Starting a Corporation in Kansas | What You Need to Know


Steve Bennett
Steve Bennett
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Start a Corporation in Kansas

In Kansas, starting a corporation can benefit entrepreneurs looking to establish a separate legal entity for their business. Incorporating your business provides liability protection for its owners and offers potential tax benefits and a professional image. This comprehensive guide will walk you through Starting a Corporation in Kansas, from choosing a corporate name to fulfilling ongoing compliance requirements. Some people consider starting a corporation since it has advantages and benefits rather than Starting an LLC in Kansas.

Webinarcare Editorial Team will help you gain knowledge in starting a corporation with thorough research and market study. It would be best to cross-check all the factors in this article before forming a corporation.

What is a Corporation in Kansas?

A corporation in Kansas is a business organization recognized as a separate legal entity from its owners, also known as shareholders. When a corporation is formed, shareholders invest capital by purchasing shares of stock and, in return, become partial company owners. The corporation is managed by a board of directors elected by the shareholders to oversee the company’s operations and make important decisions. Corporations in Kansas are required to have at least One directors. One of the main advantages of a corporation in Kansas is that it provides limited liability protection to its shareholders, meaning their assets are not at risk if the corporation incurs debt or is legally sued.

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Common Types of Corporations

Before you start with a corporation, you should know what type of corporation you will form. There are several different forms of corporations you can take into consideration, depending on your corporation’s objectives and ownership structure.

C-Corporation

C-Corporation is the most known type of incorporation. They have almost all corporate distinguishing characteristics. Profits are distributed to corporate owners who are taxed at an individual level. The corporation is taxed similarly to a business unit.

S-Corporation

S-Corporation in Kansas is set up similarly to a C-corporation but has different tax implications and owner limits. An S-Corporation has no more than 100 stockholders and is not taxed separately. These business units must also file paperwork with the Internal Revenue Service (IRS) to obtain their status.

Nonprofit Corporation

Religious, educational, and charity institutions frequently use nonprofit businesses to run their operations without making a profit. Thus, a nonprofit corporation is exempt from paying taxes. The nonprofit organization’s gifts, contributions, or cash are reinvested in the company to fund its growth, future endeavors, or operations.

It is recommended to Start a Corporation in Kansas if you would like to provide limited liability protection to your shareholders rather than Kansas LLC. However, you may want to consult to LegalZoom’s Business Attorney before starting a business.

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How to Start a Corporation in Kansas

To start a corporation in Kansas, you must follow the below steps that, include choosing a corporate name, hiring a Registered Agent, appointing directors, filing for Articles of Incorporation, creating corporate bylaws, holding the initial board of directors, issuing stock, obtaining required licenses and permits, registering with state tax agencies, and annual reporting and ongoing compliance. All these steps are basic ones. It can be changed depending on the type of corporation you form and the nature of your business.

Step 1: Choosing a Corporate Name

The first step in starting a corporation is choosing an available name that complies with Kansas naming rules. Most states require that the name of a corporation be distinguishable from other registered business names and include a corporate designator such as “Corporation,” “Incorporated,” “Company,” or an abbreviation thereof.

Here are some guidelines you must follow while naming your corporation in Kansas-

  • Your business name must contain entity identifiers, such as “Incorporated,” “Limited,” “Corporation,” or “Company,” or an abbreviation, such as “Inc.,” “Co.,” or “Ltd.”
  • Exclude any words in your business name, such as “Trust,” “Bank,” “Credit Union,” or “Trustee,” or words related to a government agency, such as “FBI,” “State Department,” or “Treasury.”

To check the availability of your desired corporate name, you can search the Kansas Secretary of State‘s business name database and Business Name Search in Kansas. If the name is available, you may choose to reserve it for a specific period of 120 days by filing a name reservation application and paying the online name reservation fee of $30 and mail name reservation fee of $30. If your corporation plans to operate under a name other than its legal name, you may also need to register a fictitious or “doing business as” (DBA) name.

The DBA filing can be done by N/A, which costs around $0 (not required). In addition, the DBA’s validity in Kansas is N/A, which you can file in Kansas Secretary of State.

You can check out How to File a DBA in Kansas for clearer understanding.

