How does a foreign-owned company register for a Texas sales tax permit when its officers have no Social Security number?

Why the online route closes

The statute leaves the content of the application to the Comptroller. Tax Code section 151.202(b) requires an application on a form the Comptroller prescribes, stating the name under which the applicant does business and the address of each place of business, containing "any other information required by the comptroller," and signed by an executive officer or other authorized person of a corporation, or by a member or partner of an association or partnership. An application filed electronically satisfies the signature requirement (section 151.202(c)).

The Comptroller has used that latitude to require Social Security numbers for the people behind an entity. The permit page lists, among the documents needed for the online application, the Social Security number "for each officer or director of a corporation," and under Applicant Qualifications it states that a sole owner, partner, officer or director who does not have a Social Security number cannot use the online application and is to apply on Form AP-201 by email or fax. The instructions to the paper form say the same thing at the field level: Item 9 calls for the Social Security number of all general partners, principal members or officers, managing directors, managers or trustees, and the FEIN where a general partner is itself an entity (Form AP-220, Instructions for Completing Texas Sales and Use Tax Permit Application). The privacy notice on both the page and the form cites 42 U.S.C. section 405(c)(2)(C)(i), along with two Government Code sections. That federal provision, section 205(c)(2)(C)(i) of the Social Security Act, states a policy that a state may use Social Security numbers in administering its tax laws and may require affected individuals to furnish the numbers assigned to them. It authorizes the request; it does not give a number to a director who has never been issued one.

The published guidance is not fully consistent. The eSystems help text for the online application's management screen, which collects each owner, officer or partner of a corporation or LLC, includes a National ID field with the instruction that a person without an SSN and a U.S. driver license number enter a government-issued national identification, passport or national insurance number. The permit page's instruction is categorical, and the help text does not say the online application will accept a management entry without an SSN. Until the Comptroller reconciles the two, the paper application is the route the agency has told foreign-officer applicants to use.

What the paper application asks about the people behind the company

The entity section of Form AP-201 asks for the legal name, the FEIN (with a box to check if the entity has none), any existing Texas taxpayer number, the home state or country and date of formation, the home registration number, and the Texas Secretary of State file number for a non-Texas entity registered in Texas (Items 2 through 7). Item 9 then lists each general partner, officer or managing member with name, phone, home address, Social Security number, FEIN, county (or country, for a person outside the United States), position held and percentage of ownership. The signature block asks each signer's name and title, driver license number and state, and whether the signer is at least 18 (Item 55).

Three points follow for an officer with no SSN.

First, the form contemplates foreign addresses and foreign residence: the country field in Item 9 and the mailing-address instructions for an address outside the United States (Form AP-220, Item 15) show that a foreign officer is an expected applicant, not an exception.

Second, the form names no substitute for the SSN field. For a sole proprietor, the instructions state that an applicant without an SSN is not to enter a temporary or other number the IRS has assigned for filing federal income taxes (Form AP-220, Item 11), and Item 11 of the form carries a box to check when the owner has no SSN. Item 9 has no such box and the instructions for it say nothing about substitutes. An Individual Taxpayer Identification Number is not a general fallback in any event: the IRS issues one only to a person who has a federal tax purpose and is not eligible for an SSN, and "for federal tax purposes only" (IRS, Individual Taxpayer Identification Number). A foreign director with no U.S. filing obligation of his or her own may have no basis to obtain one. How the Comptroller processes an Item 9 entry with the SSN field blank is agency practice that the Comptroller has not published.

Third, the people listed matter beyond the application. A person who collects tax holds it in trust for the state, and an individual who controls or supervises the collection of the tax, or the accounting for and paying over of it, and who willfully fails to pay it over is liable as a responsible individual (Tax Code section 111.016(a), (b)). An officer, manager or director who takes part in a fraudulent scheme to evade tax is personally liable for the tax, penalty and interest (Tax Code section 111.0611(a)). The officer list on the permit application gives the Comptroller its first record of who those individuals may be, whether or not they live in the United States.

