How to File an LLC in Kansas

As the prospective founder of a small business in Kansas, you have filing issues to consider in addition to everything that comes with running a company. Chief among those filing concerns is figuring out what type of business you want to have.

You could create an S corp or C corp, though that comes with challenges related to shareholders. Setting up as a sole proprietorship is simpler but creates liability challenges. Creating a Kansas LLC is often the best choice when choosing a business entity.

Key Takeaways

• Creating a Kansas LLC is often the best choice for small business owners who are looking for liability protection similar to that of S and C corporations and the flexibility of sole proprietorships.

• Kansas doesn’t require you to reserve your business name before filing for an LLC. You’re allowed to name your business in your business formation documents.

• Kansas doesn’t require business owners to create an LLC operating agreement, but it is still strongly advised.

What Is an LLC Formation?

The Kansas Secretary of State defines a limited liability company (LLC) as a business that combines the flexible management of general partnerships with the liability protection of corporations.[1]

That’s a slightly simplified description of this business structure.

With an LLC, you get almost total autonomy over how you operate your business. You control the management structure and how the company works. By contrast, an S Corp or C Corp business entity requires you to follow several regulations to operate legally.

LLC formation also affords more liability protection than a general partnership or sole proprietor structure. Your assets have protection against most bankruptcy and legal proceedings related to the business.

However, it’s crucial to understand that an LLC doesn’t offer complete liability protection. There are instances when issues with an LLC can place your assets at risk.

Though LLC formation gives you more freedom than corporation formation, you must still follow some rules. These rules include the following:

• Submitting the relevant forms and paying state fees to form your LLC

• Paying sales tax if you sell or lease tangible goods or services

• Using the term “limited liability company,” or one of its abbreviations, in your business name

• Maintaining a resident agent to process legal documents

• Filing annual reports, along with paying an annual filing fee of $55[2]

So, you don’t have complete freedom with the LLC business structure. Still, these regulations are a small price to pay for the combination of control and liability protection you get with an LLC.

Who Should Form an LLC?

Anybody who wishes to limit their liability for business-related issues should consider forming an LLC. For example, a sole proprietor should switch, even without employees. An LLC protects their assets, such as their house, from legal recourse.

Small business owners should also consider an LLC ahead of a corporate structure. As mentioned, LLCs offer more control. This control extends to who can invest in the business and who helps to manage it. Furthermore, you can create an LLC operating agreement to lay out rules for how the LLC works.

Finally, any business owner who wants to limit the possibility of hostile takeovers based on share purchases should choose an LLC. You don’t have to distribute shares under this structure, meaning there’s no chance of somebody buying your business out from under you.

Step-By-Step Guide To Starting Your Kansas LLC

There are no standardized nationwide rules for starting an LLC. Every state has its own requirements, with Kansas being no different.

When creating your LLC in Kansas, you must follow a defined formation process and pay a filing fee to start the business. Our step-by-step approach helps you to get the formation process right the first time.

Step 1: Choose a Business Name for Your LLC

Choosing a name seems like it should be the easiest part of creating a business. However, it’s often one of the most time-consuming parts of forming your LLC.

The reason is that you have to think of an LLC name that works on two levels. The first level is branding and marketing. Your chosen name must resonate with the public while looking good on the marketing materials you create.

Legality is the second level. Your business name can’t be the same as another business operating in Kansas. If it is, you risk confusing your customers and may face legal action for violating another company’s trademark.

Follow this four-stage business naming process to avoid these problems.

Stage 1 — Conduct a Name Search

When you have a business name in mind, the Kansas Business Filing Center is your first port of call. Thankfully, you don’t have to visit a physical location. Instead, you can use an online database to check whether another company uses the name you have in mind.[3]

However, using the database comes with a caveat.

It only allows you to search for an LLC name. That means you can’t search for any names that a company is doing business as (DBA). You also can’t search for fictitious names, trade names, or the names of sole proprietorships.

Those restrictions are crucial because all of these names can carry trademarks. As such, you must research your desired name online and through physical resources to ensure it doesn’t infringe on any trademarked names that don’t appear in the online Kansas directory.

