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Texas Department of Insurance
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Domestic Companies

The Company Licensing and Registration office is responsible for incorporating and licensing Texas domestic insurance companies. For information about HMOs, please visit our HMO page.

Incorporation and Licensing of Texas Domestic Insurers

Transactions

Resources

Add/Delete Lines of Business

Attorney-for-Service

This is only required for domestic insurers moving books and records out of state or proposing to redomesticate out of state.

  • UCAA Form 12 (Uniform Consent to Service of Process) - Click on the Corporate Amendment App tab, and scroll to Form 12

By-Laws

File amended By-Laws with the Company Licensing and Registration Office when changes occur to By-laws for the domestic companies listed below. Include the full text of the By-Laws (including amendments), certified by the corporate secretary. No fees are required, except for Health Maintenance Organizations.

  • County Mutuals
  • Fraternal Benefit Societies
  • Health Maintenance Organizations ($50 Fee)
  • Joint Underwriting Associations
  • Local Mutual Aid Companies
  • Local Mutual Burial Companies
  • Multiple Employer Welfare Arrangements
  • Workers’ Compensation Self Insurance Groups

Capital/Shares Certificate

Requires filing of Board of Director's resolution setting forth the total number of shares issued and total consideration received for those shares. Submit the resolution no later than 90 days after the date of the issuance of shares. This does not require a charter amendment filing or fee.

Corporate Amendments 

Amended/Restated Articles

  • UCAA Corporate Amendment Application - Click on the Corporate Amendment App tab and scroll to Forms 1C and 2C
  • Life and Health companies - submit a board and shareholders resolution passing the amendment

Name Changes

  • FIN300 (Name Application form)
  • UCAA Corporate Amendments Application - Click on the Corporate Amendment App tab and scroll to Forms 1C and 2C
  • Life and Health companies - submit a board and shareholders resolution passing the amendment
  • Life and Health companies must submit a policy endorsement to the Life and Health Division via SERFF

Home Office Changes

  • UCAA Corporate Amendments Application - Click on the Corporate Amendment tab and scroll to Form 14
  • Life and Health companies - submit a board and shareholders resolution passing the amendment
Changes to authorized shares and/or par value
For internally funded capital increases/decreases of authorized shares; changes in Par Value, submit the following:
  • Cover letter explaining transaction
  • FIN332 (Capital changes form)
  • Amended or restated articles
  • Board and shareholders resolution passing amendment

For externally funded capital increases/decreases of authorized shares; changes in Par Value, submit the following:

  • Cover letter explaining transaction
  • FIN332 (Capital changes form)
  • Amended or restated articles
  • Board and shareholders resolution passing amendment
  • Bank affidavit - an amendment to increase the capital must be accompanied by an affidavit, with the notarized signature of a bank officer where the funds are on deposit, as well as a copy of the deposit slip or certificate of deposit, stating:
    • That the funds on deposit in the bank are the bona fide, unconditional and unencumbered property of the company insofar as the bank is concerned; and
    • That the bank has no knowledge of any claim against such funds by any person or organization other than the insurance company.

Merger Involving at Least One Texas Insurer

  • FIN341 (Merger Checklist)
  • Life and Health companies must submit a policy endorsement to the Life and Health Division via SERFF

Officers and Directors

Domestic insurers are required to submit Biographical Affidavits and fingerprint receipts for all directors and only the following officers: CEO, President, Executive Director, Secretary, Treasurer, CFO/Controller, COO and Medical Director (if applicable). We DO NOT require biographical affidavits for Vice Presidents or Assistant-officers. Documentation must be submitted with Admissions application, and when changes occur.

  • FIN353 (Biographical Affidavit and Fingerprint Requirements for Texas-Domestic Insurers)
  • UCAA Form 11 (Biographical Affidavit) - Click on the Primary App tab and scroll to Form 11
  • FIN324 (Biographical Affidavit Update)
  • FIN306 (Officers and Directors Page)

Disciplinary Actions Taken in Other States

Texas Insurance Code Sec 81.003(b) requires delivery of a copy of any applicable order or judgment to the commissioner not later than the 30th day, to clrfilings@tdi.texas.gov 

Redomestication from Another State to Texas

Resume Writing Lines

  • FIN350 (Checklist for companies re-entering the Texas insurance market)

Total and Partial Assumption Reinsurance Agreements

  • FIN345 (Checklist for Total and Partial Assumption Reinsurance Agreements involving at least one Texas Domestic Insurance Company)
  • Life and Health companies must submit a policy endorsement to the Life and Health Division via SERFF

Voluntary Dissolution

  • UCAA Form 16a (Statement of Voluntary Dissolution form) - Click on the Corporate Amendment App tab and scroll to Form 16a
  • FIN351 (Voluntary Dissolution Checklist)

Withdrawal Guidelines

  • FIN349 (Withdrawal Guidelines)

Send Filing to the Company Licensing and Registration Office

Send your filing to Company Licensing and Registration via email at CLRFilings@tdi.texas.gov 

Request Certificates of Compliance

Request Certificates of Compliance by submitting FIN321 to CLRRequests@tdi.texas.gov.

Other Transactions for Texas Domestic Insurers Handled by TDI's Financial Analysis Section

The following transactions are handled by the Financial Analysis Section. Direct all inquiries and submit filings to FATransactions@tdi.texas.gov. Failure to do so will result in delays.

  • Moving Books and Records out of Texas (TIC 804.102)
  • Form A (acquisitions)
  • Form B (registration statement)
  • Form C (summary of material changes to registration statement)
  • Form D (prior notice of a transaction)
  • Form E (notice of ordinary and extraordinary dividends and other distributions)
  • Form F (enterprise risk report)

You may wish to refer to the Holding Company web page.

For more information, contact: CompanyLicense@tdi.texas.gov

Last updated: 1/12/2023