Sponsored by:
National Corporate Services, Inc.
2 Club Centre Court
Suite 5
Edwardsville, IL 62025
www.ncservices.com
Phone: (618) 656-3791
Toll Free: (866) 416-6274
Fax: (618) 656-3795
Premier Corporate Services, Inc.
200 West Adams Street
Chicago, IL 60606
www.premiercorp.com
Phone: (312) 346-3606
Toll Free: (800) 934-2556
Fax: (312) 346-3607
US CorpWorks, Inc.
1638 Pennsylvania Street
Denver, CO 80203
www.uscorpworks.com
Phone: (303) 393-8800
Toll Free: (888) 967-5799
Fax: (303) 393-8900
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Secretary of State
Status Search
Forms
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| Fax File: |
UCC: Yes
Corporate: Yes; except annual reports |
| E File: |
UCC: Yes (with subscription of Access Kansas)
Corporate: Yes (annual reports) |
| Expedited Services: |
UCC: Expedited service is built into fax filing; $20 expedited service fee
Corporate: Expedited service is built into fax filing; $20 expedited service fee |
| Name Reservations: |
Yes (120 days) |
| Preclearance: |
For mergers only |
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| Advantages of Choosing NRAI as Your Registered Agent (Kansas) |
| Apostilles and Authentications (Kansas) |
| Contact Information Kansas Secretary of State |
| Domestic Corporate Dissolution Summary (Kansas) |
| Domestic Corporation Summary (Kansas) |
| Electronic Filing (Kansas) |
| Foreign Qualification Summary (Kansas) |
| Franchise Tax Laws (Kansas) |
| LLC - Formation Summary (Kansas) |
| Recommended Service Companies (Kansas) |
| UCC Filings (Kansas) |
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Advantages of Choosing NRAI as Your Registered Agent (Kansas)
NRAI offers the most comprehensive suite of registered agent and entity management services available anywhere. Services are available in all 50 states, the District of Columbia and in most International Jurisdictions and include:
Comprehensive Nationwide and International Registered Agent Network
Registered Agent and Registered Office in all locations
Telephone and e-mail notification of Service of Process
Free delivery of all Service of Process via express courier
Computerized tracking of Service of Process
Forwarding of all official communications received including tax forms
Customized electronic tax calendar
Full access to NRAI Document Library and website tools
Convenient annual invoicing for all company groups, resulting in one common renewal month selected by the client
Representation as agent under contract such as loan agreements, etc.
Nominee Officer and Director and Holding company services
Special representation under specific statutes such as insurance, banking, broker dealer, real estate, etc.
Special Purpose Entity Services such as Independent Director/Member/Trustee
Annual Report filings services (ARMS)
Electronic annual report filing in some jurisdictions
Access to the NRAI Affiliate Network of over 500 services professionals
And more………
NRAI offers the most competitive rates and in most instances can provide substantial savings over your existing service with an upgrade in responsiveness and service. To learn more about NRAI services, contact either NRAI or NRAI Affiliate Network members.
Posted by: dannunciata August 30, 2005
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Apostilles and Authentications (Kansas)
The Kansas Secretary of State is responsible for providing authentication and apostille services for all documents that are used overseas including: powers of attorney, marriage certificates, and birth certificates.
The fee for each document certification is $10. The turnaround time is generally a few hours.
About Authentication and Apostilles
Authentication or a certificate of magistracy is an official certificate issued by the state official's office where the notary public is commissioned, confirming the existence of the notary public (or public officer) who has notarized the document. These certifications may be required when a document is being sent to another state or foreign country.
If the countries where the document is being sent is a member of the Hague Convention, you can receive an "apostille" from the state where the notary is commissioned.
In order to obtain an apostille or authentication, the document must be an original signed by the executing party, bearing an accurate notary public's signature (exact name of the notary as it currently stands of the state's records), date commission expires and notarial seal.
It the country is not a member of the Hague Convention, the authentication process is a two step process. First the document will require certification from the KS SOS as to the notary's signature. Second, it will require authentication of the country's embassy or consulate.
Posted by: dannunciata
Updated: July 09, 2008
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Contact Information Kansas Secretary of State
Kansas Secretary of State
Memorial Hall, 1st Floor
120 SW 10th Avenue
Topeka, KS 66612-1594
Business and UCC Services: (785) 296-4564
Posted by: jwhite
Updated: July 09, 2008
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Domestic Corporate Dissolution Summary (Kansas)
Pursuant to Kansas General Corporation Act (KSA § 17-6804 et seq.), to successfully dissolve a Kansas corporation:
Necessary consents:
Prior to Stock Issuance or Commencing Business: Majority of incorporators or initial directors.
After Stock Issuance: Resolution of the board of directors and majority of all voting shareholders at a meeting or by written consent; or by unanimous written consent of all shareholders entitled to vote.
Tax Clearance: If the dissolution is submitted after the close of the corporation's tax year, an annual report and franchise fee must be submitted for that year.
- Certificate of Dissolution Prior to Commencing Business.