Stage 2 — Register an Online Domain Name

Once you’ve confirmed name availability to the best of your abilities, turn your attention to the internet. Modern businesses need websites that advertise their services and ensure potential customers can research the company.

If you doubt the need for a business website, note that 87% of shoppers begin their research online.[4] The first thing those people will do is look at your business website. They want to confirm that your company exists and provides the product or service they need.

Simply put, you need a website.

But it would be best to have a domain name before building a website. This name is the URL people use to access your website.

There are two ways to check a domain name’s availability:

• Type the domain name into a web browser and see what appears

• Check the name availability with a domain name registrar

The latter is often the best choice because you can buy your domain name from the registrar you use for your search.

As a side note, buying a domain name you want from its owner is often possible. However, doing so can cost a lot of money, especially if it’s a desirable domain name. The amount you’d pay varies depending on the owner, with some owners asking for thousands of dollars to transfer a domain.

Stage 3 — Reserve Your LLC Name

You may not be ready to file your Articles of Organization immediately. If that’s the case, you can reserve your desired name for up to 120 days before you form your LLC.

You must complete the Temporary Reservation of Business Entity Name form to do this.[5] It’s a simple form that asks you to fill out your LLC name, your details, and the form of payment you’ll use. It costs $35 to reserve a business name, and the fee is non-refundable.

You can send the form to the Kansas Secretary of State online at www.sos.ks.gov. Alternatively, mail it to the following address:

Kansas Office of the Secretary of State

Memorial Hall

1st Floor

120 S.W. 10th Avenue

Topeka, KS

66612-1594

Your reserved name becomes free to use if you allow the 120-day reservation to expire. You can apply again to renew the reservation. However, the gap between the end of the reservation period and your new application could allow another company to take the name.

You don’t need to reserve your business name to form your LLC. You can claim the name in your Articles of Organization if you prefer.

Stage 4 — File Trademarks

Trademarks offer legal protection to your business name, trade names, and the identifying marks associated with your business. You don’t have to file trademarks to form an LLC. But failure to get trademarks makes contesting the unauthorized use of your identifying names and marks in court more challenging.

It costs $40 to file a trademark in Kansas.[6] The form asks for details about your business, the mark you wish to trademark, and any associated trademarks you have from the U.S. Patent and Trademark Office.

Again, you can file the form online or by mail, along with a filing fee of $40. With a state-wide trademark in place, you have a legal document you can point to whenever you discover somebody using one of your trademarked identifiers.

Step 2: Fill Out Kansas Articles of Organization

Now that you have a business name, it’s time to file Articles of Organization. The process differs depending on whether you have a domestic or foreign LLC. But in both cases, you submit a form along with a filing fee.

You can submit the form online after creating an account at www.sos.ks.gov. Alternatively, mail the form, along with a check to cover the filing fee, to the following:

Kansas Office of the Secretary of State

Memorial Hall, 1st Floor

120 S.W. 10th Avenue

Topeka, KS

66612-1594

Filing for a Domestic LLC

You have a domestic LLC if you’re a Kansas resident forming a business in the state. You must file the Limited Liability Company Articles of Organization, Kansas, and a filing fee of $165.[7] Note that the Kansas Secretary of State doesn’t accept cash. You must send a check or money order or pay using a credit card.

The form itself is straightforward. It requests the following information:

• Your payment details

• The name of your LLC

• The name, address, and contact details of your resident agent

• A mailing address for your business

• Your company’s tax closing month

• A signature from at least one authorized person that validates the information provided in the form

The Kansas Secretary of State should approve your LLC within three to five business days.

Filing for a Foreign LLC

A foreign LLC is any existing business formed in a different state or country that wants to expand into Kansas. You can only sell goods and services in Kansas with approval from the Kansas Secretary of State. Thus, you must file for a foreign LLC before doing business in the state.

The formation documents you submit are different from those for a domestic LLC.

