Register a Kansas Foreign LLC
A Kansas foreign LLC is an LLC that was not formed in Kansas but wants to conduct business there. Foreign LLCs looking to do business in Kansas need to file an Application for Registration of Foreign Covered Entity and pay a $165 filing fee ($185 if filing by fax) to the Secretary of State. Kansas law doesn’t explicitly define what it considers to be doing business. However, your LLC will generally need to register as a foreign LLC in Kansas if it has employees, owns or leases property, sells retail items or performs services for customers in Kansas.
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How To Register a Foreign LLC in Kansas
To register a foreign LLC in Kansas, you must file an Application for Registration of Foreign Covered Entity with the Kansas Secretary of State. You can submit this document by mail, fax, or in person. The application costs $165 to file. (Add $20 if filing by fax.) Our guide to registering a foreign LLC in Kansas will make the process painless.
1. Appoint a Kansas registered agent
One of your first items of business is to appoint a Kansas registered agent. They’ll need a street address in Kansas, and they must be available during business hours to accept service of process (legal documents) on behalf of your business.
Can I be the registered agent for my Kansas foreign LLC?
You can, but you’ll need to actually live in Kansas and have a street address there. Your registered agent can be a friend, family member, or employee, but your best option is to hire a professional registered agent service.
Why hire a professional Kansas registered agent?
Hiring a professional registered agent allows you to concentrate on running your business. Also, some registered agents (like us) will let you use their address on your public documents—keeping your address private.
2. Obtain a Certificate of Good Standing
Kansas requires a Certificate of Good Standing to accompany your application. Sometimes called a Certificate of Existence, this document communicates to Kansas that your LLC is up to date on all of its state filings and associated fees. Kansas requires an original copy and won’t accept certificates that are more than 90 days old.
How do I get a Certificate of Good Standing?
Visit the website of the state agency you filed with when you originally formed your LLC and follow their guidelines. In most states you can download the certificate instantly for a small fee.
3. Complete the Application for Registration of Foreign Covered Entity
Before your LLC can legally do business in Kansas, you’ll need to complete the Application for Registration of Foreign Covered Entity. The application costs $165 (add $20 for expedited fax filing). Here is a list of all the information you’ll need in order to successfully complete it:
- Name of the LLC.
- Original state or jurisdiction of the LLC.
- Date of formation in original state or jurisdiction.
- Date the LLC began doing business in Kansas (only required if prior to the actual filing date).
- Name and mailing address of your Kansas registered agent.
- Address where you’d like official state mail sent.
- Month your fiscal year ends. Most businesses operate on a calendar year and put December.
- A brief description of the nature of the business in which your LLC will be engaged.
- Kansas Series LLC statement only if your foreign LLC will operate as a series LLC.
- Name and signature of the person who is authorized to complete the application. (This does not have to be someone in your LLC).
The application comes with a cover sheet that asks for the name and phone number of a contact person. You’ll need to submit this, as well as a check, money order, or credit card information, and the Certificate of Good Standing from the LLC’s home state.
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How much does it cost to file the Application for Registration of Foreign Covered Entity?
Regular processing costs $165 for in person and mail filings. Faxed filings cost $185.
How do I file my Application for Registration of Foreign Covered Entity in Kansas?
Kansas allows you to file in person or by mail or fax. Filed documents will be returned by mail. In a hurry to prove your foreign LLC is legit? You can request a file-stamped copy be faxed to you for an additional $1 per page.
Mail and in person:
Kansas Secretary of State
Memorial Hall, 1st Floor
120 SW 10th Avenue
Topeka, KS 66612-1594
Do foreign LLCs need to file Articles of Organization for my Kansas foreign LLC?
No. Kansas foreign LLCs only need to file the Application for Foreign Registration, which gives them the authority to do business in Kansas. Kansas Articles of Organization are only filed by domestic Kansas LLCs.
4. Receive your Certificate of Authority
Once the Secretary of State has authorized your LLC to do business in Kansas, you’ll receive a mailed stamped copy of your application, as well as a Certificate of Authority for your records. The Secretary of State’s office will also issue your LLC a business entity ID number that you’ll need to use for annual reports and other state filings.
How long will it take for Kansas to process my application?
In-person filings will be processed while you wait. Faxed filings are also accepted and will be filed the same day if received before 4 pm. Kansas processes mailed filings in about 10 business days.
Kansas Foreign LLC Registration FAQ
How do I amend a foreign LLC in Kansas?
In order to amend your foreign LLC in Kansas you’ll need to file a Business Entity Certificate of Amendment. The cost to file is $35 (add $20 to file by fax). You’ll need your business entity ID number in order to complete the paperwork.
What does it mean to do business in Kansas?
Neither Kansas’s LLC Act nor the Kansas Department of Revenue offer much guidance on what counts as doing business in the state. However, in general, a business owner should ask themselves a few questions to help determine if foreign qualification is necessary:
- Does my LLC have a physical presence in Kansas, such as a warehouse, office, or storefront?
- Will my LLC need to apply for a business license or other occupational license in Kansas?
- Does my business have employees working in the state?
- Am I selling retail products or services in Kansas?
If you answered “yes” to any of those questions, your LLC will likely need to register as a foreign LLC in Kansas. If you’re still not sure, consult a CPA or business attorney.
Read more about what counts as doing business in another state.
Do I have to file an Kansas annual report for my foreign LLC?
Yes. Kansas Annual Reports for all LLCs, foreign and domestic, are due by the 15th day of the 4th month of their fiscal year. This means that for all calendar year filers, the annual report will be due by April 15th. You will need the business entity ID number that was issued to your foreign LLC in order to complete your annual report. Online filings cost $50 and will be processed within 24 hours. Paper filings cost $55 and will be processed in about 5 business days.
How are foreign LLCs in Kansas taxed?
When it comes to taxes, LLCs are classified as pass-through entities by default, meaning the profits and losses from the business will pass through the LLC to the personal tax forms of each member. LLC members will also be on the hook for self-employment taxes of 15.3% (12.4% for social security and 2.9% for Medicare). An LLC can also elect to be taxed as an S-corp or C-corp.