How to Dissolve an LLC in Kansas

Dissolving a business often involves complex procedures. However, for a limited liability company in Kansas, dissolving it takes a handful of paperwork. When an LLC is formed in Kansas, the owner(s) draft the operating agreement. If the owner(s) decide to dissolve the business, the dissolution takes place following the articles mentioned in the operating agreement.

In this article, LLCBuddy editors shared the ins and outs of dissolving an LLC in Kansas. LLCs must file the Articles of Dissolution with the Kansas Secretary of State like the formation certificate was filed at the time of forming an LLC in Kansas. It takes a few days to process and a handful of fees to be paid to the SOS. Many people hire a professional service to do the paperwork to process it hassle-free.

At the time of forming an LLC, an operating agreement draft must be written. Generally, the process of dissolution takes place following the operating agreement (read: Kansas LLC operating agreement). Before the dissolution process, there are a few things to consider in the LLC.

First, make sure all the members of the LLC agree to dissolve the business. Once all the members are ready, their consent should be recorded via voting. After casting their vote in favor of the dissolution, the legal process must be started.

Dissolution of Kansas LLC requires three broad procedural steps. Having a Kansas LLC Operating Agreement, closing all the tax accounts, and finally submitting the Articles of Dissolution form to the Kansas Secretary of State.

Step 1: Follow the LLC Operating Agreement in Kansas

When you have started an LLC as a business entity, then there is an operating agreement that is formed. There are complete details of how the company will function and grow in that operating agreement, which acts as a comprehensive guide. There is also a dissolution process, which is added to your agreement. The common dissolution steps that almost every LLC follows are:-

First of all, the dissolution vote will take place among the LLC members in the dissolution meeting. If the majority is with the YES, then the process goes into legal proceedings.

All the dissolution votes will be noted down and recorded with the minutes of the meeting or a consent form.
After that, a formal date for dissolving the LLC will be decided.
The next step is counting the LLC assets and dividing them among the stakeholders and members accordingly.
Finally, the creditors of the business are notified, and the debts of the business are settled.

This is a general process. However, it is strongly recommended to seek professional help to avoid any complications when it comes to terminating an LLC in Kansas.

Get a Professional Agent Service

When it comes to a limited liability company dissolution, it is important to get professional help. Kansas registered agent will guide you with everything you need to close your limited liability company. While choosing a registered agent make sure they have a physical street address in the state. A professional service provider helps you to file the Article of Dissolution and close your various tax accounts without any hassle. Below are the best LLC services in Kansas that we strongly recommend for you.

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Step 2: Close All Tax Accounts

Every action that an official business takes is legally bound to some minimum business taxes. For that, various accounts, especially business entity tax accounts, are maintained by the state government with the help of various departments. You should consider all the taxes that you have paid for your LLC’s duration and make a list of them.

You must contact all government entities and clear the amount of outstanding taxes due by the date you have decided to dissolve. All the taxes must be paid in advance so that you don’t face any issues in the process of shutting down your LLC.

Some of the common taxes that limited liability companies have to pay are:

Unemployment insurance tax
Employee withholding tax if your LLC has employees.
If your LLC is engaged in selling taxable goods then they are liable to pay the sales and use tax.

Most of these taxes are normally filed, but some departments require official paperwork, without which it is impossible for the business to close their accounts. Apart from business taxes, federal taxes, personal income taxes, and franchise taxes are to be considered. For the franchise taxes, a franchise tax form is required. That is why the LLC owner should go through the sales tax guide and hire an accounting service.

Tax clearance

While dissolving the Kansas LLC, the owner is not required to obtain a tax clearance certificate. However, if you have filed federal taxes, then you must go through the final return option on your IRS form.

The IRS form for the LLCs that are classified as partnerships is Form 1065, and those LLCs who have registered themselves as corporate should check IRS Form 1120.

BOI Reporting

If you’re going to dissolve your LLC this year, make sure to update your BOI reporting. From January 1, 2024, the Financial Crimes Enforcement Network (FinCEN) implied a rule to all businesses, including LLCs in Kansas to file the BOI Report. The Beneficial Ownership Information (BOI) in Kansas is a report that states about in and out of the company. This report must be up-to-date and submitted to the FinCEN before you proceed to the dissolution.

Step 3: File Articles of Dissolution

There is a list of dissolution documents that you, as an LLC owner, have to file. Once these articles are filed, the legal existence of the LLC will be over. Like a Kansas Articles of Organization, one has to file Kansas LLC Articles of Organization. The dissolution procedure and filing the articles of dissolution form is very easy and is discussed below.