Step 2: Hire a Registered Agent

Hiring a Registered Agent is essential in starting a corporation. Registered Agent is a person or company responsible for receiving important legal documents, tax notices, and other correspondence on behalf of your corporation. They ensure that your corporation remains compliant with state regulations and requirements. There are Kansas Registered Agent Services to check in forming Kansas Corporation. We reviewed some of the best-registered agent services and provided features as an add-on with their packages.

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Step 3: Appointing Directors

Corporations in Kansas are required to have at least One directors, though some states may require more. Directors are responsible for overseeing the corporation’s management and making major decisions on behalf of the company. In Kansas, directors must be at least 18 years old and do not need to be state residents.

When appointing directors, it is essential to consider individuals who are knowledgeable, trustworthy, and capable of making sound business decisions. Maintaining a record of appointed directors, including their names, addresses, and terms of service, is also a good idea.

Step 4: Preparing and Filing Articles of Incorporation

After you appoint the initial board of directors in your Kansas corporation, the next step is to write and file a Articles of Incorporation. In writing, the Kansas Articles of Incorporation, the corporation name, principal place of business, the purpose of business, Registered Agent contact information, and the names and addresses of incorporators and initial board members, should be written.

To officially form your Kansas corporation, you must prepare and file Articles of Incorporation with the Kansas Secretary of State. The Articles of Incorporation is a legal document that outlines essential information about your corporation, such as its name, address, purpose, and details about its stock.

The specific requirements for Articles of Incorporation vary by state, but generally, the document must include the following:

  • The corporate name
  • The purpose of the corporation
  • The name and address of the registered agent
  • The names and addresses of the initial directors
  • The number of authorized shares and their par value
  • The name and address of the incorporator(s)

Once the Articles of Incorporation are complete, please submit them to the Kansas Secretary of State’s office, along with the required filing fee. Fees vary by state, but in Kansas, the Articles of Incorporation filing fee costs around $90 for filing online and by mail. It is crucial to provide accurate and complete information on this document, as errors or omissions may result in delays or rejection of your filing.

  • Online Filing: Create an account/Log in to the SOS site, get the online form, fill it, and submit online
  • Offline filing: Send the form by mail to Kansas Office of the Secretary of State, Memorial Hall, 1st Floor, 120 S.W. 10th Avenue, Topeka, KS 66612

Step 5: Creating Corporate Bylaws

Now you are done filing Articles of Incorporation in Kansas, the next step is to draft corporate bylaws. While not always required by law, creating corporate bylaws is essential in establishing Kansas corporation. Bylaws are the internal rules and regulations that govern the corporation’s operations and management. They outline the rights and responsibilities of directors, officers, and shareholders and provide guidelines for holding meetings and making decisions.

Key provisions to include in your corporate bylaws may include:

  • The corporation’s purpose and principal place of business
  • The roles and responsibilities of directors, officers, and shareholders
  • The process for appointing and removing directors and officers
  • The procedures for holding annual and special meetings
  • The methods for amending the bylaws and Articles of Incorporation
  • The procedures for issuing stock and maintaining shareholder records

Once the bylaws are drafted, they must be adopted by the corporation’s board of directors. Keeping a copy of the bylaws with your corporate records and updating them to reflect changes in the corporation or applicable laws is essential.

Step 6: Holding the Initial Board of Directors Meeting

The initial board of directors meeting is a crucial milestone for your Kansas corporation. During this meeting, the directors will adopt the corporate bylaws, elect officers, and make other key decisions to set the foundation for the corporation’s operations.

The agenda for the initial board meeting may include the following:

  • Adopting the corporate bylaws
  • Ratifying any pre-incorporation actions taken by the incorporator(s)
  • Electing corporate officers (e.g., president, vice president, secretary, treasurer)
  • Designating a corporate bank account
  • Authorizing the issuance of stock
  • Approving necessary licenses, permits, and tax registrations

It is essential to keep detailed minutes of the initial board meeting, documenting the decisions made and actions taken. These minutes should be stored with your corporate records.

Step 7: Issuing Stock

Corporations in Kansas are required to issue stock to their owners, also known as shareholders. When preparing to issue stock, you must determine the number of authorized shares and their par value, as outlined in your Articles of Incorporation. You may choose to issue different classes of stock, each with its rights and privileges, such as voting rights and dividend preferences.

