How to Reinstate an LLC in Kansas – 2024 Guide


Steve Bennett
Steve Bennett
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Get Kansas LLC Reinstated

Reinstatement of an LLC in Kansas involves a simple process. In general, after dissolving a limited liability company, sometimes LLCs restore their good standing and continue their operations. Depending on the reason for dissolution, the reinstatement occurs. In most cases in Kansas, if the dissolution is administrative, the chances of reinstatement are higher.

This article will take you through the process of restoring your business. The editors from LLCBuddy focus mainly on how to reinstate an LLC in Kansas, also known as The Sunflower State. There might be several reasons for LLC dissolution in Kansas. This article will also list the type of dissolution in Kansas and which ones are eligible for reinstation.

What is LLC Reinstatement in Kansas?

LLC reinstatement simply refers to returning an administratively dissolved or revoked business entity to active status. In case the Limited Liability Company doesn’t comply with the state requirements, such as non-payment for necessary fees and not filing annual reports, it may dissolve by the Kansas Secretary of State. When companies have been reinstated, they regain their legal capacity, thereby facilitating continued operations. In some cases, the companies can be dissolved due to legal issues or by members’ choices.

LLC Dissolution in Kansas

There can be several reasons why a Limited Liability Company gets dissolved in Kansas. Certain types of dissolution can be identified based on the reasons given. In Kansas, reinstatement of an LLC depends on how and why the LLC got dissolved in Kansas in the first place.

  1. Administrative Dissolution: If the LLC fails to comply with the State rules, like filing proper documents (annual reports, BOI reports in Kansas), tax dues, or any other administrative issues, the state can dissolve the LLC in Kansas.
  2. Judicial Dissolution: If there is any lawsuit and court orders to dissolve the company, the said LLC has to shut it down.
  3. Dissolution Due to Expiration: In some cases, LLCs were formed for a particular reason or for a specific time. Hence, the LLC was automatically dissolved after the purpose was served or the period was over.
  4. Voluntary Dissolution: When members decide to dissolve the LLC, they file the dissolution form with Kansas Secretary of State.

How to Reinstate an LLC in Kansas

As mentioned above, reinstatement takes place depending on the type of dissolution. The steps involved in restoring your LLC are moderately simple; however, getting professional help before you start processing LLC reinstatement is recommended. Here are the initial steps to follow before you file for reinstatement in Kansas.

Initial Steps Before Filing for Reinstatement

In Kansas, most of the businesses are reinstated after administrative dissolution. That is the most common type of reinstatement for any business, such as LLC or Corporation in Kansas. There are a few steps before you start the restore process.

Identify Reasons for Dissolution

Before you start reinstating your LLC, you must know why your company was dissolved. Some common reasons are:

  • Missing annual reports.
  • Unpaid state taxes.
  • Non-compliance with specific state regulations.

If need be, contact Kansas Department of Revenue to know whether you owe any outstanding tax obligations. Besides, going through the Kansas Secretary of State correspondences or checking the Certificate of Good Standing online can help you understand why dissolution was done in your entity.

Gather Necessary Information Regarding the LLC in Kansas

To avoid delays in filing, gather all necessary information ahead of time, including:

  • Business Name: You should first check if it is still available and has not been taken by another entity.
  • Document Number: It can often be found on previous filings or notices issued by the Kansas Secretary of State.
  • Details of Previous Filings and Compliance Records: These involve past annual reports, tax returns, and other compliance materials.

How to File an LLC Reinstatement Document

Once you are determined to restore your LLC (or business), you must proceed with the filing of a reinstatement application. In Kansas, the reinstatement document is called Certificate of Reinstatement. The next task is to get the forms from the official Kansas Secretary of State business section. A reinstatement fee might be paid to the Kansas SOS.

