Most people choose to form an LLC because it offers personal liability protection and flexibility when it comes to how the business is taxed. If you’re thinking about starting a business in Kansas, you’ll need to form a Kansas LLC. This article will show you how.
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An LLC, or limited liability company, is a business structure that offers personal liability protection and flexibility when it comes to taxes and management.3 To form an LLC in Kansas, you’ll need to file the proper paperwork with the Kansas Secretary of State and pay the required filing fee. This section will detail the steps you need to take to form an LLC in Kansas.
What is an LLC?
An LLC is a business entity created by state statute. LLCs are distinct from corporations in that they provide limited liability to their owners, but are not required to have a board of directors or hold annual shareholder meetings like a corporation. LLCs can be either “member-managed” or “manager-managed.” In a member-managed LLC, the members (owners) of the LLC run the day-to-day operations of the business. In a manager-managed LLC, the members appoint one or more managers to run the day-to-day operations of the business.
LLCs can be created by filing articles of organization with the Secretary of State’s office in the state where the LLC will operate. In Kansas, there is a $165 filing fee for creating an LLC. The articles of organization must include:
• the name of the LLC;
• the duration of the LLC (if it will dissolve after a certain period of time);
• the names and addresses of the organizers;
• whether the LLC will be member-managed or manager-managed; and
• whether the LLC will have one or more managers.
Kansas law also requires that an LLC have an operating agreement. This agreement is not filed with the Secretary of State’s office, but is developed internally by the members (or managers) of the LLC and sets forth how the affairs of the business will be conducted. Among other things, an operating agreement should address:
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Why choose an LLC?
An LLC is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC is not a corporation, so it does not have to hold annual shareholder meetings or elect a board of directors.
There are several reasons why you might want to form an LLC for your business:
Pass-through taxation. LLCs are taxed as partnerships or sole proprietorships, which means that the LLC itself does not pay taxes on its income. Instead, the LLC’s income is “passed through” to its owners, who report it on their personal tax returns. This can save you money on your taxes because you only have to pay taxes on your share of the LLC’s income, rather than on the entire amount.
Limited liability. An LLC protects its owners from personal liability for debts and obligations of the LLC. This means that if your LLC owes money or is sued, the creditors cannot go after your personal assets (such as your house or car) to satisfy those debts. In contrast, if you are sued in your capacity as sole proprietor of your business, your personal assets are at risk.
Flexible management structure. You can choose how you want your LLC to be managed: by one manager, by multiple managers, or by all of the owners (called members). This flexibility allows you to tailor the management structure of your LLC to fit your particular business needs.
How to Get a LLC in Kansas
If you’re considering starting a business in Kansas, you may want to form a limited liability company (LLC). An LLC can protect your personal assets from being used to pay business debts or liabilities. To form an LLC in Kansas, you’ll need to file Articles of Organization with the Kansas Secretary of State and pay the filing fee. This section will explain how to get a LLC in Kansas.
Choose a name for your LLC
Your LLC’s name must end with “Limited Liability Company” or “L.L.C.” It can’t say or imply that it’s organized for a purpose that it isn’t. For example, you can’t use words like “Bank,” “Insurance,” or “Trust” unless your LLC is actually organized for those purposes. Other restricted words include “FBI,” IRS,” and “Secret Service. Check with your state to see if there are additional restrictions on naming your LLC.
You can reserve your LLC’s name for 120 days by filing an Application for Reservation of Name with the Kansas Secretary of State. The cost is $35 if you file by mail or $45 if you file in person or online.
File a Certificate of Organization
To file your LLC’s certificate of organization with the Secretary of State, you’ll need to:
– provide the LLC’s name and address
– designate a registered agent and provide their contact information
– indicate the LLC’s duration (if it’s not perpetual)
– identify the LLC’s organizers
– sign the form
– submit the filing fee
You can file your LLC’s certificate of organization online, by mail, or in person.
Appoint a Registered Agent
It is important to have a registered agent in Kansas who can accept legal papers on behalf of your LLC. Appointing a registered agent is simple and inexpensive, and it gives you peace of mind knowing that your LLC is represented by a professional, reliable service.
Your registered agent must have a physical address in Kansas and be available during normal business hours. You can appoint an individual, such as yourself, or a business entity, such as a professional registered agent service.
Once you have appointed a registered agent, you will need to file a Certificate of Appointment of Registered Agent with the Kansas Secretary of State. This form is available on the Secretary of State website.
Create an Operating Agreement
An LLC’s operating agreement is similar to a partnership agreement or a corporation’s bylaws. It sets forth the LLC’s rules, regulations, and governance procedures. The operating agreement should be created before the LLC is formed and filed with the state.
The operating agreement should include:
-The names of the LLC’s members
-How profits and losses will be allocated
-The process for admitting new members
– buy-out provisions
-How the LLC will be managed
– Voting rights of members
Maintaining Your LLC
After you have formed your LLC, you must keep up with annual filings and other administrative tasks to keep your business in good standing. You will also need to file LLC taxes, which are different from personal taxes. This section will cover all the annual requirements for LLCs in Kansas.
Hold Annual Meetings
Most LLCs are required to have annual meetings. These meetings serve as a time for the LLC members to review the company’s performance over the past year, set goals for the upcoming year, and elect or re-elect LLC officers. Although LLCs are not required by law to hold these meetings, it is generally a good idea to do so in order to keep your LLC running smoothly.
Keep Minutes of Meetings
You and your fellow LLC members (referred to as managers, if you have a manager-managed LLC, or members, if you have a member-managed LLC), must hold regular meetings to discuss the business of your LLC. You can hold these meetings in person, by telephone, or via video conference. You can also participate in what is called a “virtual meeting,” which is a meeting that takes place entirely online. No matter how you choose to hold your meeting, it’s important that you keep careful minutes of what transpires during the meeting. These minutes will serve as an official record of the decisions made by the LLC and can be used to resolve disputes that might arise among the members in the future.
File an Annual Report
In order to keep your LLC in good standing with the state of Kansas, you must file an annual report. This is a simple form that updates the state on your company’s contact information and registered agent. You can file your annual report online, by mail, or in person. The filing fee is $45.
It’s important to note that your LLC annual report is separate from your federal and state tax filings. You will need to file separate tax returns for your LLC, even if it is a single-member LLC.
If you do not file your annual report, your LLC will be subject to a late fee of $25. Additionally, your LLC may be administratively dissolved by the state. This means that your LLC will no longer exist and you will no longer have limited liability protection.