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Embarking on business activities in Kansas as a foreign limited liability company (LLC) necessitates navigating through specific bureaucratic waters, chiefly marked by the completion of the Kansas FL 51-10 form. This pivotal document serves as an application for foreign entities aiming to operate within the state, predicating its acceptance on a comprehensive checklist of requirements. Essential details such as the company's name, a certificate of good standing or existence from the jurisdiction where the LLC was originally formed, and a precise filing fee are among the primary requisites. The Kansas Secretary of State mandates that all provided information be accurate and accompanied by the appropriate fees, underscoring the form's critical role. Not only does it legitimize a foreign LLC's operations in Kansas, but it also sets the stage for consistent compliance with state laws, from maintaining a registered agent within the state to ensuring the LLC's name does not conflict with existing entities. Moreover, the form embodies the LLC's consent for the Kansas Secretary of State to accept service of process, a formal acknowledgment that cements the entity's legal presence. With a $165 filing fee and specific instructions against using staples or sending cash, the application reflects a blend of procedural rigor and practicality, designed to streamline the entry of foreign LLCs into Kansas's business domain.

Example - Kansas Fl 51 10 Form

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KANSAS SECRETARY OF STATE

FL

Foreign Limited Liability

51-10

Company Application

 

Instructions

Kansas Office of the Secretary of State:

Memorial Hall, 1st Floor

(785) 296-4564

120 S.W. 10th Avenue

kssos@sos.ks.gov

Topeka, KS 66612-1594

www.sos.ks.gov

All information on the application must be complete and accompanied by the correct filing fee or the document will not be accepted for filing.

Stay up-to-date on your organization’s status, annual report due date and contact addresses by going to www.sos.ks.gov.

oOriginal certificate of good standing or existence

oFiling fee

oPayment

oCompany name

oResident agent

oRegistered office

oMailing address

oSignature

The certificate* must be issued by the state, country or other jurisdiction where organized attesting to the fact that such foreign limited liability company is in good standing in such jurisdiction. The certificate* must be issued within 90 days of filing the application.

*For Texas, send a certificate of fact-status from the Texas Secretary of State. The filing fee for this document is $165.

Please enclose a check or money order payable to the Secretary of State. Applications received without the appropriate fee will not be accepted for filing. Please do not send cash. NOTICE: There is a $25 service fee for all checks returned by your financial institution. Also,

to expedite processing, please do not use staples on your documents or to attach checks.

The limited liability company name on all documents must be exactly the same as it appears on the certificate, including punctuation. If the LLC applying for authority has the same name as an entity already on file, you may do one of the following; per K.S.A. 17-7933(b)(2).

Include a letter of consent from the existing entity to use the name. If the existing entity is a corporation, the consent must be signed by an authorized officer. A consent from another type of entity must be signed by any authorized person.

Include a letter stating the LLC will list its home state as a means of identification and in its advertising in the state of Kansas.

You may view statutes at www.ksrevisor.org.

The resident agent is a person or entity that is authorized to accept service of process (lawsuits) on behalf of the business entity. This does not necessarily mean that the agent is being sued, but that it has the authority and responsibility to accept service of process on behalf of the business.

The registered office is the address where the resident agent is located.

The mailing address is where you would like to receive official mail from the Secretary of State’s Office.

The application requires the signature of an authorized officer.

NOTICE: If the entity has been doing business in Kansas at least six months prior to filing with our office, it may owe annual reports and/or penalty fee (K.S.A. 17-76, 139)

Inst.

K.S.A. 17-7931

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KANSAS SECRETARY OF STATE

FL

Foreign Limited Liability

51-10

Company Application

Kansas Office of the Secretary of State:

Memorial Hall, 1st Floor

(785) 296-4564

120 S.W. 10th Avenue

kssos@sos.ks.gov

Topeka, KS 66612-1594

www.sos.ks.gov

THIS SPACE FOR OFFICE USE ONLY.

A certificate of existence or good standing from the home Secretary of State must accompany this application.

Instructions: All information must be completed or this document will not be accepted for filing.

1.Name of limited liability company

Must match the name on record with the home state

2.State/Country of organization

3.Original certificate of good standing or existence from home jurisdiction.

