing fees, in duplicate to the Secretary of

State. Mail to: Secretary of State, Reports Unit, P.O. Box 12028, Austin, Texas 78711-2028; deliver to:

James Earl Rudder Office Building, Reports Unit, 1019 Brazos, Austin, Texas 78701; or fax to: (512)

463-1423 (requires Form 815 for payment). On filing the document(s), the Secretary of State will return the

appropriate evidence of filing to the submitter together with a file-stamped copy of the document, if a

duplicate copy was provided as instructed. If you require additional assistance, you may contact the Reports

Unit at: (512) 475-2705.

Revised 08/12

rm 802 ─ Page 3 of 5

This space reserved for filing office use.

Periodic Report

of a

Nonprofit Corporation

Form 802

(Revised 08/12)

Submit in duplicate to:

Secretary of State

Reports Unit

P.O. Box 12028

Austin, TX 78711-2028

Phone: (512) 475-2705

FAX: (512) 463-1423

Dial: 7-1-1 for Relay Services

Filing Fee: See Instructions

File Number:

1. The name of the corporation is: (A name change requires an amendment; see Instructions)

(Set forth state or foreign country)

2. It is incorporated under the laws of:

3. The name of the registered agent is:

A. The registered agent is a corporation (cannot be entity named above) by the name of:

B. The registered agent is an individual resident of the state whose name is:

First Name MI Last Name Suffix

4. The registered office address, which is identical to the business address of the registered agent in Texas, is:

(Only use street or building address; see Instructions)

Street Address City State

Zip Code

5. If the corporation is a foreign corporation, the address of its principal office in the state or country under

the laws of which it is incorporated is:

Street or Mailing Address City State Zip Code Country

6. The names and addresses of all directors of the corporation are: (A minimum of three directors is required.)

(If additional space is needed, include the information as an attachment to this form for item 6.)

First Name MI Last Name Suffix

Street or Mailing Address City State Zip Code Country

First Name MI Last Name Suffix

Street or Mailing Address City State Zip Code Country

First Name MI Last Name Suffix

Street or Mailing Address City State Zip Code Country

Form 802 ─ Page 4 of 5

Form 802 ─ Page 5 of 5

7. The names, addresses, and titles of all officers of the corporation are: (The offices of president and secretary

must be filled, but both may not be held by the same officer.)

(If additional space is needed, include the information as an attachment to this form for item 7.)

First Name MI Last Name Suffix

Officer Title

President

Street or Mailing Address City State Zip Code Country

First Name MI Last Name Suffix

Officer Title

Secretary

Street or Mailing Address City State Zip Code Country

First Name MI Last Name Suffix

Officer Title

Street or Mailing Address City State Zip Code Country

Execution:

The undersigned affirms that the person designated as registered agent has consented to the appointment. The

undersigned signs this document subject to the penalties imposed by law for the submission of a materially

false or fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized under

the provisions of law governing the entity to execute the filing instrument.

Date:

Signature of authorized officer

Reset

➤ PDF File

Form Specifications

Fact Name	Description
Purpose	The Texas 802 form is a periodic report for nonprofit corporations, ensuring compliance with state regulations.
Governing Law	This form is governed by Section 22.357 of the Texas Business Organizations Code (BOC).
Filing Frequency	A nonprofit corporation must file this report at least once every four years.
Consequences of Non-filing	Failure to file may lead to involuntary termination of the domestic corporation or revocation of a foreign corporation's registration.
Public Record	Documents filed with the Secretary of State are public records and accessible to the public.
Registered Agent Requirements	The registered agent must be a Texas resident or a registered entity, and cannot be the corporation itself.
Filing Fee	The standard fee for filing the Texas 802 form is $5, with additional fees for late submissions.
Documentation for Name Changes	To change the corporation's name, an amendment must be filed alongside the periodic report.
Execution	The report must be signed by an authorized individual, affirming the accuracy of the information provided.

Texas 802: Usage Guidelines

Completing the Texas 802 form is an important step for nonprofit corporations to ensure compliance with state requirements. After filling out the form, it will need to be submitted to the Secretary of State along with the appropriate filing fee. Below are the steps to guide you through the process of completing the form.

File Number: Enter the file number assigned by the Secretary of State to facilitate processing.
Corporation Name: Provide the legal name of your corporation. Remember, any name changes require an amendment.
Jurisdictional Information: Indicate the state or jurisdiction where your corporation is formed.
Registered Agent: Specify the name of the registered agent. Choose either a registered corporation or an individual resident of Texas. Do not list the corporation itself as its own registered agent.
Registered Office Address: Fill in the street address for the registered office. This address must be where the registered agent can be reached during business hours.
Principal Office Address: Provide the street or mailing address of your corporation's principal office, especially if it is a foreign corporation.
Directors: List the names and addresses of all directors. A minimum of three directors is required. If you need more space, attach additional information.
Officers: Include the names, addresses, and titles of all officers. Ensure that you have at least a president and a secretary, but they cannot be the same person. Attach additional information if needed.
Execution: Sign the form to affirm that the registered agent has consented to serve in that capacity. Make sure to read the statements carefully before signing.

