@Anonymous
A foreign filing entity, as described in section 9.001 of the BOC, must file an application for registration, previously known as an application for certificate of authority, if it “transacts business” in Texas. Texas statutes do not specifically define “transacting business;” however, section 9.251 of the BOC lists 15 activities that do not constitute “transacting business.” Generally, a foreign entity is transacting business in Texas if it has an office or an employee in Texas or is otherwise pursuing one of its purposes in Texas. The secretary of state cannot give a legal opinion as to whether a particular foreign entity is “transacting business” in Texas. If you are unsure whether registration is required, you should consult with your legal counsel.
