The Kansas LLC operating agreement is a legal document that may be utilized by companies of all sizes, to establish businesses, member relationships (multi-member entities), standard operating procedures, company policies, and many other aspects of a business.
The State of Kansas does not require that companies have the document in place. However, the members must be diligent in protecting their personal and financial assets. Without implementation of this document, yet becoming a member in a member-managed business, should the business ever face litigation or any type of business failure, the member’s assets are vulnerable to liens for collection. By placing the document into effect, the member’s assets will be protected inasmuch as it creates legal separation between the member’s assets and the business debts. The document will also provide tax benefits that would not be available to the business without placement of the document.
The members must take the time to review the entire document before completion and signatures are applied. Should the members find difficulty in understanding the form, they may decide to contact an attorney for assistance.
Table of Contents
Multi-Member – For use by companies with more than one member. The document shall set forth procedures and policies that will be observed by all managing members. The document will provide protection for all contributing members.
Single-Member – For use by sole proprietors (single owners) to establish their business procedures, recording of daily activities, and provide protection to personal financial assets, among other aspects.
Individuals filing in the State of Kansas should ensure that their chosen operating name is available for use before formally applying for registration. By conducting a , you can verify your name’s availability and make certain that the name is distinguishable on the records of the Secretary of State.
Step 1 – Registered Agent
All LLCs must appoint a Registered Agent as part of the filing process. The Registered Agent will notify the LLC of any official notices received, such as annual reports or other correspondence from the Secretary of State.
A Registered Agent may be an:
- Individual with residence in the State
- Business operating in the State
Step 2 – Registration Documents
Filers must submit their registration documents to the Secretary of State either by mail or via the online filing system. Select the option below which matches your entity type and the desired method of application:
- Domestic – Form a new LLC within Kansas
- Register – or Adobe PDF
- Foreign – File a preexisting LLC, formed outside Kansas
- Register – or *Adobe PDF
*A Certificate of Existence, or document of equal qualification, is required when filing a Foreign LLC by mail (Adobe PDF).
Step 3 – Pay the Fee
The filing fee for both a Domestic and Foreign LLC is $165, unless you are filing a Domestic LLC online which will result in a reduced fee of $160.
Online filers may pay the fee by e-check or credit card. For applicants filing a paper form, attach a check or money made payable to the ‘Secretary of State’ and send all articles to the following address:
Memorial Hall, 1st Floor, 120 S.W. 10th Avenue, Topeka, KS 66612-1594
Step 4 – LLC Operating Agreement
The managing member(s) may draft an operating agreement as a means to organize the internal affairs of the LLC, and to provide documentation that assets of the LLC are separate from those of the ownership. While the form is not required by State law, it is in the best interest of the LLC to implement this type of agreement after successfully filing for formation.
Step 5 – Employer Identification Number (EIN)
The Employer Identification Number (EIN) is issued to companies for the purpose of overseeing financial activity. An EIN is issued by the Internal Revenue Service (IRS) and it may be applied for by completing a short or through the filing of Form SS-4. Once obtained, the LLC will be able to do the following:
- Hire employees
- Apply for financing
- Acquire company credit cards
Step 1 – Download the document and enter the name of the company in the line at the top of the document.
Step 2 – Agreement – Submit a date in which the document shall be entered into by the member(s).
- Check the applicable box and submit any information required
- Single-Member – Provide the name of the company and the state where the company shall reside. Provide the owner’s name. Enter the owner’s business address
- Multi-Member – Enter the names and addresses of each member
Step 3 – Name and Principal Place of Business – Submit the following:
- The company name
- Submit the physical business address
- The city where the business address will be situated
Review the section and enter any required information.
- Submit the date of the company’s formation, in dd/mm/yy format
- Read the information in the following two titles:
Member Capitol Contributions –
- Check the applicable box
- Single-Members – Review the information contained within the paragraph
- Multi-Members – Enter the each member’s name and contribution (respectively)
- All members must carefully read the remaining information in this section as follows:
Distributions – Members must read all the information under this title.
- Check the box that applies
- Single-Members – Read the information
- Multi-Members – Enter each member’s name. Enter each member’s Percentage of Interest (ownership)
- Members must continue to review the remaining information
Step 4 – Books, Records and Tax Returns –
- Check the appropriate box
- Read the information behind the box selected
Continue by reading all of the following titles:
- Bank Accounts
- Management of the Company
- Select and check the applicable box
- Single-Member – Read the information provided under this title
- Multi-Members – Review the information beyond the box
- Submit any maximums into the lines provided
Step 5 – Titled Sections – The members must check the box if applicable. Review all information provided under each title.
- Meetings of Members – Provide a date when members should expect to meet, annually
- Assignment of Interests
- Ownership of Company Property (Single Member) – Check the box. Read the information provided
- Right of First Refusal
- Admission of New Members
- Withdrawal Events
- Dissolution and Liquidation – Select the applicable box. Read the information behind the box
- Representations of Members
- Certificates Evidencing Membership (Multi-Member) – Submit the name of the company and a date when the document shall become effective, in dd/mm/yyyy format
- Indemnification (Single-Members)
Step 6 – Signatures –
- Enter the date of when the document shall be executed, in dd/mm/yy format
- Apply the name of the company
- Provide the signature of any selected company representative
- The members must submit signatures
When the document is complete and unanimously agreed upon, copies must be provided to the member(s) for personal keeping.