Putting the registrations in order

A foreign-owned company entering Texas usually deals with four registrations, and the order in which they are made affects how smoothly the permit issues.

The federal employer identification number. The IRS will not issue an EIN online when the responsible party has no valid SSN, ITIN or EIN, or when the applicant has no legal residence, principal place of business or principal office in the United States. An international applicant applies by telephone, fax or mail, and enters "foreign" or N/A on line 7b if the responsible party does not have and is ineligible to obtain an SSN or ITIN (IRS, Instructions for Form SS-4 (Rev. December 2025)). The Comptroller does not require the EIN before a permit application: its permit FAQ states that an application may be submitted without a federal identification number, and Form AP-201 has a box for an applicant without one (Item 4). Applying with the EIN in hand avoids a later update to the Comptroller's records.

Secretary of State registration. A foreign corporation, LLC or other entity that would file a certificate of formation if formed in Texas must register with the Secretary of State to transact business here (Bus. Orgs. Code section 9.001(a)). The application states the entity's name, type, jurisdiction and date of formation, the date it began or will begin to transact business in Texas, its principal office, its registered office and registered agent, and "the name and address of each of the entity's governing persons" (Bus. Orgs. Code section 9.004(b)). No Social Security number is asked. The Secretary of State's instructions to Form 301 (foreign for-profit corporation) and Form 304 (foreign LLC) set a filing fee of $750 and say that an entity whose FEIN has not yet been issued notes that on the form. The registered agent must be a Texas resident individual or an organization registered or authorized to do business in Texas, and it cannot be the entity itself (Bus. Orgs. Code section 5.201(b); Form 304 instructions). An entity that has transacted business for more than 90 days without registering faces a late filing fee (Bus. Orgs. Code section 9.054), which the instructions set at the amount of the registration fee for each year or part of a year of delinquency. An unregistered foreign filing entity cannot maintain a suit in a Texas court on a claim arising from its Texas business and is liable for a civil penalty equal to the fees and taxes it would have owed had it registered when first required (Bus. Orgs. Code sections 9.051(b), 9.052(a)). A company that forms a Texas entity instead files a certificate of formation that names its organizer and, for an LLC, its initial managers or members, by name and address (Bus. Orgs. Code sections 3.005(a)(7), 3.010). Either way, the Secretary of State file number then goes into Item 7 of the permit application.

The sales and use tax permit. Form AP-201 goes to the Comptroller by mail, email or fax. The form warns that a signer who sends it by unencrypted email or fax assumes the risk of disclosing personal information that way, and notes that mail and the online system are the more secure channels. The Comptroller's published estimate is about four weeks from receipt of a complete, signed paper application, against two to three weeks for the online application, and the form states that incomplete applications delay the process. The application asks for the date the business will begin making sales (Item 47); after approval, the Comptroller notifies the permit holder by letter whether it files monthly or quarterly.

The franchise tax account. For entities registered with the Secretary of State, the Comptroller sets up the franchise tax account from the Secretary of State's information, and a newly registered Texas or non-Texas corporation or LLC completes the online Franchise Tax Accountability Questionnaire, which sets the tax responsibility beginning date and the first report due date for a non-Texas entity. Other entities complete a paper questionnaire; Form AP-114, Texas Nexus Questionnaire, asks for the entity's FEIN, formation details, Texas permits and the earliest date of Texas physical presence, and for partnerships lists owners by FEIN, with no field for an individual's SSN. Each year a corporation or LLC subject to the franchise tax files a Public Information Report listing the name, title and mailing address of each officer and director (Tax Code section 171.203(a)(3)), and the Comptroller's guidance states that failure to file it can lead to forfeiture of the right to transact business even when no tax is due.

A remote seller with no Texas place of business uses the same Form AP-201 to obtain a use tax permit once its total Texas revenue for the preceding twelve calendar months passes the rule's $500,000 safe harbor, on the schedule the rule sets (34 Tex. Admin. Code section 3.286(b)(2)). A foreign taxable entity that holds a Texas use tax permit is presumed to have franchise tax nexus (34 Tex. Admin. Code section 3.586(e)), so the permit application has franchise tax consequences for a company that has no other Texas footprint.