After completing these steps, ensure that you have included the necessary filing fees and submit the form to the Secretary of State. You can send it by mail or deliver it in person. If you have questions or need assistance, reach out to the Reports Unit for support.

Your Questions, Answered

What is the Texas 802 form and who needs to file it?

The Texas 802 form, also known as the Periodic Report for Nonprofit Corporations, is a document required by the Texas Business Organizations Code. Nonprofit corporations, whether domestic or foreign, must file this report to provide updated information about their directors and officers. This filing is necessary every four years to maintain good standing. Failing to submit the report on time can lead to serious consequences, including involuntary termination of the corporation or revocation of its registration.

What information is required on the Texas 802 form?

The form requires several key pieces of information. First, the legal name of the corporation must be provided, along with the jurisdiction under which it is formed. Additionally, details about the registered agent, including their name and address, are necessary. The form also asks for the principal office address, and the names and addresses of all directors and officers. It is important to note that a minimum of three directors is required, and the form must be signed by an authorized individual within the organization.

What are the consequences of failing to file the Texas 802 form?

If a nonprofit corporation fails to file the Texas 802 form by the due date, it may face involuntary termination or revocation of its registration. After receiving a notice, the corporation has a limited time to file the report. If the report is not submitted within 120 days of the second notification, the organization may be dissolved, and it will be necessary to go through a reinstatement process to regain its status.

What are the filing fees associated with the Texas 802 form?

The standard filing fee for submitting the Texas 802 form is $5. However, if the corporation has not filed the report within 30 days of receiving notice, additional late fees will apply. These fees accumulate at a rate of $1 per month or part of a month for up to 120 days, with a maximum total of $25. For reinstatement after termination, a fee of $25 is also required, along with any necessary tax clearance documentation.

How can I submit the Texas 802 form?

The completed Texas 802 form must be submitted in duplicate to the Secretary of State. This can be done by mail, in person, or via fax. If filing by mail, send it to the Reports Unit at the Secretary of State's office in Austin. If you choose to fax the form, ensure that you include the appropriate payment form for credit card transactions. Upon successful filing, the Secretary of State will return a file-stamped copy of the document as proof of submission.

Common mistakes

Incorrect Corporation Name: Failing to provide the exact legal name of the corporation can lead to processing delays. Ensure the name matches the one on file with the Secretary of State.
Missing Registered Agent Consent: Not confirming that the registered agent has agreed to serve can result in penalties. Always obtain and keep a record of their consent.
Improper Registered Office Address: Using a P.O. box or mailbox service as the registered office address is not allowed. The address must be a physical location where service of process can occur.
Insufficient Number of Directors: A minimum of three directors is required. Ensure you list enough directors to meet this requirement, or attach additional information as necessary.
Omitting Required Signatures: The form must be signed by an authorized individual. Double-check that the appropriate person has signed the document before submission.
Ignoring Filing Deadlines: Not filing the report on time can lead to involuntary termination of the corporation. Keep track of filing dates to avoid penalties.

Documents used along the form

When managing a nonprofit corporation in Texas, the Texas 802 form is essential for maintaining compliance with state requirements. However, several other forms and documents may be necessary to accompany or follow the filing of Form 802. Below is a list of commonly used forms that can help ensure your nonprofit remains in good standing.

Form 424 - Certificate of Amendment: This form is used to officially change the name or certain provisions of the corporation's certificate of formation. If you need to update the name of your nonprofit, submit this form along with the Texas 802 form.
Form 412 - Certificate of Formation: This document is required when establishing a nonprofit corporation in Texas. It outlines the fundamental structure and purpose of the organization and must be filed before any other reports.
Form 801 - Application for Certificate of Formation: This form is used to create a new nonprofit corporation. It includes details about the organization’s name, purpose, and registered agent, laying the groundwork for future filings.
Form 811 - Tax Clearance Letter: Required if your nonprofit is not tax-exempt, this letter certifies that all franchise tax liabilities have been satisfied. It must accompany Form 802 if you are seeking reinstatement.
Form 815 - Credit Card Payment Form: If you plan to pay filing fees using a credit card, this form is necessary. It authorizes the Secretary of State to charge your card for the fees associated with your filings.
Form 802 - Periodic Report: As mentioned, this form is crucial for updating the Secretary of State on your nonprofit’s directors and officers. It must be filed periodically to maintain your corporation's active status.
Tax Clearance Letter from Comptroller: If your nonprofit has tax obligations, this letter from the Texas Comptroller confirms compliance with tax laws. It is required for certain filings and reinstatements.