Forms

In order to reinstate your LLC, you have to fill out various forms which could include:

  • LLC Reinstatement Form: You can file your LLC reinstatement offline or online (whichever is available and convenient for you).
  • Additional Forms: Depending on what type of dissolution it is, you might need to file additional forms to Kansas Tax Department [Kansas Department of Revenue] or Insurance Department [Kansas Insurance Department]. Besides, the Certificate of Good Standing in Kansas might be needed.
  • Annual Report Filing: For administrative dissolution, the LLC must file the annual reports and pay the due annual report fees along with the reinstatement form.

Fees

The following fees may be incurred during reinstatement:

  • Reinstatement Fee: In Kansas, the LLC reinstatement fee is $35 restatement fee + $85 penalty for late filing + past due fees for annual report filing (if any).
  • Annual Report Fees: Your company could have to pay for each year it didn’t file the annual reports. The annual report fee in Kansas is $25 online and $27.5 by mail.
  • Late Fees and Penalties: There are possible late fees and penalties if you miss the filing deadlines set by Kansas.

Accepted methods of payment are as follows:

  • Credit Card – Visa, MasterCard, American Express or Discover.
  • For offline payment – Check with the Kansas Secretary of State for details.

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Processing Time and Confirmation

The processing time for reinstatement of your LLC in Kansas varies depending on the filing method. For online filing (if available), it takes less time to process than that of offline filing. However, sometimes it takes almost the same time for both methods.

  • Processing time for LLC reinstatement: In Kansas, the LLC reinstatement processing time is 2-3 working days.

Updating LLC Information During Reinstatement

Upon reinstatement, you have an opportunity to update your LLC’s information.

  • Update members’ or managers’: Changing Members and Managers: You can add, delete, or change Members and Managers.
  • Update names and addresses as necessary.
  • Update Registered Agent Information: Change the registered agent or office address.

Changing the Registered Agent in Kansas

To change the existing Registered Agent for your LLC, you must attach a separate application for the same. Check how to change a registered agent in Kansas to know more about the process.

Updating Business Address

Principal Office & Mailing Address changes may also be made in these areas:

  1. Fill out the Address Change Form – where required by Kansas Secretary of State.
  2. Submit LLC Amendment Form – to update the business address or other details of your LLC, you might submit the Kansas LLC Amendment to the SOS.
  3. Submit with Reinstatement Application – Ensure all information provided is correct.

Post-Reinstatement Requirements

After getting a company back into good standing, more steps are necessary to maintain compliance:

  • Obtain a Copy of the Reinstatement Certificate
  • Updating Business Licenses
  • Make sure that all business licenses are up-to-date:
    • General Business License- Verify with do not need to obtain.
    • Specific Permits and Licenses- Check for any industry-specific requirements.
  • Verifying Good Standing Status
    • Kansas Annual Reports – File on time each year.
    • Tax Payments – Pay all state taxes due.

It might look like the steps are simple to reinstate your LLC. However, it is not as simple as it looks. Considering all the paperwork and legal complexities, it is recommended to hire professionals. You must read the best LLC services in Kansas where you can explore the professional services for your consideration.

Additional Considerations

  • Federal Requirements: Reporting Beneficial Ownership Information: Federal requirement for reporting beneficial ownership information since January 1, 2024. Visit the Beneficial Ownership Page on Kansas Secretary of State website for more details.
  • Name Availability: Name change is one of the options to consider when an original business name is not available. DBA in Kansas can also be filed if the previous name is not available. Fill out the correct amendment form with Kansas Secretary of State.
  • Contracts and EIN Reinstatement: Contracts and your EIN might be impacted by reinstating your LLC:
  • Renew Contracts: You will need to talk with vendors, banks, and customers about the revival.
  • Get a New EIN: When this becomes necessary, you should acquire it from the IRS.

Benefits of Reinstatement

There are certain important advantages of restoring your company’s existence:

  • Restores Good Standing: This makes the company become legally recognized again within the state.
  • Maintains Limited Liability Protection: This will protect the business’s owners from being liable for any company’s debts.
  • Ensures Business Continuity: The company can, therefore, continue operating without any legal challenges.
  • Preserve Business Credibility: For instance, a good relationship with clients is necessary for maintaining trust amongst suppliers and financial institutions.

