In Texas, the document many states call a certificate of good standing is officially a Certificate of Fact – Status. You can order it from the Secretary of State (SOS) through SOSPortal for $15, and it is usually ready to download within 10 minutes. Your franchise tax account must be in order before the certificate can be issued.
Two agencies, two different documents
Most of the confusion about what is a certificate of good standing in Texas comes from the fact that two agencies keep records on your company. In the past, the Comptroller had a Good Standing Certificate Texas that performed a different function than the SOS Certificate of Fact–Status, which functions like other states’ Certificate of Good Standing.
- Secretary of State: Certificate of Fact – Status ($15). Shows your entity’s current legal name, formation or registration date, and status, such as “In existence.” Banks, title companies, investors, and other states’ filing offices often want this certificate.
- Comptroller: Franchise Tax Account Status (Free). The purpose of the Franchise Tax Account Status report is to confirm whether you have an active right to transact business in Texas. Previously called the Certificate of Good Standing, it is generally used for real estate and financial transactions (verified October 2026).
- Comptroller: Certificate of Account Status (COAS) (no fee listed). The COAS is a certificate that shows your state taxes are paid. You need a COAS to terminate or withdraw an entity with the SOS (verified October 2026).
While the Franchise Tax Account Status report is free and instant, it is a tax summary, not a certified state document. Generally, when a counterparty requests an LLC certificate of good standing, they want the $15 SOS certificate, though you may want to clarify their request.
Certificate of Fact – Status: Ordering on SOSPortal
SOSPortal launched in September 2026 and replaced SOSDirect and SOS Upload.
- The new system has multi-factor authentication
- You need a SOSPortal account before placing an order (verified November 2026).
- Client prepaid accounts were also discontinued with the transition; the SOSPortal takes ACH and credit card (verified October 2026).
When using SOSPortal:
- Check franchise tax status first. Run your entity through the Comptroller’s Taxable Entity Search. If it says “Forfeited,” fix that before paying the SOS (verified October 2026).
- Log in to SOSPortal and select the “Search & Order Records” tile, then “New Search.” The SOS asks for payment information at this step (verified October 2026).
- Choose Business Filings and search by entity name or SOS file number. Click the file number and confirm the entity name, type, and status on the “Business Organization Record.”
- Click Order Copies & Certificates. On the “Business Organization Orders” screen, check “Certificate of Fact ($15 for each fact type)” and choose the “Status” fact. Do not check Long Form Certificate ($25) unless the recipient asked for a list of filings.
- Check out and retrieve. Return to the “Search & Order Records” homepage, and click your order number. Orders usually take up to 10 minutes to appear. The link expires after 90 days, so it is a best practice to save the PDF immediately (verified October 2026).
A complete manual illustrating the screens used during the process is available in the SOS Business Filings External User Guide.
Certificate of Fact – Status: Ordering by email or mail
If you can’t use the portal, send your entity name, SOS file number, the certificate you want, your contact details, and payment to [email protected] or the Certifying Team mailing address (Certifying Team, Secretary of State, P.O. Box 13697, Austin, Texas 78711-3697) (verified October 2026). The SOS doesn’t publish a standard turnaround for these requests. The fee schedule lists $10 for “Expedited Processing of a request for a certified copy or certificate of status or fact.” The larger $50–$750 expedite fees on the same schedule apply only to documents submitted for filing (verified November 2026).
After it arrives, the recipient can confirm it is genuine with the SOS online Certificate Verification service (verified October 2026).
If your status is forfeited: getting back to good standing
The SOS certificate reports whatever status is on file. If the status indicates “Forfeited” you must fix the issues through the Comptroller:
- File every missing report. Reinstatement requires filing all missing Franchise Tax Reports and Public Information or Ownership Information Reports. Besides filing the reports, you must pay all taxes, penalties, and interest owed. Late reports carry a $50 penalty each, and late taxes add 5% or 10% (Comptroller Franchise Tax page, verified November 2026).
- Request a Tax Clearance Letter. If the SOS has forfeited the entity’s existence, you need to request a clearance letter for reinstatement through Webfile or on paper Form 05-391 (verified October 2026). You’ll need your 11-digit taxpayer number and your Webfile (XT) number (same Comptroller page).
- Reinstate with the SOS, then order. File the reinstatement with the clearance letter. Once the record shows “In existence,” order the certificate.
Whichever stage you were at, re-run the Taxable Entity Search and look up your SOS record before you pay for a certificate. Both should show your entity as active or “In existence.”
Who this doesn’t apply to
- Sole proprietors and general partnerships of natural persons. These business forms have no SOS entity record to certify and are not subject to a franchise tax (verified October 2026). Note that a single-member LLC is a taxable entity even if it files federally as a sole proprietor (verified October 2026).
- Out-of-state LLCs and corporations registered in Texas. A Texas certificate confirms only your Texas registration. A lender or another state asking about your home-state existence needs that state’s certificate.
- LLPs, combined-group members, and entities under audit must file paper Form 05-359 (verified October 2026). They cannot obtain a COAS electronically.
Example: ordering for Lone Oak Hauling LLC (illustrative)
Lone Oak Hauling LLC is a fictional Texas trucking company whose lender asks for a certificate of good standing before closing an equipment loan. The owner first runs the company through the Comptroller’s Taxable Entity Search and confirms its right to transact business is not forfeited. She then logs in to SOSPortal, searches by SOS file number, opens the Business Organization Record and orders a Certificate of Fact – Status for $15. The order usually appears within 10 minutes, and she saves the PDF right away because the download link expires after 90 days. Since Texas sets no expiration rule, she asks the lender how recent the certificate must be.
