Incorporating your business in Kansas is quite simple. In the article below, we’ll outline everything you must know for the process. SunDoc Filings is a filing company that can help you with the process by handling the paperwork for you — all of it or just partial documents.

It’s not necessary to have a lawyer when it comes to filing your corporation formation paperwork. However, keep in mind that this article should not be used as accounting, tax, or legal advice. A professional consult may be wise for some of the matters related to incorporation, so always go to the professionals if you require specific advice. 

Overview

There is a fee to file your necessary Articles of Incorporation with the Kansas Secretary of State. In addition, you must have a name for your company that’s available, and you must know which corporation type you want to choose. You’ll also need to know who your Registered Agent will be, who your directors and corporate officers are, and what your corporate address will be. Depending on the corporation type you choose, you will have to know the number of shareholders as well. Finally, make sure you have a hold on how many shares you’ll be authorizing the corporation to issue.

A Federal Tax ID Number or EIN is also needed. This can be obtained from the Internal Revenue Service. At your first Board of Directors meeting, you will adopt bylaws. These don’t need to be filed with the State of Kansas, but you’ll want to keep them for your company records. You’ll also appoint officers at this meeting; however, these names do not need to be in the Articles of Incorporation.

Incorporating

The General Stock Corporation is the most common type of corporation you can choose. There is no maximum number of shareholders. Another type of corporation you may decide on is a Close Corporation. You cannot exceed 35 shareholders with a Close Corporation. Finally, there's a Professional Corporation, which is for specific professionals and is mandated by the state of Kansas.

You’ll require forms for your company corporation, which are supplied by the State of Kansas.You can also create your own forms if you like by hiring an attorney to draw them up.

Here's an example: you'll be limited to one class of shares with the default Articles of Incorporation for download. If you'd like to change this, simply create your own document with the number you prefer. On the other hand, you can name the initial directors in your Articles of Incorporation if you like as long as you include all directors and have them all sign the document.

All corporations need to have a President, a Treasurer, and a Secretary. Some companies may decide to have the same person for all three of these positions. Most Kansas corporations have a minimum requirement of three directors. There is an exception for this, however: if there are less than three shareholders or if no shares have been issued. If the Articles of Incorporation do not stipulate the number of directors, this will need to be in the bylaws.

The only way to change the Articles of Incorporation is with an amendment. You will file this amendment with the state. To change your own bylaws, you'll generally do this in a formal meeting with your shareholders and directors. Things like how you want to conduct your meetings and the times of your meetings will be outlined in your bylaws as well. You’ll also put the powers of directors here, making sure everything is in accordance with Kansas law. You need to keep minutes at all of your meetings.

A Corporate Records Book is where a corporation stores bylaws, company documents, stock papers and meeting minutes. Corporate Kits are useful compilations of standard documents to run the corporation, customized to your state and including such things as stock certificates, a corporate seal embosser, meeting minutes and such. SunDoc can supply you one if you wish, see our Kansas Corporate Kit page.

Registered Agent

Every Kansas corporation is required to have a registered agent, a company or individual reliably available at a known address during business hours, for legal and other communications from the state. This is another service provided by SunDoc to help you outsource your company routine. For full information, see our article: What is a Registered Agent? Why Do I Need One?

Name Search

The name you submit to the state in your articles of incorporation must be clearly available for you to use in the State of Kansas according to the records of the Secretary of State. If not, your filing will be rejected. The name cannot be such as to mislead the public in some way, or resemble another so closely as to lead to deception. There are other statutory requirements also.

Both to comply with the law, and of course for your own best branding, you should spend some effort developing your company name. You can run your own name searches with the State of Kansas, or SunDoc can perform your name availability check or reserve your corporation name for you.

EIN

You can apply for your EIN by submitting Form SS4 to the IRS, at no charge. SunDoc can apply for this on your behalf also. See our EIN page.

Next Steps

If you plan to structure your company as an S Corporation, you may want to read our article on C Corporation vs. S Corporation. The article provide general information on the differences between the two corporate tax structures.

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