4.Date of organization in home state

Month

Day

Year

5.Began doing business in Kansas

o Upon qualification

o Date

Month

Day

Year

6.Name of resident

agent and address of registered office in

Kansas

Must be a Kansas street address. A P.O. Box is unacceptable.

7.Mailing address

Address will be used to send official mail from the Secretary of State’s Office.

Name

Street Address

City

 

State

Zip

 

 

KS

 

 

 

 

 

 

 

Attention Name

 

 

 

 

 

 

 

 

 

Address

 

 

 

 

 

 

 

 

 

City

State

Zip

 

Country

 

 

 

 

 

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K.S.A. 17-7931

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8.Tax closing month

9.Full nature and character of the business to be conducted in Kansas

9.The limited liability company hereby consents, without power of revocation, that actions may be commenced against it in the proper court of any county in the state of Kansas where there is a proper venue by service of process on the Secretary of State of the state of Kansas; and the limited liability company stipulates and agrees that such service shall be taken and held in all courts to be valid and binding as if due service had been made upon the members of the foreign limited liability company.

10.I declare under penalty of perjury under the laws of the state of Kansas that the foregoing is true and correct, and that the company is in good standing in its home state, and I have remitted the required fee.

Signature of Manager or Member

Month

Day

Year

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K.S.A. 17-7931

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File Data

Fact Description
Form Name KANSAS SECRETARY OF STATE FL Foreign Limited Liability 51-10 Company Application
Governing Law K.S.A. 17-7931
Application Essential Requirements Complete information, original certificate of good standing, and correct filing fee
Original Certification Requirement The certificate must be from the home state, country, or jurisdiction and issued within 90 days of filing
Filing Fee $165, payable to the Secretary of State, with a $25 service fee for returned checks
Resident Agent and Registered Office Must be a Kansas street address, indicating the agent is authorized to accept service of process on behalf of the LLC
Special Instructions for Similar Names If the LLC name matches another entity already on file, include a letter of consent or a statement to list its home state for identification

Kansas Fl 51 10 - Usage Guide

To register a foreign limited liability company (LLC) in Kansas, the FL 51 10 form needs to be completed and submitted to the Kansas Secretary of State. This document serves as an application for your company to be officially recognized in Kansas, enabling it to conduct business within the state. Careful attention to detail and compliance with all outlined requirements are crucial for a successful filing. The following steps guide you through the preparation of the Kansas FL 51 10 form, ensuring all necessary information and accompanying documents are correctly submitted.

  1. Obtain an original certificate of good standing or existence from the home jurisdiction where your LLC was initially formed. Ensure this certificate is issued within 90 days prior to your filing in Kansas.
  2. Prepare a check or money order for the filing fee of $165, made payable to the "Secretary of State." Remember, applications without the appropriate fee will not be processed.
  3. Start by entering the Name of the limited liability company exactly as it is registered in the home state, including any punctuation.
  4. Fill in the State/Country of organization to specify where your LLC was originally formed.
  5. Attach the original certificate of good standing or existence obtained in step 1.
  6. Provide the Date of organization in home state, indicating when your LLC was initially formed, with month, day, and year.
  7. Indicate when the LLC began or will begin doing business in Kansas by selecting the appropriate option and specifying a date if applicable.
  8. List the Name of resident agent and address of the registered office in Kansas. This must be a physical street address in Kansas; P.O. Boxes are not accepted.
  9. Enter your Mailing address for the receipt of official mail from the Secretary of State’s Office.
  10. Specify your LLC's Tax closing month.
  11. Describe the Full nature and character of the business to be conducted in Kansas.
  12. Acknowledge the consent clause indicating that your LLC agrees to the jurisdiction of Kansas courts and the process of service.
  13. The final section requires the Signature of a Manager or Member of the LLC, attesting under penalty of perjury that the information provided is accurate and that the LLC is in good standing. Include the date of signature.

Once the FL 51 10 form is fully completed and signed, review the document thoroughly to ensure all information is accurate and that no sections have been overlooked. Submit the completed form along with the original certificate of good standing or existence and the filing fee to the Kansas Secretary of State's office. Address and payment details are included in the form instructions. Proper submission of this application is a critical step in ensuring your LLC's legal operation within Kansas.

Get Clarifications on Kansas Fl 51 10

What is the Kansas FL 51-10 form?

