Form a Kansas Corporation

Form your Kansas (KS) corporation online now. Kansas incorporation has never been easier. Incorporate in Kansas with the Kansas incorporation experts. We will assist you with forming your Kansas corporation, the right way. To get started, simply click on “Order Now.” Please feel free to call us, anytime, with any questions.

Incorporating in Kansas

Incorporating in Kansas can be vital to businesses based of Kansas. At LawInc, we prepare your Kansas corporation Articles of Incorporation, bylaws, stock certificates, stock ledger and more. We can even obtain your Kansas corporation Tax ID number and file your Kansas S corporation election with the IRS.

Kansas Incorporation Information

The following Kansas incorporation information will likely be helpful when deciding to incorporate in Kansas.

Kansas Corporation Name

The first step in forming a Kansas corporation is selecting the business name. Kansas corporation names:

• Must contain “Association,” “Church,” “College,” “Company,” “Corporation,” “Club,” “Foundation,” “Fund,” “Incorporated,” “Institute,” “Society,” “Union,” “Syndicate,” or “Limited,” “Co.,” “Corp.,” “Inc.,” “Ltd.” or words or abbreviations of like import in other languages if written in Roman characters or letters.

An available Kansas corporation name may be reserved for a 120 day period.

LawInc.com permits you to choose up to three names and will conduct a name search for your Kansas corporation, prior to filing.

Kansas Corporation Formation

Kansas Filing Procedure: To incorporate in Kansas, you must file Kansas Articles of Incorporation with the Kansas Secretary of State.

The Kansas Articles of incorporation should include:

• Name of the Kansas corporation.
• Name and address of the registered agent and address of the registered office in Kansas.
• Mailing address of the Kansas corporation.
• Tax closing month of the Kansas corporation.
• Nature of corporation’s business or purpose.
• Number, class and par value of shares to be issued.
• Name and address of each incorporator.
• Name and address of board of directors.
• Duration of the Kansas corporation.
• Effective date of the Kansas corporation.
• Signature of Kansas corporation incorporator.

Kansas Corporation Authorized Shares: There is no minimum or maximum number of authorized shares since state incorporation fees are not based on the share structure. There is no minimum amount of paid in capital required to commence business.

Kansas Incorporator: Minimum number of incorporators is one (1) (person, partnership, association or corporation, singly or jointly with others) and there is no requirement that the incorporator be a resident of Kansas.

Kansas Corporate Directors: The minimum number of directors is 1. A Kansas corporation director must be a natural person at least 18 years old. Directors need not be listed in the articles.

Kansas Corporation Purpose: It is acceptable to state either alone or with a specific purpose clause, “The purposes for which the corporation is organized shall be to transact any and all lawful business for which corporations may be incorporated pursuant to the provisions of the Kansas General Corporation Code.”

Kansas Corporation 1244 Stock: Election to have stock classified as IRC Section 1244 stock allows for a substantially larger application of the deduction from business losses to ordinary income than regular stock. With regular stock, you can only offset $3,000 against ordinary income. With the issuance of Section 1244 Stock, the corporation can claim an ordinary loss deduction of as much $100,000.

Kansas Registered Agent: A Kansas corporation must maintain a registered agent and office to receive service of process in Kansas. The Kansas registered agent should be available, at a Kansas physical address, during normal business hours to accept important legal and tax documents on behalf of the Kansas corporation. The registered agent can either be (1) an individual with a physical Kansas address or (2) a corporation authorized to serve as registered agent.

Kansas Corporation Limitation of Directors’ Liability: The articles of incorporation may contain, within the limitations prescribed by the Kansas General Corporation Code, a provision eliminating or limiting the personal liability of a director to the corporation or its stockholders for monetary damages for the breach of fiduciary duty as a director.

Kansas Professional Corporation: Kansas Professional corporations are corporations organized for the purpose of providing professional services. Typically, professional corporations must be organized for the sole purpose of rendering professional services of the licensed practitioners.

Kansas Corporation Post-Filing Requirements

Kansas Corporation Annual Report: Kansas corporations are required to file annual reports which are due on the fifteenth day of the fourth month following the tax year closing month. For example, if the corporation’s tax year ends on December 31, then the Kansas corporation annual report would be due on April 15. The Kansas corporation annual report could be filed as soon as January 1. To file online, visit: https://www.accesskansas.org/annual-reports/index.do

Kansas Corporate Minutes: Kansas corporations are required to hold and document annual shareholder and director meetings.

Kansas Corporation Taxes

Kansas Corporation Taxes: For information on the Kansas state income tax rate, visit: www.ksrevenue.org

Kansas C Corporation: All Kansas corporations formed by default are “C” corporations. A Kansas C corporation is a Kansas corporation that has not made an election to be an “S” corporation. The term C corporation is specifically used because the entity is taxed under subsection C of the IRS code. Kansas C corporations are taxed at two levels (“double taxation”). This means that the corporation itself pays its own tax when it makes money (the first tax). The owners or shareholders are then taxed again when they are paid a salary or dividend by the corporation (the second tax). Despite double taxation, Kansas C corporations offer many planning and benefit opportunities.

Kansas S Corporation: A Kansas S corporation is a corporation that has made an election with the IRS to be treated for tax purposes as a “pass-through entity.” This means that corporate profits and losses are passed through to the shareholders (owners) who report them on their own personal tax returns and pay the tax at the individual level. The corporation pays no federal income tax at the corporate level. Kansas S corporations are not subject to the double taxation C corporations encounter. The State of Kansas recognizes S corporation status. Kansas does not require a state election. However, Kansas S corporations are still subject to a separate 1.5% S corporation fee, which is based on the corporation’s net income.

These are the 3 main advantages of forming a Kansas S corporation:

1. No double taxation: One of the main advantages of Kansas S corporation status is that it avoids the double taxation that occurs with a regular Kansas C corporation. In a Kansas C corporation, the corporation pays income tax on its profits and, if those profits are distributed to shareholders, the shareholders pay income tax on the distribution.
2. Loss deductions: The availability of losses. Shareholders of a Kansas S corporation generally may deduct their share of the corporation’s net operating loss on their individual tax returns in the year the loss occurs. Losses of a Kansas C corporation, however, may offset only the corporation’s earnings.
3. Self-employment tax savings: By electing S corporation status, only the earnings actually paid out to you as salary are subject to payroll taxes; money left in the business is not subject to payroll taxes or self-employment tax. All income passes through, but its tax status depends on whether it is classified as salary or ordinary income.

Federal Tax Identification Number/Employer Identification Number (EIN): The Federal Tax Identification Number, also known as the Employer Identification Number (EIN) is a number that is assigned to a business by the Internal Revenue Service. An EIN is like a Social Security Number for a business. It is a requisite for certain business functions such as opening bank accounts or hiring employees. All Kansas corporations should obtain an EIN.

Kansas Corporation Dissolution

Kansas Corporation State Dissolution Requirements: A Kansas corporation can be voluntarily dissolved by filing Certificate of Dissolution Prior to Commencing Business, For Profit Corporation Dissolution by Stockholders’ Meeting or For-Profit Corporation Dissolution by Written Consent. For more information, visit: https://www.kansas.gov/rora-amend/index.do

Kansas Corporation Federal/IRS Dissolution Requirements: Corporations are required to file IRS Form 966, Corporate Dissolution or Liquidation. A final tax return should be filed with the IRS. Form 966 should be filed along with the final tax return. Final state tax returns may also need to be filed. Follow up with an accountant regarding all tax related requirements.