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Kansas Articles of Incorporation

Kansas articles of incorporation form a corporation by filing Form AI with the Secretary of State for $85 online, setting the name, agent, and shares. Attorney review available.

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Introduction

Kansas repealed its corporate franchise tax for tax years beginning after December 31, 2010, so a corporation formed here pays none; that corporation becomes a separate legal entity when you file the Articles of Incorporation - General Corporation (Form AI) with the Kansas Secretary of State. Filing brings the corporation into existence so it can own property, sign contracts, and give its owners limited liability for the debts of the business. Kansas law requires the articles to set forth the corporation name, the registered office in Kansas and the resident agent at that address, a statement of purpose, and the authorized capital stock (K.S.A. 17-6002). The filing fee paid to the Secretary of State is $85 when filed online, or $90 by paper. The resident agent named in the articles must have a registered office in Kansas and agree to receive legal papers for the corporation. Kansas repealed its corporate franchise tax, so it does not apply for tax years beginning after December 31, 2010, and corporations do not file or pay a Kansas franchise tax. After formation, the corporation must file a business entity information report every two years; for a for-profit corporation the report is due not later than April 15, with a $100 fee online or $110 by paper (K.S.A. 17-7503). DocDraft builds your Kansas articles of incorporation from your facts, with attorney review available before you file.

Key Things to Know

  1. 1

    Kansas uses the Articles of Incorporation - General Corporation (Form AI), filed with the Secretary of State, to bring a corporation into existence as a separate legal entity.

  2. 2

    You file the articles with the Kansas Secretary of State and pay an $85 fee when filing online, or $90 by paper. The Secretary of State is the filing office for forming a Kansas corporation.

  3. 3

    Kansas requires the articles to set forth the corporation name, the registered office in Kansas and the resident agent at that address, a statement of purpose, and the authorized capital stock (K.S.A. 17-6002).

  4. 4

    The resident agent named in the articles must have a registered office in Kansas and agree to accept legal papers for the corporation. Kansas uses the term resident agent for what many states call a registered agent (K.S.A. 17-6002).

  5. 5

    Kansas repealed its corporate franchise tax, so it does not apply for tax years beginning after December 31, 2010. Kansas corporations do not file or pay a state franchise tax.

  6. 6

    The corporation must file a business entity information report every two years; for a for-profit corporation the report is due not later than April 15, with a $100 fee online or $110 by paper (K.S.A. 17-7503).

  7. 7

    Articles of incorporation form a corporation. To form a Kansas limited liability company you file articles of organization instead, and corporate bylaws are a separate internal document the corporation keeps rather than files.

Key decisions before you file

Before you file a Articles of Incorporation in Kansas, a few decisions shape the document: which option to choose and what each one means. The Articles of Incorporation guide walks through them.

Open the Articles of Incorporation guide

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ARTICLES OF INCORPORATION OF [CORPORATION NAME] (Kansas General Corporation, Form AI)

The undersigned incorporator, for the purpose of forming a corporation under the Kansas general corporation code (K.S.A. Chapter 17), adopts the following articles of incorporation.

Article 1. Name. The name of the corporation is [CORPORATION NAME]. The name includes a corporate designator such as Corporation, Incorporated, Company, or Limited, or an abbreviation of one of those words, and is distinguishable from other entity names on file with the Kansas Secretary of State.

Article 2. Registered Office and Resident Agent. The postal address of the corporation registered office in Kansas is [REGISTERED OFFICE STREET ADDRESS, CITY, KS ZIP], and the name of its resident agent at that address is [AGENT NAME]. The resident agent maintains a Kansas office and agrees to accept service of process for the corporation.

Article 3. Purpose. The nature of the business or purpose of the corporation is to engage in any lawful act or activity for which corporations may be organized under the Kansas general corporation code.

Article 4. Authorized Capital Stock. The corporation is authorized to issue [NUMBER] shares. If more than one class or series of shares is authorized, the designation, number, par value, and relative rights, preferences, and limitations of each class or series are: [DESCRIBE, OR STATE ONE CLASS OF COMMON SHARES].

Article 5. Incorporator. The name and mailing address of the incorporator signing these articles is [INCORPORATOR NAME], [INCORPORATOR ADDRESS]. The incorporator does not have to be an owner, director, or officer of the corporation.

Article 6. Directors. The number of initial directors and their names and addresses, if named, are [DIRECTOR NAMES AND ADDRESSES, OR STATE THAT DIRECTORS WILL BE NAMED IN THE BYLAWS].

Article 7. Duration and Powers. The duration of the corporation is perpetual unless a shorter period is stated here, and the corporation has all powers granted to corporations under the Kansas general corporation code, including the power to indemnify its directors and officers to the extent permitted by law.

Execution and filing. The incorporator signs and files these articles with the Kansas Secretary of State (Form AI) with the $85 online filing fee (or $90 by paper). After the Secretary of State files the articles, the corporation must file a business entity information report every two years; for a for-profit corporation it is due not later than April 15, with a $100 fee online or $110 by paper (K.S.A. 17-7503). Kansas repealed its corporate franchise tax, so no state franchise tax applies for tax years beginning after December 31, 2010. The corporation should also adopt bylaws and hold an organizational meeting of its board of directors to elect officers and authorize the issuance of the initial shares.