- KS For Profit Corporation Dissolution by Stockholders Meeting.
- KS For Profit Corporation Dissolution by Written Consent.
Execution and Filing: Document must be signed by an officer of the corporation. One original certificate of dissolution is submitted to the KS SOS. Paper filing fees are $35.00.
Online Filing: Dissolutions may be filed online. Filing fee: $30.00
Dissolutions, Generally
A corporation, by a recommendation of directors and a majority vote of stockholders or incorporators if stock has not yet been issued, may elect to voluntarily dissolve and liquidate. Generally, this will involve a sale of all the corporation’s assets, satisfaction of all debts of the corporation, and the distribution of any remaining assets to the stockholders according to the liquidation procedures and priorities set forth in the corporation’s charter.
IRS liquidation issues are provided for in IRC Sections 331 and 336, which provide for distribution to stockholders. An IRS Form 966 is required to be filed as part of the dissolution.
For more information regarding dissolutions, see LeapLaw's Dissolution Best Practice Summary.
Posted by: dannunciata
Updated: July 09, 2008
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Domestic Corporation Summary (Kansas)
Pursuant to Kansas General Corporation Act (KSA § 17-6001 et seq.), a corporation incorporating in Kansas files Articles of Incorporation with the Kansas Secretary of State (KS SOS).
Corporate Name: The corporate name must contain the word "association" "church" "college" "company" "union" "corporation" "club" "fund" "foundation" "incorporated," "institute" "society" "syndicate" "limited" or abbreviations thereof .
Maximum Stock for Minimum Filing Fee: None.
No. of Directors: The corporation may have 1 director.
Paid in Capital: There is no minimum amount of paid in capital required to commence business.
Purpose: No specific business purpose is required.
Preemptive Rights: Denied unless specifically granted.
Cumulative Voting: Denied unless specifically granted.
Incorporator: Incorporator may be anyone over 18 years of age and does not have to be a resident of Kansas.
Filing: Submit one original of the Articles of Incorporation to the KS SOS.
Turnaround Time: 2-3 business days.
Filing Fee: $90.00
Online Filing: Articles of Incorporation may be filed online at a reduced filing fee.
Incorporations, Generally
A corporation is a legal entity created through and subject to the state laws of its state of incorporation. The separate legal existence of a corporation begins when the charter is filed with the secretary of state of the state of incorporation. State laws vary regarding the documents required to organize a corporation and the management of its internal affairs and corporate powers.
LeapLaw's Incorporation Checklist identifies the information needed for an incorporation.
A complete incorporation process generally consists of:
Determining name availability and possibly reserving the name
Performing trademark, trade name and domain name preliminary or full searches
Preparing a charter document for filing
Drafting bylaws
Preparing consent of incorporator (if applicable under relevant state law)
Preparing an organizational consent of directors
Obtaining the federal tax identification number by preparing IRS Form SS-4
Preparing IRS Form 2553 (if the company intends to qualify as an S corporation pursuant to the Internal Revenue Code)
Preparing a specimen stock certificate as well as all stock certificates of representing the initial stock issuance
Creating a stock ledger
Preparing and filing applications of foreign qualifications (if any)
Organizing the minute book
For more information regarding incorporations, see LeapLaw's Incorporation Best Practice Summary.
Posted by: dannunciata
Updated: July 09, 2008
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Electronic Filing (Kansas)
All formation for all domestic entities and foreign LLPs may be filed electronically. The filing fees for all entities, except not for profits, are reduced for electronic filing. Online Filing.
Annual Reports may also be e-filed.
Posted by: dannunciata
Updated: November 21, 2013
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Foreign Qualification Summary (Kansas)
Pursuant to the Kansas General Corporation Act (KSA § 17-7303 et seq.), a foreign corporation may not transact business in Kansas until it files an Application for Certificate of Authority with the Kansas Secretary of State (KS SOS).
Name of Corporation: Name must contain "association" "church" "college" "company" "union" "corporation" "club" "fund" "foundation" "incorporated," "institute" "society" "syndicate" "limited" or abbreviations thereof.
Exact Name: The corporate name on the certificate of authority must be the same as it appears on its incorporation documents, including punctuation. If the corporation has a name conflict, it must obtain written consent from the conflicting corporation since Kansas law does not provide for assumed or fictitious names.
Good Standing Certificate: An original certificate of the corporation's legal existence issued from its domestic state, dated no more than 90 days earlier, must be attached to the Application for Certificate of Authority.
Filing and Execution: The filing is signed by an officer of the company. Original executed copy is filed with the KS SOS.
Filing Fee: $115.00
If the company has been doing business in KS six months prior to registration, annual reports and/or a penalty may be owed (KSA 17-76,139). You may contact the KS SOS directly or ask your preferred service company for assistance.
Foreign Qualifications, Generally
A business entity is initially recognized as a legal entity only in its state of incorporation or formation. If the company plans to "do business" in any other state, it must qualify or register before doing so. State laws, found at LeapLaw's Corporate/LLC Connection provide requirements for business entities doing business in each state.