The process for issuing stock typically involves the board of directors approving a stock issuance resolution, determining the price per share, and recording the issuance in the corporation’s stock ledger. Maintaining accurate and up-to-date records of all stock transactions, including transfers and cancellations, is crucial to ensure proper ownership tracking and compliance with securities laws.

Step 8: Obtaining Required Licenses and Permits

Depending on the nature of your corporation’s activities and location, you may need to obtain various licenses and permits to operate legally. These may include federal, state, and local requirements, such as:

  • A Federal Employer Identification Number (EIN) for tax reporting and employee withholding purposes.
  • State sales and use tax registration, if your corporation sells taxable goods or services
  • Professional or occupational licenses for specific industries (e.g., healthcare, construction, food service)
  • Kansas Business Licenses, zoning permits, and health department approvals

Researching and obtaining all required Kansas licenses and permits before commencing operations and maintaining compliance with any ongoing renewal or reporting requirements is essential.

Step 10: Registering with State Tax Agencies

In addition to obtaining licenses and permits, your Kansas corporation may also need to register with various tax agencies. This may include registering for sales and use tax, obtaining an Employer Identification Number (EIN) in Kansas for payroll tax purposes, and filing state income tax and franchise tax returns.

An EIN will serve as the tax ID for your Kansas corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in Kansas can be through the following:

  • Apply Online- The online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

Each state has tax requirements, so consult a tax professional or Kansas Department of Revenue for guidance on your specific obligations.

Step 11: Annual Reporting and Ongoing Compliance

Once your Kansas corporation is up and running, you must fulfill ongoing reporting and compliance requirements to maintain good standing. This may include filing Annual Report with the Kansas Secretary of State, updating your corporate records to reflect changes in directors or officers, and staying current on any required licenses or permits.

In addition, it is essential to stay informed about changes in corporate laws and regulations that may impact your business and to seek professional advice when needed.

Paying Your Taxes in Kansas

Even if you have established your corporation in Kansas, pay your taxes and keep everything up to date so you won’t pay any penalty. Unlike an LLC, there is a corporate tax that every corporation in Kansas has to pay. On the other hand, they must pay income taxes based on their business income. Some other types of taxes in Kansas are sales tax, franchise tax (not applicable to all the states), and other state taxes.

Cost of Forming a Corporation in Kansas

In forming a corporation in Kansas, a filing and Annual fee must be paid. Without it, your corporation won’t operate. A corporation’s initial filing fee may vary from state to state. However, in Kansas, it costs $90 for filing online and by mail. The corporation in Kansas also has to file an Annual Report (though it might not be mandatory, it is recommended to file one). Ensure you comply with all the necessary fees and costs so your corporation will run successfully and smoothly.