First of all, the LLC owner(s) has to file the Article of Dissolution. There are multiple methods of filing available, such as filing by mail, in-person drop, or/and online filing.
You can follow the filing instructions on the official portal so that the steps for dissolution will be easier to complete.
For offline filing, LLCs must download the form and submit it to the Kansas Secretary of State physical office along with the state filing fee.
If you want to dissolve Kansas Foreign LLC then look for the Foreign LLC Dissolution process.
You must fill in all the important and legal information in the form, so you should be extra careful.
After filling in all the important information, you must choose the mode of payment you want to use to pay the LLC dissolution filing fees.
After filling in every detail, one should submit the form through an official mail address and make a payment.

Filing	Forms and Details
Online Applications	Not Applicable
Offline Applications	LLC Certificate of Cancellation
SOS Contact (if offline application is available)	Kansas Office of the Secretary of State, Memorial Hall, 1st Floor, 120 S.W. 10th Avenue, Topeka, KS 66612
Filing Time	2 to 3 working days for offline filing and immediately for online filing
Filing Fee	$35 (offline) and $30 (online)

The LLC you own is dissolved, and you are free from all the liabilities linked with the LLC and its taxes. A copy of both original articles and recorded articles should be submitted in front of the probate judge. Now it’s his call whether he accepts your expedited dissolutions or not.

Points to Be Noted When Dissolving an LLC in Kansas

Apart from these three steps, no major dissolution rules are there in Kansas. However, there are some other tasks one has to keep in mind while dissolving an LLC legally.

Winding Up

Some purposes of LLC require some attention even after dissolution, known as winding up. The task of winding up includes.

For a certain period, the property of a business requires preservation.
If there is any civil case against the LLC, then the owner needs to finish them.
Settle all the existing disputes of LLC.
Transfer all the property of the LLC to the names of partners.
Release all the liabilities that the LLC owes to others.
Rightful distribution of all the assets among members, according to their percentage of partnerships.

Cost of Dissolving LLC

LLC costs in Kansas include the formation as well as dissolution fees. To dissolve an LLC in Kansas, LLCs have to file an Article of Dissolution. The filing fee is $35 (offline) and $30 (online). The details are mentioned in the articles of dissolution filing form. Following are the ways to pay for the dissolution,

You can select a payment pick-up option.
There is an option for direct account transfer through your prepaid accounts.
LLC owners can also use their Credit cards, providing their complete details and types. Along with that, an original signature is required to authorize the transaction the state will make.

After Dissolving Your LLC

After you dissolve an LLC in Kansas, you can reinstate or revive the same within a given time. In Kansas, the LLC name will be available up to the time till SOS dissolves the LLC completely. After this, the name will be available to other LLCs. Besides, you might revive or reinstate the LLC in Kansas if that is available. According to the Kansas SOS, you can revive your LLC after you file the formation documents afresh. There is no time limit to revive your LLC in Kansas.

Reasons Behind Dissolving an LLC in Kansas

People always think they can leave the company without any notice and there will be no issue. But if you have an LLC that you created with a legal obligation, it needs to be ended that way. Yes, if someone will dissolve an LLC in Kansas, they will have to do it while taking care of the government. For dissolving the company, there is always a reason. The reason can be voluntary or involuntary too. Let’s get to know about the involuntary reasons,

If the company was caught doing illegal business.
If the company’s member died due to some reason or went bankrupt.
The dissolution will be mandatory if the assets of the business are used unwisely.
If the time being of the company was already determined in the will, then the company will go into dissolution at that time.

Top Businesses in Kansas

With the population of 2,963,308, Kansas is one of the favorable places to start an LLC. According to several reports, starting an LLC for Online Retail Sales can be profitable as various places in the state showed steady growth in this business over the past few years. On the other side, based on the city or region you’re going to start your LLC, you can decide the type of business to start. Following are the top 5 businesses you can start in Kansas.

Online Retail Sales
Business Consulting
Virtual Assistant
Information Technology Services
Cleaning Services

Kansas LLC Dissolution Review – A Quick Recap

Here’s a recap of the steps you must follow when dissolving your Kansas LLC. Click on the steps in this list if you want to read the full details.

Follow Your Kansas LLC Operating Agreement: Remember that when you started, you created an operating agreement. Use this agreement as a guide in proceeding with the dissolution of your LLC.
Close All Tax Accounts: Make sure you close all your tax accounts to avoid incurring further costs.
File Articles of Organization: File the article of dissolution to make it known to the state where your LLC operates that you are indeed no longer in business.

FAQs

How do I dissolve an LLC in Kansas?

To dissolve an LLC in Kansas, you must file Articles of Dissolution with the Kansas Secretary of State.

Are there any specific requirements for dissolving an LLC in Kansas?

Yes, in Kansas, you must settle all debts and obligations, file final tax returns, and obtain any necessary permits or licenses before dissolving your LLC.

What is the filing fee for dissolving an LLC in Kansas?

The filing fee for dissolving an LLC in Kansas is $50.

Can I dissolve my Kansas LLC online?

Yes, you can dissolve your Kansas LLC online through the Kansas Secretary of State’s website.

Do I need to notify the IRS when dissolving my Kansas LLC?

