Texas Certificate of Conversion Standards

Texas Certificate of Conversion Scope

This page covers the Texas certificate of conversion used when an LLC or corporation converts into or out of a Texas filing entity as part of a move between states. It addresses the Texas filing. The other state's law and filing requirements must be checked separately. A merger follows a different filing path. Texas Secretary of State, Form 630 instructions.

Last reviewed: October 3, 2026.

Requirements Shared Across Texas Conversions

When Texas Requires the Certificate

Texas requires a certificate of conversion if a Texas filing entity is a party to the conversion or a Texas filing entity is created under the plan. Texas Business Organizations Code § 10.154(a).

Plan or Alternative Certifications

The certificate must include the plan of conversion or certify the details allowed in place of the plan. Those certifications identify both entities by name, organizational form, and jurisdiction; give the addresses where the plan is kept before and after conversion; and provide for a free copy on written request by an owner or member. Texas Business Organizations Code § 10.154(b)(1).

Approval Statement

The certificate must state that the plan was approved as required by the converting entity's formation-jurisdiction law and governing documents. Texas Business Organizations Code § 10.154(b)(2).

Signature

The certificate must be signed on behalf of the converting entity by a person authorized to sign its Texas filing. Texas Business Organizations Code § 10.154(b); Texas Secretary of State, Form 630 instructions, Execution.

Effective Date

The certificate generally takes effect when Texas accepts and files it. A delayed effective date or specified future event is possible under the conditions in the Secretary of State's instructions; an event-based filing needs a later statement for the event to take effect. Texas Secretary of State, Form 630 instructions, Effectiveness of Filing.

Franchise Tax Treatment

Texas may refuse the filing if required franchise taxes remain unpaid and the certificate does not make the converted entity liable for them. The Secretary of State describes a certificate of account status or an alternative liability statement for the filing. Texas Business Organizations Code § 10.156; Texas Secretary of State, conversion tax FAQ.

Inbound and Outbound Texas Requirements

Inbound: Converting Into a Texas Filing Entity

A foreign entity converting into a Texas filing entity must file a separate Texas certificate of formation with the certificate of conversion. The formation certificate must identify the prior entity and state that the new Texas entity is formed under a plan of conversion. Texas Business Organizations Code § 10.155(a); Texas Secretary of State, Form 630 instructions, Certificate of Formation.

The Texas Certificate of Formation Standards page explains that distinct document's requirements and how it is submitted with the conversion filing.

Outbound: Converting a Texas Entity Into a Foreign Entity

A Texas entity adopts a plan of conversion, and its owners or members approve the plan under the applicable Texas rule. The conversion cannot take effect if it conflicts with the destination jurisdiction's law. Texas Business Organizations Code § 10.101(a), (b), (d).

For a Texas corporation, an officer signs the filing. For a Texas LLC, a manager signs unless members manage it; then an authorized member signs. Texas Secretary of State, conversion signature FAQ.

A conversion into a foreign entity does not create a Texas filing entity requiring a Texas certificate of formation. The destination state's formation or conversion requirements must be checked separately. Texas Business Organizations Code § 10.155(a); Texas Secretary of State, Form 630 instructions, Commentary.

Related Texas Conversion Pages

The Texas Certificate of Conversion document page introduces the instrument. Its supported options are still being verified; the legal alternatives described here do not establish which options Lexomatic currently offers.

The Domestication Flow Standards address the overall process, including obtaining approvals, coordinating documents, and satisfying both states' requirements. Its Texas state page covers the Texas side of both directions and routes.

These standards apply to Texas Certificate of Conversion.

Process context: Domestication Flow Standards.

Browse the Certificate of Conversion Standards family for its jurisdiction pages.