First, you must provide a Certificate of Good Standing. This certificate comes from your formation state. It confirms the existence of your LLC and lets the Kansas Secretary of State know that you’re in good standing in the state where you currently operate.

The process for getting a Certificate of Good Standing varies between states. You must research your formation state’s process to get one.

Once you have this certificate, you can move on to your Articles of Organization. You must sign and complete the Application for Registration of Foreign Covered Entity form, which you send with state fees between $115 and $165. The amount you pay varies depending on your business entity.[8]

The form generally asks for the same details as the Articles of Organization required for a domestic LLC business formation. However, you must provide additional information about your existing business.

Furthermore, the form offers information about the annual report you must submit to operate in Kansas. This makes it a valuable resource in addition to a required form.

You can submit the form online or via mail using the same process as you would for a domestic LLC.

Step 3: Hire a Kansas Resident Agent

Every LLC that operates in Kansas needs to have a resident agent. In other states, this agent is also called a registered agent. Your agent may be an individual who is a resident of the state or one of several types of business entities.[9]

A registered agent has several vital duties, including the following:

• Receiving and processing legal documents, such as service of process, on your LLC’s behalf

• Maintaining a physical mailing address, which can’t be a mailing service or PO Box

• Keeping regular business hours to ensure they’re always available to receive documents

Kansas allows LLC owners, members, and employees to serve as resident agents for their companies.

Should You Serve as Your Own Resident Agent?

Serving as your own resident agent comes with several benefits. You get to control where sensitive documents go. Plus, you can save a little money to put toward your business.

Still, most small businesses benefit from hiring a resident or registered agent service for the following reasons:

• You get additional privacy with a resident agent service

• You ensure you don’t receive critical legal documents during client meetings

• You leverage their expertise to lower the risk of non-compliance

• You take a lot of time-consuming admin work off your plate

• You have a presence in Kansas as a foreign LLC without having to be in the state physically

• You can keep irregular business hours if they serve your business best

• You have more freedom to travel or take time off

Swyft Filings offers resident agent services to LLCs in Kansas. With fees starting from $99 plus state fees, our professional service ensures privacy and compliance every step of the way. We also give you access to an online dashboard where we upload essential documents as we process them.

Step 4: Create an LLC Operating Agreement

You can create a Kansas LLC operating agreement with your registered agent assigned and specified in your Articles of Organization.

Before going any further, we should point out that Kansas doesn’t require business owners to create a written operating agreement. If that’s the case, why should you create one?

An LLC operating agreement is a legal document that serves as a contract for all LLC members involved in your business entity. The document defines core roles and responsibilities and states ownership percentages. You can also use your LLC operating agreement to add to the liability protection that comes with forming an LLC.

Without an LLC operating agreement, your LLC is closer to a sole proprietorship. As a result, it’s easier for creditors to pursue your assets for business-related debts. The additional liability protection you get with an operating agreement makes them as valuable for single-member LLCs as they are for multi-member LLCs.

An excellent operating agreement should contain the following details

• How you distribute profits and losses among members

• Each LLC member’s ownership percentage

• Details about voting rights

• The duties each LLC member has

• Any specific powers assigned to each member

• Rules for buyouts, selling, or otherwise transferring an ownership stake

LLCs that don’t create operating agreements are beholden to Kansas’s general business rules. While that may not seem like a problem, having to abide by those rules may lead to issues if a dispute arises among LLC members.

Step 5: File for an Employer Identification Number and Business Licenses

You’re almost there with your Kansas LLC. You have a name, filed your Articles of Organization with a consenting resident agent, and have an operating agreement.

But you’re not quite ready to start doing business in Kansas.

Your business needs an Employer Identification Number (EIN). It may also require additional business licenses from the state of Kansas.

How To Get an EIN

An EIN is a unique identification number that is a little like a Social Security number for your business. The Internal Revenue Service (IRS) requires you to have an EIN to make it easier for it to collect employment taxes if your LLC has employees.

Furthermore, the IRS may use your EIN to help when examining your federal tax, income tax, and general tax returns. Finally, many financial institutions require LLCs to have an EIN before they let them open a business bank account or apply for a business credit card.

