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Form a corporation in Kansas.

$49 + State Fee & 1st Year FREE Registered Agent

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Choosing a Corporation Name

Your Kansas corporation’s name must be distinguishable from any other registered or reserved Kansas business entity on file with the Kansas Secretary of State. Besides being unique, the name (unless it’s a bank) must contain the word “association,” “church,” “college,” “company,” “corporation,” “club,” “foundation,” “fund,” “incorporated,” “institute,” “limited,” “society,” “syndicate,” or “union,” or one of the abbreviations “Co.,” “Corp.,” “Inc.,” or “Ltd.” An equivalent word or abbreviation in another language may be used as long as it is written in Roman characters.

The name also is not allowed to include language that states or implies that the corporation is organized for a purpose other than one permitted by state law and its articles of incorporation.

You can reserve an available corporate name for 120 days for $20 using a paper name reservation request, or do it online for $27.

Articles of Incorporation

Kansas state law requires that new corporations file articles of incorporation with the Kansas Secretary of State, which also requires a $90 filing fee ($84 if done online). These articles must meet the requirements of the Kansas General Corporation Code, which is in Chapter 17 of the Kansas Statutes, Articles 60-75.

The State of Kansas allows corporations to be formed for any lawful business activity. However, the nature of the corporation’s business or its purpose-or a general statement that the corporation may engage in any lawful act-must be included in the articles of incorporation.

At least one person (usually an initial director or officer) must sign the articles as incorporator. The incorporator’s primary duty is to deliver the articles of incorporation to the Kansas Secretary of State.

The articles must list the name and address of all incorporators, the names and addresses of the initial directors (if the powers of the incorporators will end after the articles are filed), and the classes-as well as par value and number of shares of each class-that the corporation is authorized to issue.

You can authorize shares with a stated par value or without par value; the most common practice is to issue shares without par value. The filing fee is not based on the number of authorized shares, so you can authorize as many as desired. Most incorporators authorize common shares with equal voting, dividend, and liquidation rights, and no special restrictions.

It’s also allowable to include other optional provisions into the articles of incorporation for those who want to formalize additional criteria, such as:

  • Limitation of director liability to the corporation or its shareholders in certain situations
  • Regulation of the powers of the corporation, as well as its board of directors and shareholders
  • Personal shareholder liability for corporate debts in certain situations
  • Preemptive shareholder rights
  • A time limit on the corporation’s existence
  • The manner of adoption, alteration, or repeal of bylaws

Registered Agent and Office

The articles of incorporation should also include the name and address of your corporation’s initial registered agent-the person you designate to receive official legal and administrative correspondence on behalf of your corporation. The registered agent must be either an individual who lives in Kansas and whose business office is the same as the registered office, or a domestic corporation with a business office that is the same as the registered office.

Bylaws

Corporations should keep a copy of their bylaws at their principal executive office, but they are not required to file those bylaws with the state. At the new corporation’s initial meeting, the incorporators or board of directors should adopt corporate bylaws and then keep them updated as time goes on. Bylaws are a critically important document describing the corporation’s basic managerial and legal operating principles regarding such issues as:

  • Shareholders’ and directors’ meetings
  • The authority, number, and tenure of directors in the board of directors
  • Voting procedures
  • The duties, responsibilities, and tenure of officers
  • How stock is issued
  • How and when annual financial information is provided to shareholders

Officers of the new corporation can either be listed in the bylaws or elected by the board in compliance with those bylaws. The right to adopt, amend, or repeal bylaws is vested in the board, subject to the articles of incorporation and the stockholders.

Directors

Directors are generally elected at each annual shareholder meeting to hold office until the next annual meeting. The bylaws may prescribe additional qualifications for directors that are consistent with the articles of incorporation.

Corporate officers can either be listed in the bylaws or elected by the board in compliance with those bylaws. Officers may appoint other officers as needed for the operation of the corporation, in accordance with the bylaws. There must be one officer who is responsible for preparing and maintaining records of the proceedings of director and shareholder meetings.