Dated: ____________

[INCORPORATOR NAME], Incorporator

This Kansas document follows the Kansas general corporation code and the Secretary of State Form AI. For the generic template and other states, see the Articles of Incorporation hub.

Kansas Requirements for Articles of Incorporation

File Form AI With the Secretary of State

A Kansas corporation is formed by filing the Articles of Incorporation - General Corporation (Form AI) with the Kansas Secretary of State. The filing fee is $85 online or $90 by paper. The corporation legally exists once the Secretary of State files the articles.

Corporate Name With a Designator

The corporation name in the articles must include a word such as Corporation, Incorporated, Company, or Limited, or an abbreviation, and must be distinguishable from other entities on file with the Kansas Secretary of State (K.S.A. 17-6002).

Statement of Purpose

Kansas articles include a purpose statement, which may state that the purpose is to engage in any lawful act or activity for which corporations may be organized under the Kansas general corporation code (K.S.A. 17-6002).

Registered Office and Resident Agent

The articles must state the postal address of the registered office in Kansas and the name of the resident agent at that address. Kansas uses the term resident agent for what many states call a registered agent (K.S.A. 17-6002).

Authorized Capital Stock

If the corporation is to issue capital stock, the articles must state the total number of shares the corporation is authorized to issue and the classes of shares (K.S.A. 17-6002).

Business Entity Information Report

The corporation must file a business entity information report every two years; for a for-profit corporation it is due not later than April 15, with a $100 fee online or $110 by paper (K.S.A. 17-7503). Missing it can lead to forfeiture of the registration.

No Corporate Franchise Tax

Kansas repealed its corporate franchise tax, so it does not apply for tax years beginning after December 31, 2010. Kansas corporations do not file or pay a state franchise tax, though they remain subject to Kansas corporate income tax.

Corporation Versus LLC

Articles of incorporation form a corporation. To form a Kansas limited liability company you file articles of organization instead. Corporate bylaws are a separate internal document the corporation keeps rather than files with the state.

Frequently Asked Questions

In Kansas, articles of incorporation are the founding document you file with the Secretary of State to create a corporation. Filing them makes the corporation a separate legal entity that can own property, sign contracts, and shield its owners from personal liability for the debts of the business. A corporation is formed by filing the Articles of Incorporation - General Corporation (Form AI), which sets out the corporation name, its registered office and resident agent, its purpose, and its authorized capital stock (K.S.A. 17-6002).

In Kansas, articles of incorporation create a corporation, which has shareholders, directors, and shares of stock and files Form AI. Articles of organization create a limited liability company (LLC), which has members instead of shareholders and issues no stock. Both are filed with the Kansas Secretary of State and both form a separate legal entity, but they create different kinds of entities under different parts of Kansas law. Choose the one that matches the entity you want.

You file the Articles of Incorporation - General Corporation (Form AI) with the Kansas Secretary of State, and the filing fee is $85 when filed online or $90 by paper. Kansas law caps the articles-of-incorporation fee at $250 and sets the actual amount by regulation (K.S.A. 17-7506). Once the Secretary of State files the articles, the corporation legally exists in Kansas.

Kansas requires the articles to set forth the corporation name, which must include a corporate designator and be distinguishable from other entities; the postal address of the registered office in Kansas and the name of the resident agent at that address; the nature of the business or purpose, which may be any lawful act under the Kansas general corporation code; and the authorized capital stock (K.S.A. 17-6002). The incorporator signs the articles.

The resident agent named in Kansas articles of incorporation must have a registered office with a Kansas street address and agree to accept legal papers for the corporation. The agent can be an individual who resides in Kansas or a company authorized to do business in Kansas. Kansas uses the term resident agent for what many states call a registered agent, and the corporation must keep one on file at the registered office (K.S.A. 17-6002).

No. Kansas repealed its corporate franchise tax, and it does not apply for tax years beginning after December 31, 2010, so Kansas corporations do not file or pay a state franchise tax. Corporations are still subject to Kansas corporate income tax on their income. This is a tax rule, not legal advice, so confirm your obligations with the Kansas Department of Revenue.

The Kansas business entity information report is a filing that updates the Secretary of State on the corporation principal office, officers and directors, and the nature of its business. A for-profit Kansas corporation must file it every two years (biennially), due not later than April 15, with a $100 fee online or $110 by paper (K.S.A. 17-7503). Filing on time keeps the corporation in good standing; missing it can lead to forfeiture of the registration.

In Kansas, articles of incorporation are the short public document you file with the Secretary of State to create the corporation. Bylaws are a longer internal document the corporation adopts and keeps in its own records, not filed with the state, setting the rules for how the corporation is run, such as how directors are elected and how meetings are held. You need the Kansas articles to exist as a corporation and the bylaws to govern it day to day.