The good news is that applying for an EIN is free. You can apply online at the IRS website or via mail or fax. In all cases, you must apply using Form SS-4. International applicants can apply over the phone by calling 267-941-1099.[10]

As the owner of your LLC, you are the responsible party who must apply for the EIN. You need to provide a tax identification number, such as an Individual Taxpayer Identification Number (ITIN), as part of the process.

How To Get a Kansas Business License

Kansas doesn’t have a general business license, meaning your Articles of Organization should be enough to get your LLC up and running. However, the Kansas Department of Revenue requires most businesses to lodge a business tax application to collect relevant state taxes.

Beyond this application, your LLC may require one of the following types of business license:

• A sales tax license if you rent or sell tangible goods or services in Kansas

• Licenses related to specific industries, such as food, tobacco, and liquor

• Professional licensing for certain professions, which the Kansas Business Website lists[11]

• Local licenses or permits, which vary depending on your city or county

Let Us Handle Your LLC Paperwork

As an entrepreneur, you already have enough on your plate with your small business. Paperwork shouldn’t be one of the many headaches you have to handle.

That’s where Swyft Filings comes in.

Our LLC formation service handles your filing quickly and easily. We’ve helped over 250,000 companies with online filing and business formation since 2015. Now, we’re ready to deliver our brand of personalized service to your Kansas LLC.

It’s easy to get started. Contact the Swyft Filings team today to tell us about your business so we can begin filing your paperwork.

FAQs

How much does it cost to set up an LLC in Kansas?

It costs between $115 and $165 to file Articles of Organization for a Kansas LLC. You may face additional fees for name reservation, buying a domain, and applying for other business licenses.

How is an LLC taxed in Kansas?

As a pass-through entity, your Kansas LLC doesn’t pay federal taxes directly. Instead, the LLC’s profits and debts get passed to its members, who pay income taxes at the state and federal rates.

What are the benefits of a Kansas LLC?

Having a Kansas LLC gives you more freedom in how you run your business. It also offers a measure of personal liability protection.

How do you dissolve an LLC in Kansas?

You can dissolve your LLC using the Kansas Secretary of State website or by completing the General Partnership/Limited Liability Partnership Statement of Dissolution form.[12], [13] You have to pay a $35 fee if you use the paper form to dissolve your business.

Bibliography

1. State of Kansas Office of the Secretary of State. “Limited Liability Company.” Accessed January 25, 2023.

2. State of Kansas Office of the Secretary of State. “Limited Liability Company or Series Limited Liability Company Annual Report.” Accessed January 25, 2023.

3. State of Kansas Office of the Secretary of State. “Kansas Business Filing Center.” Accessed January 25, 2023.

4. Retail Dive. “87% of shoppers now begin product searches online.” Accessed January 25, 2023.

5. State of Kansas Office of the Secretary of State. “Temporary Reservation of Business Entity Name.” Accessed January 25, 2023.

6. State of Kansas Office of the Secretary of State. “Trademark Application Instructions.” Accessed January 25, 2023.

7. State of Kansas Office of the Secretary of State. “Limited Liability Company, Articles of Organization, Kansas.” Accessed January 25, 2023.

8. State of Kansas Office of the Secretary of State. “Application for Registration of Foreign Covered Entity.” Accessed January 25, 2023.

9. State of Kansas Office of the Secretary of State. “Resident Agent and/or Registered Office Amendment.” Accessed January 25, 2023.

10. Internal Revenue Service. “Application for Employer Identification Number.” Accessed January 25, 2023.

11. Kansas Business Website. “Research Licenses and Permits.” Accessed January 25, 2023.

12. State of Kansas Office of the Secretary of State. “Dissolution, Cancellation or Withdrawal of a Business Entity Amendment.” Accessed January 25, 2023.

13. State of Kansas Office of the Secretary of State. “General Partnership/Limited Liability Partnership Statement of Dissolution.” Accessed January 25, 2023.