FAQs

What is a corporation in Kansas?
A corporation in Kansas is a legal entity that is created to conduct business in the state and protect its owners from personal liability.
How do I start a corporation in Kansas?
To start a corporation in Kansas, you need to file articles of incorporation with the Kansas Secretary of State’s office.
Can a corporation be owned by one person in Kansas?
Yes, a corporation in Kansas can be owned by one person.
What is the minimum number of shareholders required to start a corporation in Kansas?
There is no minimum number of shareholders required to start a corporation in Kansas.
How much does it cost to start a corporation in Kansas?
The fee to file articles of incorporation with the Kansas Secretary of State’s office is $160.
How long does it take to start a corporation in Kansas?
The filing process for starting a corporation in Kansas usually takes about 3-7 business days.
Do I need a lawyer to start a corporation in Kansas?
It is not required to have a lawyer to start a corporation in Kansas, but it can be helpful to seek legal advice.
Who can be a director of a corporation in Kansas?
Any person over the age of 18 can be a director of a corporation in Kansas.
Can the director of a corporation also be its sole shareholder in Kansas?
Yes, the director of a corporation in Kansas can also be its sole shareholder.
What is the registered agent for a corporation in Kansas?
A registered agent for a corporation in Kansas is a designated person or entity that receives legal, tax, and other official documents on behalf of the corporation.
Can I be the registered agent for my own corporation in Kansas?
Yes, you can be your own registered agent for your corporation in Kansas.
Does a corporation in Kansas have to file an annual report?
Yes, a corporation in Kansas has to file an annual report with the Kansas Secretary of State’s office.
What is the deadline for filing an annual report for a corporation in Kansas?
The deadline for filing an annual report for a corporation in Kansas is April 15th.
What are the requirements for naming a corporation in Kansas?
The name of the corporation in Kansas must be unique, cannot be similar to any other entity name in the state, and has to include a corporate designator such as “Inc.” or “Corp.”
Can a corporation use abbreviations in its name in Kansas?
Yes, a corporation in Kansas can use abbreviations as long as they meet the state’s requirements.
What is a professional corporation in Kansas?
A professional corporation in Kansas is a corporation formed by one or more professionals and is intended to provide professional services.
Who can form a professional corporation in Kansas?
Professionals, such as doctors, dentists, lawyers, and accountants, can form a professional corporation in Kansas.
What license is required for a professional corporation in Kansas?
A professional corporation in Kansas is required to obtain a certificate of organization from the relevant licensing board.
What is an S Corporation in Kansas?
An S Corporation in Kansas is a type of corporation that has elected to receive special tax treatment from the IRS.
What are the benefits of forming an S Corporation in Kansas?
The primary benefits of forming an S Corporation in Kansas are tax savings and reduced personal liability for business debts.
What is a certificate of good standing in Kansas?
A certificate of good standing in Kansas is a document that confirms that a corporation has complied with all state requirements, is authorized to conduct business, and is in good standing with the Kansas Secretary of State’s office.
Can I get a certificate of good standing for my corporation in Kansas online?
Yes, you can get a certificate of good standing for your corporation in Kansas online from the Kansas Secretary of State’s website.
How often is a corporation required to hold meetings in Kansas?
A corporation in Kansas is required to hold at least one annual meeting of shareholders.
Are corporate records required to be kept in Kansas, and for how long?
Yes, corporate records are required to be kept in Kansas, and they must be kept for at least five years.
Can I change the name of my corporation in Kansas after it has been formed?
Yes, you can change the name of your corporation in Kansas by filing an amendment to your articles of incorporation with the Kansas Secretary of State’s office.
What is dissolution of a corporation in Kansas?
Dissolution of a corporation in Kansas is the process of ending the existence of the corporation.
What are the requirements for voluntarily dissolving a corporation in Kansas?
To voluntarily dissolve a corporation in Kansas, you must file an Articles of Dissolution with the Kansas Secretary of State’s office and pay the appropriate fee.
Can a corporation be reinstated in Kansas after it has been dissolved?
Yes, a corporation in Kansas can be reinstated after it has been dissolved as long as it pays the required fee and meets all of the requirements for reinstatement.
What type of corporations can I start in Kansas?
Kansas allows for-profit corporations, nonprofit corporations, limited liability companies, and limited partnerships.
Who can form a corporation in Kansas?
Anyone who is at least 18 years old can form a corporation in Kansas.
What do I need to do to form a corporation in Kansas?
To form a corporation in Kansas, you need to file articles of incorporation with the state, choose a name for your corporation, and appoint a registered agent.
How long does it take to form a corporation in Kansas?
It typically takes 10-15 days to file and process articles of incorporation in Kansas.
How much does it cost to form a corporation in Kansas?
The filing fee for a corporation in Kansas is $85.
Can I form a corporation online in Kansas?
Yes, you can file articles of incorporation online in Kansas.
Do I need a lawyer to form a corporation in Kansas?
No, you do not need a lawyer to form a corporation in Kansas, but it may be helpful to consult with one.
Do I need to have a physical office in Kansas to form a corporation?
No, a corporation does not need to have a physical office in Kansas, but it must have a registered agent who is located in the state.
What is the minimum number of shareholders required to form a corporation in Kansas?
Kansas does not have a minimum number of shareholders required to form a corporation.
How can I choose a name for my corporation in Kansas?
You can search the Kansas Secretary of State’s business database to ensure that your preferred name is available and complies with Kansas naming guidelines.
Can I use a business name that already exists in Kansas?
No, you cannot use a business name that already exists in Kansas. Your corporation’s name must be unique and distinguishable from other entities in the state.
Do I need to have a business plan to form a corporation in Kansas?
No, you do not need a business plan to form a corporation in Kansas, but having one is recommended.
What are the annual requirements for a corporation in Kansas?
A corporation in Kansas must file an annual report and pay a $55 fee to the Secretary of State.
Can I change the name of my corporation in Kansas?
Yes, you can change the name of your corporation in Kansas by filing a request for a name change with the Secretary of State and paying the required fee.
How many directors must a corporation in Kansas have?
A for-profit corporation in Kansas must have at least one director, while a nonprofit corporation must have a minimum of three.
Do I need to obtain any licenses or permits to form a corporation in Kansas?
The licenses and permits required to form a corporation in Kansas depend on the type of business you are operating. You should consult with your state and local governments to find out what is required.
How do I register a trademark in Kansas?
You can register a trademark in Kansas by filing an application with the Kansas Secretary of State.
Do shareholders have liability protection in a Kansas corporation?
Yes, shareholders in a Kansas corporation have limited liability protection, meaning that personal assets are generally protected from business debts and obligations.
Can non-residents of Kansas form a corporation in the state?
Yes, non-residents can form a corporation in Kansas.
Can I be my own registered agent in Kansas?
Yes, you can be your own registered agent in Kansas.
Do I need to have a physical address in Kansas to be a registered agent?
Yes, a registered agent in Kansas must have a physical address in the state.
Can I appoint a business entity as my registered agent in Kansas?
Yes, you can appoint a business entity as your registered agent in Kansas if it is authorized to do business in the state.
How do I dissolve my corporation in Kansas?
To dissolve a corporation in Kansas, you need to file articles of dissolution with the Secretary of State and pay the required fee.
How long does it take to dissolve a corporation in Kansas?
It typically takes 10-15 days to process articles of dissolution in Kansas.
What happens to my corporation’s assets when it is dissolved in Kansas?
After a corporation is dissolved in Kansas, its assets are generally distributed to the shareholders or creditors, depending on any outstanding debts and agreements.
Can I revive a dissolved corporation in Kansas?
Yes, a dissolved corporation in Kansas can be revived by submitting a request for reinstatement and meeting any outstanding obligations and fees.
What are the tax obligations for a corporation in Kansas?
A corporation in Kansas is subject to state and federal income taxes, as well as various other taxes depending on its industry and location.
Is it required to have an employee identification number (EIN) for a corporation in Kansas?
Yes, a corporation in Kansas must obtain an EIN from the IRS.
Can I franchise my corporation in Kansas?
Yes, you can franchise your corporation in Kansas, but you will need to comply with state and federal franchise laws.

