How to Complete and File Texas Form 801: Application for Reinstatement

Texas Form 801 is the Application for Reinstatement you file with the Secretary of State to bring back an entity that was forfeited under Chapter 171 of the Texas Tax Code for franchise tax problems. Filing it is a two-stage process: first you clear everything you owe with the Texas Comptroller and get a tax clearance letter, then you send the completed Form 801 in duplicate to the Secretary of State with the clearance letter attached and a $75 filing fee.¹ The form works for domestic and foreign filing entities — corporations, LLCs, limited partnerships — that lost their standing over unpaid franchise tax or unfiled reports.

When Form 801 Is the Right Form

Form 801 covers one situation: a tax forfeiture. If the Comptroller flagged your entity for failing to file annual franchise tax reports, failing to pay the tax, or both, and the Secretary of State then forfeited it, this is your form.¹

It is not the right form if your entity was voluntarily terminated, involuntarily terminated for a non-tax reason such as losing its registered agent, or shut down by court order. Voluntary and non-tax involuntary terminations use Form 811 or Form 814. Court-ordered terminations follow a separate legal process. If you’re not sure why your entity was terminated, check the Secretary of State’s online records or call the Comptroller before you file, because filing the wrong form wastes both time and the fee.

Clear Your Franchise Tax Obligations First

The Comptroller will not issue a clearance letter until the account is fully current. That means:

File every delinquent annual franchise tax report, along with the associated public information or ownership information report.
Pay all franchise tax owed, plus every penalty and every dollar of interest that has accrued.

Both have to be finished before you can request the clearance letter.² If the forfeiture happened years ago, expect several years of reports and compounded penalties. The Comptroller’s Webfile system or the franchise tax hotline can give you the exact number.

Request the Tax Clearance Letter

Once the tax account is current, you request the clearance letter using Form 05-391, “Tax Clearance Letter Request for Reinstatement.” You can submit that request by mail or through the Comptroller’s Webfile portal.²

Watch the form numbers. Form 05-391 is what you send to the Comptroller. What you get back is Form 05-377, the tax clearance letter itself, and that is the document you attach to Form 801.

The clearance letter has to be valid on the date the Secretary of State actually processes your reinstatement. An expired letter gets your application rejected. Don’t request it weeks before you’re ready to file, and if you’re mailing everything in, build in enough time for delivery and processing so the letter doesn’t lapse in transit.

Complete Form 801

Download Form 801 from the Secretary of State’s business forms page. It’s short, but every field needs to match the state’s records exactly. Prepare two copies — the form has to be submitted in duplicate.³

Item 1: Entity Name

Enter the legal name of your entity exactly as it appears on the original certificate of formation or registration. If your entity is a foreign filing entity registered in Texas under a different name, include that fictitious name too.³ Even a small mismatch can hold up processing.

Item 2: Secretary of State File Number

The file number the state originally assigned to your entity. Providing it isn’t technically required, but the instructions recommend it because it helps the state pull the right record. File numbers run six to ten digits. If you don’t have it, look it up in the Secretary of State’s online business search.

Item 3: Date of Forfeiture or Revocation

Enter the date your entity was forfeited or revoked. It’s on the original forfeiture notice from the Secretary of State or Comptroller. If the notice is gone, the termination date is usually visible in the Secretary of State’s online records.

Item 4: Certification and Signature

The form includes a certification that the information is true and correct. It does not need to be notarized, but signing it still carries legal weight. The signer must be someone authorized to act for the entity — a director, officer, manager, or general partner, depending on the entity type.³

Submit the Application and Pay the Fee

Attach the tax clearance letter (Form 05-377) to your completed Form 801 and submit both copies with the fee. The filing fee is $75. Nonprofit corporations are exempt from the fee.¹

You have three ways to submit:

By mail to the Secretary of State at P.O. Box 13697, Austin, TX 78711-3697.
In person. As of January 2026, in-person filings are handled at 400 W. 15th St. in Austin while the James Earl Rudder Building is being renovated. Lobby hours are 8:30 a.m. to 5 p.m.⁴
Online through the SOS Upload system, which lets you submit scanned documents. You need a SOSDirect account. Online services remain available during the renovation.⁴

Credit card payments carry a 2.7 percent convenience fee on top of the filing fee.

Expedited Processing

If you need it faster, the Secretary of State offers Standard Expedited service for an additional $50 per document. Expedited filings are processed ahead of regular submissions, typically within two to three business days.⁵ Same-day and next-day tiers exist for certain filings, but reinstatement applications are not currently eligible for those faster options.

Registered Agent Changes Require a Separate Filing

A common misstep: assuming Form 801 lets you update your registered agent or registered office at the same time. It doesn’t. The Secretary of State’s instructions are explicit that neither the tax filings nor the reinstatement application can be used to change registered agent information.¹

If your agent has changed since the forfeiture, you file Form 401 (Statement of Change of Registered Agent/Office) after reinstatement. The Form 401 fee is $15 for most entities and $5 for nonprofits and cooperative associations.⁶ Because the Secretary of State can terminate an entity for failing to maintain a registered agent, this small follow-up filing is worth doing promptly.⁷

What Reinstatement Actually Restores

When the Secretary of State approves the filing, you get a stamped Certificate of Reinstatement, and the entity reappears as active in the state’s public records. If reinstatement happens within three years of the termination date, the entity is treated as though the termination never happened. The statute calls this being “continued in existence without interruption,” which means contracts, property rights, and other protections stay intact retroactively.⁸

There is one important limit on that retroactivity. It does not erase the personal liability of directors, officers, managers, or agents for anything that happened between the termination date and the reinstatement date.⁸ Anyone who transacted business on behalf of the entity during that gap may still be personally exposed for obligations incurred in that window.

The Three-Year Limit

If more than three years have passed since the forfeiture, the straightforward reinstatement path under Section 11.202 may no longer be available, and additional legal steps could be required. If that describes your situation, talk to an attorney before filing Form 801.

1
Office of the Texas Secretary of State. Form 801 – Instructions for Application for Reinstatement and Request to Set Aside Tax Forfeiture
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Texas Comptroller of Public Accounts. Reinstating or Terminating a Business
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Texas Secretary of State. Form 801 Application for Reinstatement and Request to Set Aside Tax Forfeiture
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Office of the Texas Secretary of State. In-Person Services for the Office of the Texas Secretary of State Relocating Beginning Jan. 12
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Office of the Texas Secretary of State. Introducing Texas Express Expedited Business Filings
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Office of the Texas Secretary of State. Form 401 – Instructions for Change of Registered Agent/Office
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State of Texas. Texas Business Organizations Code BUS ORG 11.251 – Termination of Filing Entity by Secretary of State
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State of Texas. Texas Business Organizations Code BUS ORG 11.253