For more information regarding doing business in foreign states, see LeapLaw's Foreign Qualification Best Practice Summary.
Posted by: dannunciata
Updated: July 25, 2008
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Franchise Tax Laws (Kansas)
The franchise tax and fee law adopted 1/1/2005 requires businesses to pay a franchise tax to the Kansas Department of Revenue and a separate franchise fee to the Secretary of State. Both reports are due the 15th day of the 4th month following the FYE.
KS Department of Revenue (KS DOR): Business entities that have $100,000 of net worth or more in the state must pay to the KS DOR a franchise tax of 0.125% of the total net worth (maximum $20,000). Business entities required to pay the tax file a return accompanied by the taxpayer's balance sheet.
The return may be filed online or by paper on the Franchise Tax Return, Form K-150
KS Secretary of State (KS SOS) The franchise fee must be paid to the KS SOS with the entity's annual report ($55).
Posted by: dannunciata
Updated: January 12, 2008
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LLC - Formation Summary (Kansas)
Pursuant to the Kansas Limited Liability Company Act (KSA § 17-7610 et seq.), a limited liability company forming in Kansas files Articles of Organization with the Kansas Secretary of State (KS SOS).
Online Filing: Filing can be made online.
LLC Name: The LLC name must contain "limited liability company" "LLC" or "LC".
No. of Members: The LLC may have 1 member.
Purpose of Business: Purpose of business is not required until the LLC is a professional LLC.
Execution and Filing: Signed by "organizer(s)" and executed by the resident agent.
Filing Fee: $165.00
LLC Formation, Generally
A limited liability company (LLC) is an entity created by state statute offering limited liability protection to its members (owners) similar to that enjoyed by stockholders of a corporation. LLC statutes exist in all 50 states.
LeapLaw's LLC/LLP Checklist identifies the information needed for an LLC formation.
A complete formation process generally consists of:
Determining name availability and possibly reserving the name
Performing trademark, trade name and domain name preliminary or full searches
Preparing the formation certificate for filing with the secretary of state
Drafting an operating agreement
Preparing an organizational consent of managers or members
Obtaining the federal tax identification number by preparing IRS Form SS-4
Preparing and filing applications of foreign registrations (if any)
Organizing the company records book
For more information regarding the general formation process see LeapLaw's Limited Liability Company Best Practice Summary.
Posted by: dannunciata
Updated: July 09, 2008
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Recommended Service Companies (Kansas)
The service companies listed below are members of NRAI’s Affiliate Network. These companies are high-quality service companies that deliver double the service for a fraction of the cost of the larger companies.
So whether you’re looking to save significant money on Registered Agent services or double the service for half the price on corporate and UCC services, we strongly encourage you to contact:
Premier Corporate Services
200 West Adams Street
Chicago, IL 60606
Phone: 800.934.2556 / 312.346.3606
Fax: 312.346.3607
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US CorpWorks, Inc.
1638 Pennsylvania Street
Denver, CO 80203
Phone: 888.967.5799 / 303.393.8800
Fax: 303.393.8900
Posted by: dannunciata August 25, 2005
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UCC Filings (Kansas)
UCC Financing Statements are filed with the Kansas Secretary of State (KS SOS). Fixture filings are filed in the county registry of deeds where the mortgage is registered.
Online Filing: UCC financing statements may be filed online.
Filing Fee: $5.00
UCC Filings, Generally
Once a security interest has been granted in collateral in exchange for credit or some other funding, usually by entering a security agreement, the security interest should be “perfected” by filing evidence of such interest with the appropriate governmental authorities. Perfection of a security interest strengthens the legal rights of the creditor to the collateral in the event that the debt is not repaid in a timely fashion or some other default occurs.
Revised Article 9 (RA-9) of the Uniform Commercial Code (UCC) provides that perfection is completed by filing financing statements (or UCC filings) with appropriate filing offices. Historically, UCC filings were made everywhere the debtor had tangible property or offices and/or was otherwise conducting business.
In July 2001, Article 9 and state UCC laws in all 50 states were revised in an effort to simplify filing requirements. Revised Article 9 ("RA-9") was adopted by all 50 states and the U.S. Virgin Islands with staggered effective dates, but most states adopted some form of RA-9 effective July 1, 2001. Under RA-9 only one filing is required, except as noted below. The appropriate place to file is generally the office of the secretary of state in the jurisdiction of incorporation or organization of the debtor (or the domicile or principal place of business, if an individual or an unincorporated entity). Transition to Revised Article 9 was completed as of July 1, 2006.
Fixture Filings: Under Revised Article 9, fixture filings affecting real estate are still filed in the office where a mortgage would be recorded. Other than creating the ability to file with a standard national form, RA-9 has had no effect on real estate related filings.
Foreign Debtors
A financing statement to be filed against a foreign debtor, without a principal place of business in the United States, is filed in Washington DC. If the foreign debtor maintains a principal office in the United States, the financing statement is filed in the state in which it is registered.
Posted by: jwhite
Updated: July 09, 2008
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