Yes, you need to notify the IRS by filing Form 966 within 30 days of dissolving your Kansas LLC.

What happens to my Kansas LLC’s assets and liabilities when I dissolve it?

When you dissolve your Kansas LLC, the assets and liabilities are typically distributed among the members according to the operating agreement.

How long does it take to dissolve an LLC in Kansas?

The processing time for dissolving an LLC in Kansas can vary, but it generally takes a few weeks to complete the process.

Do I need to notify employees when dissolving my Kansas LLC?

Yes, you should notify your employees of the LLC’s dissolution and handle any final payroll and benefit issues.

Can I reinstate my Kansas LLC after it has been dissolved?

Yes, you can reinstate your Kansas LLC within three years of dissolution by filing a Reinstatement form and paying the appropriate fees.

What are the consequences of not properly dissolving my Kansas LLC?

If you do not properly dissolve your Kansas LLC, you may still be liable for taxes, annual reports, and other obligations, even if the LLC is no longer active.

What is the fee for dissolving an LLC in Kansas?

The fee for filing Articles of Dissolution for an LLC in Kansas is $35.

Do I need to notify any other agencies or creditors when dissolving an LLC in Kansas?

Yes, it is recommended to notify all creditors and other parties you have contracts with when dissolving an LLC in Kansas.

Can I reinstate a dissolved LLC in Kansas?

Yes, a dissolved LLC in Kansas can typically be reinstated by filing the necessary forms and paying any outstanding fees.

What happens to any remaining assets or debts after dissolving an LLC in Kansas?

Any remaining assets are typically distributed among the LLC members after paying off any debts and liabilities of the LLC in Kansas.

Do I need to file a final tax return for my LLC in Kansas after dissolving?

Yes, you must file a final tax return for the LLC in Kansas and report any dissolution activity to the Kansas Department of Revenue.

Can I dissolve my LLC in Kansas if it is involved in a lawsuit?

It is recommended to resolve any pending legal matters before dissolving an LLC in Kansas to avoid any complications.

What is the first step to dissolve an LLC in Kansas?

The first step to dissolve an LLC in Kansas is to hold a meeting of the members and vote to dissolve the company.

Can I dissolve my Kansas LLC if it is in default or not in good standing?

No, an LLC in Kansas must be in good standing and current on all filings and requirements before it can be dissolved.

How do I notify the Kansas Department of Revenue when dissolving an LLC?

You must file a final tax return with the Kansas Department of Revenue and indicate that the LLC is being dissolved.

What are the consequences of not properly dissolving an LLC in Kansas?

Failing to properly dissolve an LLC in Kansas can result in ongoing tax obligations, fees, and potential legal liabilities for the members.

Can I dissolve an LLC in Kansas if it has outstanding debts?

Yes, but all outstanding debts and liabilities of the LLC in Kansas must be settled before dissolving the company.

How do I notify the Kansas Secretary of State when dissolving an LLC?

You must file Articles of Dissolution with the Kansas Secretary of State to officially notify them of the LLC’s dissolution.

Can I transfer the assets of my LLC before dissolving it in Kansas?

Yes, you can transfer the assets of the LLC to other entities or individuals before dissolving it in Kansas.

How do I cancel my LLC’s registered agent when dissolving in Kansas?

You must file a form with the Kansas Secretary of State to cancel your LLC’s registered agent when dissolving the company.

Can I change the name of my LLC before dissolving it in Kansas?

If you want to change the name of the LLC before dissolving it in Kansas, you must file an amendment to the Articles of Organization.

Can I dissolve my LLC in Kansas if it is still doing business?

Yes, an LLC in Kansas can be dissolved even if it is still conducting business, but all operations must cease after the dissolution.

How long do I have to file the Articles of Dissolution for my LLC in Kansas after deciding to dissolve?

You should file the Articles of Dissolution with the Kansas Secretary of State within 90 days of deciding to dissolve the LLC.

Can I dissolve my LLC in Kansas without a vote of the members?

It is generally required to hold a formal vote of the members to dissolve an LLC in Kansas.

Can I dissolve my LLC in Kansas if it has multiple members?

Yes, an LLC in Kansas with multiple members can still be dissolved, but all members must agree to the dissolution.

Can I dissolve my Kansas LLC if it is still making a profit?

Yes, even if an LLC in Kansas is still making a profit, it can be dissolved by following the proper procedures.

In Conclusion

Dissolving a business is not an easy task as a lot of homework is involved with the process. The official process might have only a few steps, however, before and after dissolving the LLC, there might be a lot of other tasks. In this case, it is highly recommended to get a professional service. If you are looking to file an LLC at $0, then ZenBusiness is your answer.

Limited liability companies reduce owners’ personal liability. Having an LLC is quite cost-effective. However, if it is required to close down the business, then the dissolution process should be done legally. This article shared the general steps. Let us know if you have any queries.