How to Complete and Submit Texas Form 3401: Bond, Fees, and Renewal

To make sales calls from Texas or to Texas consumers, a business files the Telephone Solicitation Registration Statement, Texas Form 3401, with the Secretary of State before any calls go out. The filing costs $200, must be accompanied by a $10,000 security deposit, and is mailed to the Registrations Unit in Austin. A separate registration is required for each location that places calls, and each certificate is valid for one year.¹²

Who Has to Register

Texas Business and Commerce Code Section 302.101 prohibits a “seller” from making a telephone solicitation from a Texas location, or to a purchaser located in Texas, without a valid registration certificate for the specific business location where the calls originate.² A seller is any person soliciting on their own behalf, whether a sole proprietor, corporation, LLC, or partnership.

Each physical calling site needs its own certificate. One Form 3401 covers one location. Three call floors means three registrations, three $200 filing fees, and three security deposits.

Recent legislation (SB 140) brought commercial text messages under Chapter 302, so businesses sending commercial texts without prior consumer consent now fall under the same registration requirements. A business that only sends text messages with the consumer’s prior consent does not have to register.³

What to Pull Together Before You Start

Form 3401 asks for detailed information about the entity, its people, and its operations. Gather everything first so you’re not chasing paperwork mid-application:

Organizational documents. Corporations attach articles of incorporation and bylaws. Partnerships attach the partnership agreement. LLCs attach articles of organization and regulations (operating agreement).¹
Personal information for every principal and manager: full legal name, title, home address, date of birth, and driver’s license number with issuing state. This covers officers, directors, trustees, partners, sole proprietors, owners, and anyone with management responsibility.
Criminal and civil history for those same people. Any felony or misdemeanor conviction, or no-contest plea, involving fraud, theft, embezzlement, or a Chapter 302 violation must be disclosed.
Parent and affiliate details for any related entity that will do business with your purchasers or accept responsibility for your sales statements: name, business form, place of organization, and governing documents.
The $10,000 security deposit in the form of a surety bond, certificate of deposit, or letter of credit. The bond form is separate Form 3403.⁴
A Texas-based agent for service of process, plus the completed “Appointment of the Secretary of State as Agent of Service” (Form 3402), which you return with the registration.

Filling Out Form 3401

The form uses numbered questions rather than lettered articles. Each targets a specific piece of information.¹

Business Identity

Questions 1 through 5 establish who is registering. Give the seller’s legal name, any trade name or DBA, the business form (individual, sole proprietorship, corporation, partnership, joint venture, LLC, or other) and place of organization, and attach the governing documents. If you operate under an assumed name, list the county or location where the assumed name is registered.

Affiliated Organizations

Questions 6 and 7 cover parent and affiliated entities that will transact business with your purchasers or vouch for your sales representations. List each one with its business form, place of organization, and governing documents. If none apply, say so on the form rather than leaving it blank.

Locations and Phone Numbers

Questions 8 through 10 tie the registration to a physical site. Provide every operating address, designate the principal business location, and identify the main in-state location if the principal address is outside Texas. Then list every phone number the seller will use to solicit and the physical address where each phone is located. This is what links the certificate to a specific site, so precision matters.

People and Disclosures

Question 11 requires an attached list of every officer, director, trustee, partner, sole proprietor, owner, and person with management duties, including home address, date of birth, and driver’s license number and state. Question 12 does the same for the person in charge at each Texas location, linking each manager to their site.

Question 13 requires disclosure under Section 302.152 of any criminal or civil history involving fraud, theft, embezzlement, or a Chapter 302 violation for anyone listed in Questions 11 or 12. The registration is public information, and a false filing carries its own penalties.⁵

Agent for Service of Process

Question 15 asks for a Texas-based agent authorized to receive service of process, in addition to the Secretary of State. Complete and include the separate Form 3402 appointment so the state always has a way to deliver legal papers if your named agent is unavailable.

Verification

Every principal must verify the registration statement.⁵ A “principal” is an owner, executive officer of a corporation, general partner, sole proprietor, trustee, or anyone in a comparable supervisory role. Three principals means three verifications. Each verification must specify the date and place where it was signed.

The $10,000 Security Deposit

Every registration must be accompanied by a $10,000 security deposit that protects consumers harmed by the seller’s practices. Three options satisfy the requirement:⁴

A $10,000 surety bond submitted on Form 3403 through a licensed surety company. This is the most common option.
A $10,000 certificate of deposit issued by a financial institution and assigned to the Secretary of State.
An irrevocable $10,000 letter of credit from a financial institution.

The deposit must accompany the registration statement in the mailing. A Form 3401 that arrives without it will not be processed.

Where to Send It and What It Costs

Mail the completed Form 3401, the $200 filing fee, the $10,000 security deposit, the Form 3402 agent appointment, and every required attachment to:¹

Secretary of State
Registrations Unit
P.O. Box 13193
Austin, TX 78711-3193

The $200 fee applies per registration, so multi-location sellers pay $200 for each site.³ There is no electronic filing option; the submission has to go by mail. Make checks payable to the Secretary of State. Once processed, the Secretary of State issues a certificate valid for one year from the effective date.

What You Owe the State After You’re Registered

The certificate is not the finish line. Texas imposes ongoing reporting obligations that are easy to miss.

Quarterly Update Addenda

Every quarter, measured from the effective date of your registration rather than the calendar year, file an update addendum listing every salesperson who solicited on your behalf during the period. A copy of the Employer’s Quarterly Report filed with the Texas Workforce Commission is accepted as a substitute.¹

Material Changes

Between quarters, any significant change (a new principal, a new business location, a change in the agent for service of process) requires a prompt update addendum. Waiting for the next quarterly filing is not an option.

Annual Renewal

The certificate expires after one year. File a renewal registration statement before the expiration date with updated information and a new filing fee to keep operating legally.³

Penalties for Skipping Registration

Soliciting by phone without a valid certificate is a Class A misdemeanor in Texas, punishable by up to one year in county jail and a fine of up to $4,000. Consumers can bring private civil actions with statutory damages of up to $1,500 per violation, and willful violations can trigger treble damages. The Texas Attorney General can seek $5,000 per violation in a state enforcement action.

Liability stacks. A consumer’s recovery does not cap what other consumers can pursue against the same seller, so repeat violations compound rather than settle out at a fixed ceiling. Every filing is public record, which means competitors, regulators, and consumers can check whether a seller is registered and identify those who are not.⁵

1
Texas Secretary of State. Telephone Solicitation Registration Statement Form 3401
2
State of Texas. Texas Business and Commerce Code Section 302.101 – Registration Certificate Required
3
Office of the Texas Secretary of State. Telephone Solicitation Registration
4
Texas Secretary of State. Telephone Solicitation Bond Form 3403
5
State of Texas. Texas Business and Commerce Code Section 302.102 – Filing of Registration Statement Public Information