Common mistakes related to the Certificate of Fact – Status
- Ordering the wrong certificate. A COAS printout will not satisfy a lender needing evidence of your good standing, and an SOS certificate will not terminate your entity.
- Paying before checking status. If your entity shows “Forfeited existence,” the certificate will say so, and you’ll spend $15 on a document that does not provide evidence of your good standing.
- Missing the May 15 franchise tax deadline. The annual report is due May 15 (or the next business day if May 15 falls on a weekend or holiday). The Public Information Report or Ownership Information Report is required even of entities that fall below the $2,650,000 no-tax-due threshold for 2026. (verified October 2026).
- Using an SOSDirect bookmark or login. SOSPortal replaced them on Sept. 29, 2026 (SOS Business Filings home, verified November 2026).
- Ordering too early. A certificate is a snapshot in time. Ordering weeks ahead of a closing risks the certificate being treated as stale. We recommend confirming with the requestor how far in advance the certificate can be issued.
Key facts: Texas at a glance
- Official document name: Certificate of Fact – Status (the equivalent of a Texas Certificate of Good Standing); SOS Filing & General FAQs (verified October 2026)
- Issuing agency: Texas Secretary of State, Business Filings; SOS Copies and Certificates (verified October 2026)
- Fee: $15 per certificate; long-form certificate (status plus list of filings) $25; SOS Form 806 fee schedule, rev. 09/26 (verified November 2026)
- Online: through SOSPortal (replaced SOSDirect on Sept. 29, 2026); pay by credit card or ACH; SOS Business Filings home (verified October 2026)
- Email/mail: Email [email protected], or mail to Certifying Team, Secretary of State, P.O. Box 13697, Austin, TX 78711-3697; SOS Copies and Certificates (verified October 2026)
- Processing time: Online: usually up to 10 minutes; download link expires after 90 days. Email/mail: no published standard time; expedited handling costs $10; SOS ordering instructions, Form 806 (verified November 2026)
- Validity/lender acceptance: Texas does not set an expiration date. The bank, lender, or other state decides how recent it must be
- Prerequisite: Franchise tax right to transact business must not be forfeited; Comptroller account status (verified October 2026)
| Fact | Texas (2026) | Source |
|---|---|---|
| Official document name | Certificate of Fact – Status (SOS equivalent of a certificate of good standing) | SOS Filing & General FAQs |
| Fee | $15; long-form certificate $25; optional $10 expedite for email/mail requests | SOS Form 806 fee schedule |
| Online vs. email/mail | Online through SOSPortal (credit card or ACH); email [email protected] or mail the Certifying Team | SOS Copies and Certificates |
| Processing time | Online: usually up to 10 minutes; download link expires after 90 days. Email/mail: no published standard | SOS ordering instructions |
| How long lenders accept it | No state expiration rule; the lender or agency sets how recent it must be | Ask the requesting party |
FAQs
How long is a Certificate of Good Standing valid?
Texas does not set an expiration date for its Certificate of Fact – Status. The certificate states your status on the day it is issued. The bank, lender, or state agency requesting it decides how recent it must be. That is not a state rule, so ask the requester before you order. Online orders take minutes, so order as close to your deadline as possible.
Why would my LLC not be in good standing?
A frequent reason an LLC is not in good standing is unpaid franchise tax. The Comptroller must forfeit an entity’s right to transact business for unfiled reports or unpaid tax, after giving at least 45 days from the mailed notice. Once forfeited, the entity cannot sue or defend itself in a Texas court, and officers and directors may be personally liable for its debts (Comptroller; Tex. Tax Code Sections 171.2515 and 171.255 (verified October 2026)). Continued default can lead to the SOS forfeiting the entity’s existence. Other causes include voluntary termination or involuntary termination (for example, failing to keep a registered agent).
Is a Certificate of Fact – Status the same as a Certificate of Good Standing Texas?
In Texas, yes. The SOS says its Certificate of Fact – Status is the equivalent of a Certificate of Good Standing or Certificate of Existence (verified October 2026). The Comptroller’s Franchise Tax Account Status is related but separate: it covers only your tax standing.
How fast can I get a Certificate of Fact – Status?
You can usually get a Certificate of Fact – Status within 10 minutes of checkout at the SOSPortal (verified October 2026). Email and mail requests typically take longer; consider adding the $10 expedited fee for email and mail requests.
Of course, the order speed is irrelevant if your franchise tax status is forfeited. You must file the missing reports, pay what’s owed, and reinstate first.
Sources
- Texas Secretary of State – Copies and Certificates (verified November 2026)
- Texas Secretary of State – Instructions for Ordering Copies and Certificates using SOSPortal (verified November 2026)
- Texas Secretary of State – Filing & Other General FAQs (verified October 2026)
- Texas Secretary of State – Form 806, Business Filings & Trademarks Fee Schedule (verified November 2026)
- Texas Secretary of State – Business Filings home (SOSPortal launch notice, payment methods) (verified November 2026)
- Texas Comptroller – Franchise Tax Account Status (verified November 2026)
- Texas Comptroller – Taxable Entity Search (verified October 2026)
- Texas Comptroller – Form 05-359, Request for Certificate of Account Status (verified October 2026)
- Texas Comptroller – Franchise Tax FAQ: Taxable Entities (verified November 2026)
- Texas Comptroller – Requesting Tax Certificates and Tax Clearance Letters (verified November 2026)
- Texas Comptroller – Franchise Tax (verified November 2026)
- Texas Tax Code, Chapter 171 (Sections 171.2515, 171.255) (verified October 2026)