Any number of offices may be held by the same person unless the articles or bylaws state otherwise.

Requiment Reports

Each Kansas corporation must file a report with the Kansas Secretary of State’s office every year every year when it files its state income tax return. The annual report must include:

  • The corporation’s name
  • The location of its principal office
  • The nature and type of business in which the corporation is engaged
  • The addresses of stockholders who own at least five percent of the corporation’s capital stock
  • The number of shares of (and amount paid up in) capital stock
  • The names and addresses of the president, secretary, treasurer, and members of the board of directors
  • Information about agricultural land held by the corporation

Taxes

The corporate tax rate for Kansas varies based on taxable net income. Kansas does, however, impose an annual franchise tax and a corporate income tax, plus a surtax on corporate taxable income over $50,000.

Learn more about incorporating in Kansas

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silver

$49

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The Basics To Get You Started Preliminary company name clearance and filing of Articles of Organization.

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Gold

$149

+ $80 (state fee)

everything from silver+

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EIN / Tax ID Number Providing an EIN is required to open a
business bank account and is required to
file business tax returns.

Personalized Operating Agreement Includes most common provisions to protect members from liability

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Platinum

$299

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everything from
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Expedited Filing Expedited processing speeds the turn- around time for your order.

Customized LLC Kit Personalized slip binder and embossed seal with your company name and date of fomation.

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Commonly Asked Questions For Starting a Kansas Corporation

How is a Corporation Taxed?
Unlike many other business entities in which the profits pass through to the owners' personal tax return (e.g. LLCs, S Corporations, etc.), the C Corporation is a completely separate taxable entity. The C Corporation pays federal taxes on the net profits (after all expenses, including salaries and bonuses) of the business by filing the 1120 form with the IRS. The after tax profits can be paid out to the owners (shareholders) in the form of dividends, or retained for reinvestment of the business. The first $50,000 of net income is only federally taxed at 15% rate, and the next $25,000 is taxed at a 25% rate. Different states have different rules on how they tax corporations.
What is the Management Structure of an Corporation?
An LLC is typically managed by its members/owners (referred to as member-managed). In that respect an LLC is unlike a corporation, which has a much more rigid and defined management structure, including directors and officers. All owners of the LLC are typically referred to as members, and they can have control and voting interest proportional to their ownership interest, or in proportions different from their ownership interest; however the members agree.
Are Non-U.S. Residents Allowed to Own a Corporation or LLC?
There are no citizenship or residence requirements for ownership of a C Corporation or an LLC. The S Corporation however does not allow nonresident aliens to be shareholders (owner), but any US citizen or resident alien may be a shareholder (owner). You would, of course, require an in state street address for the state to forward official legal and tax correspondence including service of process, known as the registered agent address, but neither residency nor citizenship is required for ownership of a C Corporation or an LLC.
Can I form an Corporation with just one member?
There was a time when almost every state required the LLC to have two or more members, but that is no longer the case. This important change came in response to revised IRS regulations that clearly permitted single-member LLCs. As a result, in most states, if you plan to be the sole owner of a business and you wish to limit your personal liability, you can choose between forming a corporation or an LLC.
What is an Operating Agreement?
The operating agreement is akin to a partnership agreement for a General Partnership or Limited Liability Partnership (LLP). It is an internal contract amongst the members/owners of the LLC, and it lays out such things as ownership interest, member responsibilities, accounting method, adding or removing members, terms for concluding the LLC, etc. It is generally not required by a given state for forming an LLC (with the exception of New York), although it is certainly recommended. When dealing with private companies for financing issues (loans, mortgages, etc.) it may be required by that company. A customizable operating agreement is included with the LLC/Corp Kit.
Can another business entity be a member of an Corporation?

In the majority of states, The members of an LLC can be individuals, corporations, or other LLCs. These members of the LLC can be out of state residents or even foreign nationals. Furthermore there is no limit to the amount of members that an LLC can have.

The flexibility of an LLC in contrast to an S Corporation is stark considering the S corporations are limited to 75 shareholders who must either be United States citizens or Lawful Permanent Residents.

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