Also Read

How to Save Money While Forming Your Kansas Corporation

One of the first things you can do to save money when forming your Kansas corporation is to do thorough research and planning before diving in. Take the time to clearly define your business goals and objectives, as well as the structure of your corporation. This will help you avoid unnecessary expenses and ensure that you are setting up your business in the most efficient and cost-effective way possible.

When it comes to filing the necessary paperwork to form your corporation, you have several options for how to proceed. You can choose to file the paperwork yourself, hire a lawyer to help you, or use an online service. While hiring a lawyer can be expensive, it may be worth the cost if you have a complex business structure or need help navigating the legal requirements. On the other hand, using an online service can often be a more budget-friendly option that still provides you with all the necessary forms and guidance.

Another way to save money when starting your Kansas corporation is to be mindful of ongoing expenses. Once your corporation is up and running, there are certain annual fees and reporting requirements that you will need to adhere to in order to maintain your corporation’s good standing. By staying organized and on top of these requirements, you can avoid late fees and penalties that can quickly add up over time.

Additionally, consider taking advantage of any available tax breaks or credits for small businesses in Kansas. By maximizing your deductions and credits, you can lower your overall tax liability and keep more money in your business’s pocket. Consult with a tax professional to ensure you are taking full advantage of any tax benefits that may be available to you as a business owner.

Finally, carefully consider your staffing needs as you grow your Kansas corporation. Instead of hiring full-time employees right away, consider outsourcing certain tasks or hiring contractors on a project basis. This can help you save money on employee benefits and payroll taxes while still meeting the needs of your business.

Overall, forming a Kansas corporation does not have to break the bank. By taking the time to plan carefully, explore your options, and stay on top of expenses, you can set up your business for success while also saving money along the way. With some careful research and consideration, you can build a strong and sustainable corporation that is both successful and financially sound.

Conclusion

Starting a corporation in Kansas involves several critical steps, from choosing a corporate name to fulfilling ongoing compliance requirements. Following the steps outlined in this guide and seeking professional advice when needed, you can successfully establish your Kansas corporation and enjoy the benefits of limited liability, potential tax savings, and a professional business image.

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