Common Reasons for Administrative Dissolution

  • Failure to File Annual Reports: Filing annual reports that many states like Kansas require companies such as Limited Liability Companies (LLCs) is a must; otherwise, it may lead to dissolution.
  • Unpaid Taxes: An LLC could be dissolved until taxes are paid if any franchise taxes are pending or some state tax has not been settled.
  • Non-Compliance with Other State Requirements: For instance, where there isn’t a registered agent maintained within a specified period while being subjected to several business regulations set by the state.

Reinstatement After Dissolution in Kansas

  • Depending on the type of dissolution, reinstatement takes place. For Administrative Dissolution, reinstatement is very common and possible in Kansas.
  • For voluntary dissolution, reinstatement is not common. Because the LLC dissolution in Kansas is voluntary by members, it is not common for them to restore the LLC in Kansas.
  • For Judiciary Dissolution, it is very uncommon to reinstate in Kansas. Most of the time, court orders do not allow the LLCs to restore their business in the state they are located in. In very exclusive cases, they can be reinstated if the court passes such an order.

FAQs

How do I reinstate my LLC in Kansas?
To reinstate your LLC in Kansas, you will need to file a reinstatement application with the Kansas Secretary of State.
How much does it cost to reinstate an LLC in Kansas?
The cost to reinstate an LLC in Kansas can vary, but as of this writing, the fee is typically around $40.
Can I reinstate my Kansas LLC online?
Yes, you can usually reinstate your Kansas LLC online through the Secretary of State’s website.
What documents do I need to reinstate my LLC in Kansas?
In order to reinstate your LLC in Kansas, you will generally need to file a reinstatement application and pay the required fee.
How long does it take to reinstate an LLC in Kansas?
The timeframe for reinstating an LLC in Kansas can vary, but it typically takes a few weeks for the process to be completed.
What happens if my Kansas LLC is administratively dissolved?
If your Kansas LLC is administratively dissolved, you will need to reinstate it in order to continue operating legally.
Can I continue to do business while my Kansas LLC is suspended?
No, if your Kansas LLC is suspended, you are not allowed to legally operate the business until it has been reinstated.
What is the deadline for reinstating my Kansas LLC after it has been dissolved?
There is no specific deadline for reinstating a dissolved Kansas LLC, but it is recommended to do so as soon as possible to avoid any further complications.
Can I reinstate a Kansas LLC that has been dissolved for nonpayment of taxes?
Yes, you can reinstate a Kansas LLC that has been dissolved for nonpayment of taxes by following the necessary steps outlined by the Secretary of State.
Do I need to submit a new operating agreement when reinstating my Kansas LLC?
It is not typically required to submit a new operating agreement when reinstating a Kansas LLC, but you may want to review and update it as needed during the reinstatement process.
What is the process for reinstating a Kansas LLC that has been inactive for a long period of time?
The process for reinstating a Kansas LLC that has been inactive for a long period of time is generally the same as for any other LLC, which involves filing a reinstatement application and paying the required fee.
Can I reinstate a Kansas LLC if I am no longer interested in operating the business?
If you are no longer interested in operating your Kansas LLC, you may want to consider other options such as dissolution rather than reinstatement.
Is there a penalty for late reinstatement of a Kansas LLC?
While there is not typically a specific penalty for late reinstatement of a Kansas LLC, it is important to reinstate it as soon as possible to avoid any potential consequences.
Can I sell or transfer ownership of my reinstated Kansas LLC?
Yes, once your Kansas LLC has been reinstated, you can sell or transfer ownership of the business as needed.
Will my reinstated Kansas LLC retain its original date of formation?
Yes, your reinstated Kansas LLC will generally retain its original date of formation, as long as the reinstatement is completed in a timely manner.
Can I reinstate my Kansas LLC if I have outstanding debts or obligations?
Yes, you can typically reinstate your Kansas LLC even if you have outstanding debts or obligations, but it is important to address these issues as part of the reinstatement process.