Understanding these forms and their purposes can streamline your nonprofit's compliance process. By keeping your filings up to date, you can focus on your organization’s mission and community impact without the worry of administrative setbacks.

Similar forms

The Texas 802 form is a periodic report required for nonprofit corporations. It shares similarities with several other documents related to corporate governance and reporting. Below is a list of six documents that are comparable to the Texas 802 form, along with a brief explanation of how they are similar:

Form 424 - Certificate of Amendment: This form is used to amend the certificate of formation or registration of a corporation. Like the Texas 802 form, it requires specific information about the corporation and must be filed with the Secretary of State.
Form 412 - Certificate of Formation: This document establishes a corporation's existence in Texas. Similar to the Texas 802 form, it requires details about the corporation's name, registered agent, and jurisdiction.
Form 801 - Application for Certificate of Authority: This form is filed by foreign corporations wishing to do business in Texas. It shares the requirement of providing information about the corporation's officers and directors, akin to the Texas 802 form.
Form 805 - Annual Franchise Tax Report: This report is required for all corporations in Texas to ensure compliance with tax obligations. It also necessitates the disclosure of corporate officers and directors, similar to the Texas 802 form.
Form 809 - Certificate of Dissolution: This document is filed when a corporation is dissolving. Like the Texas 802 form, it requires information about the corporation’s officers and directors, ensuring accountability during the dissolution process.
Form 810 - Statement of Change of Registered Agent: This form updates the registered agent for a corporation. It requires the same level of detail about the registered agent as the Texas 802 form, emphasizing the importance of accurate representation in corporate filings.

Dos and Don'ts

When filling out the Texas 802 form, it's essential to follow specific guidelines to ensure accuracy and compliance. Here are four important do's and don'ts to keep in mind:

Do provide the legal name of the corporation exactly as it appears in official documents.
Do ensure that all directors and officers listed meet the minimum requirements, including the number of directors.
Do use a business or post office box address for directors and officers if privacy is a concern.
Do include the assigned file number from the Secretary of State to facilitate processing.

Don't enter the corporation itself as its registered agent; this is not permitted.
Don't neglect to sign the form; an authorized person must sign it to validate the submission.
Don't provide incomplete information; ensure all required fields are filled out accurately.
Don't forget to pay the filing fee; failure to do so can lead to delays or penalties.

Misconceptions

Misconception 1: The Texas 802 form is only for Texas-based nonprofits.

This form applies to both domestic and foreign nonprofit corporations registered to do business in Texas. Foreign nonprofits must also comply with Texas regulations by filing this periodic report.

Misconception 2: Filing the Texas 802 form is optional.

In reality, filing this periodic report is a requirement under Texas law. Noncompliance can lead to serious consequences, including involuntary termination of the corporation.

Misconception 3: The Texas 802 form can be submitted without a registered agent.

Every nonprofit must designate a registered agent who has consented to serve in that capacity. This ensures that there is a reliable point of contact for legal documents.

Misconception 4: The address information provided on the Texas 802 form is private.

Information submitted on this form becomes part of the public record. Therefore, if privacy is a concern, it is advisable to use a business address or P.O. Box rather than a home address.

Misconception 5: The Texas 802 form does not require any fees.

A filing fee of $5 is required for submitting the periodic report. Additionally, if there is a delay in filing, late fees may apply, increasing the total cost.

Misconception 6: Once filed, the Texas 802 form does not need to be updated.

Changes to the board of directors, officers, or other essential details require updates to the Texas 802 form. Regularly reviewing and updating the information ensures compliance with state laws.

Key takeaways

Filling out the Texas 802 form is an important process for nonprofit corporations in Texas. Here are key takeaways to keep in mind:

Periodic Reporting Requirement: Nonprofit corporations must file this report every four years, listing all directors and officers. Failure to file can lead to termination or revocation of registration.
Public Record: The information provided on the form becomes a public record. Consider using business addresses for privacy.
Registered Agent: A registered agent must be a Texas resident or a registered entity, and cannot be the corporation itself. Ensure the agent has consented to serve in this role.
Filing Fees: The basic filing fee is $5. Late fees apply if the report is filed after the deadline, increasing the total cost.
Execution of the Form: An authorized individual must sign the report, affirming the accuracy of the information provided. Notarization is not required.
Amendments: If changing the corporation's name, submit an amendment form along with the Texas 802. This requires additional fees and documentation.
Payment Methods: Payments can be made via check, credit card, or through specific accounts. Follow the instructions carefully to avoid processing delays.