Security, timing and selling before the permit arrives

Texas permits are free, but every applicant must file "adequate security" for the payment of the tax unless exempted (Tax Code section 151.251(a)). The security may be a cash bond, a surety bond, a certificate of deposit or other security the Comptroller accepts; the Comptroller fixes the amount by reference to the tax expected to become due, and the maximum is the greater of $100,000 or four times the average monthly tax liability (Tax Code section 151.253). The Comptroller's rule lists personal guarantees and corporate stocks and bonds as unacceptable security (34 Tex. Admin. Code section 3.327(e)(2)). The Comptroller may issue a temporary permit while the applicant arranges the security (Tax Code section 151.252), and a person who has complied with the conditions of its security for two consecutive years, in the Comptroller's judgment, is entitled on request to its release (Tax Code section 151.254(a)). The Comptroller has not published the criteria it applies to new applicants, and the permit FAQ says only that a bond may be required and that a field office handles it. An applicant with no Texas filing history gives the Comptroller no payment record to weigh, so a security request is a reasonable planning assumption.

The permit is not a formality to be cleared after sales begin. A person or corporate officer commits a misdemeanor if the person or corporation engages in business as a retailer in Texas without a required permit, and each day of operating without a permit is a separate offense (Tax Code section 151.708(a), (f)). The tax itself is imposed on each sale whether or not a permit has issued (Tax Code section 151.051(a)), and where no report has been filed for a tax, the four-year assessment limitation does not run (Tax Code sections 111.201, 111.205(a)(2)). For a foreign-owned company, the practical effect is that the paper application has to be filed far enough ahead of the first Texas sale to absorb the processing time and any security request.

An example: a mixed board

A manufacturer organized abroad forms a Delaware corporation to sell its products from a leased location in a Texas city. The subsidiary's two directors, who are also its president and treasurer, live abroad and have no SSN or ITIN. Its general manager, a Texas resident with an SSN, is its secretary.

The subsidiary, which has a U.S. place of business, obtains its EIN by fax or mail. The SS-4 instructions define the responsible party as the individual who ultimately owns or controls the entity or exercises ultimate effective control over it, so the general manager is not the responsible party merely because he has an SSN; with a director abroad in that role, line 7b reads "foreign." It registers with the Secretary of State on Form 301, naming both directors as governing persons with business addresses and appointing a commercial registered agent. It then files Form AP-201, listing all three officers in Item 9. The general manager's SSN goes in his row; the directors' rows carry their foreign home addresses and countries, positions and ownership (none, since the parent owns the stock), with the SSN field left blank. Because a corporation's application may be signed by an executive officer or other person the corporation authorizes (Tax Code section 151.202(b)(5)), the general manager signs as secretary, and the directors abroad need not sign.

Two readings of the permit page are possible for this company. On one, the online system is closed because two listed officers lack SSNs. On the other, the company could list only the officer who has one. The second reading conflicts with the form's instruction to list all general partners, officers and managing members, and with the purpose the list serves in identifying the individuals who may answer for the tax. The sound course is the paper application with every officer listed.

Practice notes

The order that avoids rework is the EIN first, then Secretary of State registration, then the permit application with the file number and EIN filled in, then the franchise tax questionnaire when the Comptroller's letter arrives. Every officer and director belongs in Item 9 of Form AP-201, whether or not the person has an SSN, with the country and home address completed and the SSN field left blank, since the paper form names no substitute for it. Where no officer is in the United States, a written power of attorney for a U.S. representative avoids sending the form abroad for signature. Mail is the channel the Comptroller itself describes as more secure than email or fax for a form carrying identifying information. Because selling without the permit is an offense, the paper application's processing time and any security request belong on the launch calendar ahead of the first Texas sale. The officer list on the permit application, the governing persons on the Secretary of State filing and the officers on the Public Information Report describe the same people for different agencies, and keeping them consistent avoids questions in an audit or a responsible individual inquiry. G&G State Tax Group provides Texas registration planning and permit application support for foreign-owned companies alongside its state and local tax practice.