What is the difference between reinstating a Kansas LLC and starting a new LLC?
Reinstating a Kansas LLC involves restoring a previously existing business entity, while starting a new LLC involves creating a brand new entity from scratch.
Can I change the name of my Kansas LLC during the reinstatement process?
If you want to change the name of your Kansas LLC during the reinstatement process, you will need to follow the necessary steps to do so, which may involve additional paperwork and fees.
Can I reinstate my Kansas LLC if it was dissolved due to noncompliance with state regulations?
Yes, you can typically reinstate your Kansas LLC if it was dissolved due to noncompliance with state regulations by correcting the issues that led to the dissolution and following the necessary reinstatement procedures.
What happens to my Kansas LLC’s existing contracts and agreements during reinstatement?
Existing contracts and agreements entered into by your Kansas LLC prior to reinstatement will generally remain valid, but you may need to update them to reflect the reinstatement and any other changes that have occurred.
Can I reinstate my Kansas LLC if I have changed my business address or registered agent?
If you have changed your business address or registered agent, you will need to update this information as part of the reinstatement process for your Kansas LLC.
Will I need to refile my Kansas LLC’s formation documents when reinstating it?
You typically will not need to refile your Kansas LLC’s formation documents when reinstating it, but you may need to update any changes that have occurred since the original filing.
Can I reinstate my Kansas LLC if it has been dissolved for a period of years?
Yes, you can typically reinstate your Kansas LLC even if it has been dissolved for a period of years, as long as you follow the necessary reinstatement procedures.
Will I need to obtain a new EIN for my reinstated Kansas LLC?
Generally, you will not need to obtain a new EIN for your reinstated Kansas LLC, as long as the business structure remains the same.
Can I reinstate my Kansas LLC if I have filed for bankruptcy?
If you have filed for bankruptcy, you may still be able to reinstate your Kansas LLC, but you should consult with legal and financial professionals to understand the implications of the bankruptcy on the reinstatement process.
What is the significance of a reinstated status for my Kansas LLC?
Answer – A reinstated status for your Kansas LLC signifies that the business is legally recognized and allowed to conduct operations in compliance with state regulations.
Can I reinstate my Kansas LLC if I have outstanding tax liabilities?
Yes, you can typically reinstate your Kansas LLC even if you have outstanding tax liabilities, but you will likely need to address these issues as part of the reinstatement process.
What forms do I need to file to reinstate my LLC in Kansas?
You will need to file the LLC Reinstatement Application and any other required documents with the Kansas Secretary of State.
Can I reinstate my LLC in Kansas if it was administratively dissolved?
Yes, you can reinstate your administratively dissolved LLC in Kansas by following the reinstatement process outlined by the Secretary of State.
What is the deadline for reinstating an LLC in Kansas?
There is no strict deadline for reinstating an LLC in Kansas, but it is best to do so as soon as possible to avoid any further complications.

Also Read

In Conclusion

LLC reinstatement or restoration in Kansas mostly depends on the type of dissolution. If it is a voluntary dissolution by the members or managers, then probably the reinstatement won’t occur. However, the LLC reinstatement will be done for other types of involuntary dissolutions in Kansas. As mentioned, you must submit the Certificate of Good Standing and updated Annual Report to the SOS to restore the LLC.

Besides, every LLC gets a certain time limit after dissolution. Within that period, reinstatement can be registered. In some states, there is no such time limit. Hence, they can file for restoration of their business any time after the dissolution process is completed. Though this article explains the DIY methods of filing your LLC reinstatement, it is highly recommended that you get professional help.

Always remember to meet state requirements consistently, which will prevent further involuntary dissolutions in the future and maintain the reputation of your company while at the same time preserving its basic features.

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