The Kansas FL 51-10 form is an application used by foreign limited liability companies (LLCs) to register to do business in Kansas. It requires information about the LLC, including its name, state or country of organization, and a certificate of good standing from its home jurisdiction.

Who needs to file the Kansas FL 51-10 form?

Any foreign LLC, meaning an LLC organized under the laws of another state or country, that wishes to conduct business in Kansas must file the Kansas FL 51-10 form with the Kansas Office of the Secretary of State.

What documents are required to accompany the Kansas FL 51-10 form?

To successfully file the FL 51-10 form, a foreign LLC must include the original certificate of good standing or existence from the state, country, or other jurisdiction where it is organized. This certificate should be issued within 90 days prior to filing the application in Kansas.

Is there a filing fee for the Kansas FL 51-10 form?

Yes, there is a filing fee of $165 for the Kansas FL 51-10 form. The filing fee should be paid via check or money order made payable to the Secretary of State. Applications submitted without the appropriate fee will not be accepted.

What happens if the LLC's name is already in use in Kansas?

If the LLC applying for authority has the same name as an existing entity on file, the LLC must either provide a letter of consent from the existing entity to use the name or include a letter stating the LLC will use its home state as a means of identification in its advertising in Kansas.

Who can serve as the resident agent for a foreign LLC in Kansas?

The resident agent for a foreign LLC in Kansas can be either an individual or an entity that is authorized to accept service of process on behalf of the business. The address provided for the resident agent must be a physical street address in Kansas; P.O. Boxes are not acceptable.

What is the purpose of the resident agent?

The resident agent's role is to accept service of process, or lawsuits, on behalf of the foreign LLC. While this does not mean the agent is being sued personally, they have the authority and responsibility to receive legal documents for the company.

How can an entity ensure their application is processed smoothly?

To ensure the application is processed without delays, all information requested on the form must be complete and accurate. Additionally, applicants are advised not to use staples on their documents or checks to facilitate easier handling by the Secretary of State's office.

What is required if an entity has been doing business in Kansas without registration?

If the foreign LLC has been conducting business in Kansas for at least six months prior to filing the FL 51-10 form, it may be subject to annual reports and/or penalty fees according to K.S.A. 17-76, 139. It's important to address these requirements promptly.

How can one stay updated on their organization’s status in Kansas?

Foreign LLCs can stay informed about their organization’s status, annual report due dates, and contact addresses by visiting the Kansas Secretary of State’s official website at www.sos.ks.gov.

Common mistakes

Filling out the Kansas FL 51-10 form, which is necessary for foreign limited liability companies wanting to conduct business in Kansas, requires careful attention to detail. Mistakes on this form can lead to unnecessary delays or even the rejection of the application. Below are some common mistakes applicants make:

  1. Not providing complete information: Every field in the form asks for specific details, leaving any section incomplete can result in the form being returned.
  2. Incorrect filing fee: The form necessitates a precise filing fee. Applications submitted with incorrect amounts, either over or under the specified fee, are not processed.
  3. Failure to attach the original certificate of good standing: This certificate must be current (issued within 90 days of the filing) from the home state or country of the LLC.
  4. Using staples: The instructions clearly request not to use staples on the documents or to attach checks, as this can cause issues during processing.
  5. LLC name discrepancies: The business name on the application must match exactly with the name on the certificate of good standing, including punctuation.
  6. Providing a P.O. Box for the Kansas resident agent: The registered office address must be a physical street address in Kansas; P.O. Boxes are not accepted.
  7. Not obtaining required consent for name usage: If the LLC's name is the same as or too similar to another entity already registered in Kansas, consent or a statement regarding name distinction is required.
  8. Overlooking the signature and date: An authorized person must sign the application, and the date of signing must be included, affirming the information is accurate under penalty of perjury.

Making sure that these common errors are avoided can streamline the process, ensuring a smoother application procedure. Here are some additional tips to note:

  • Before submission, review the entire form for completeness and accuracy.
  • Double-check the mailing address; this is where the Secretary of State's Office will send official mail.
  • Be mindful of the deadline for the original certificate of good standing to ensure it's within the acceptable timeframe.
  • Consider additional requirements like annual reports and penalty fees if the entity has been operating in Kansas without authorization.

Paying attention to these details can significantly impact the success of your application, allowing your business to operate in Kansas without unnecessary legal delays.

Documents used along the form

When filing the Kansas FL 51-10 form for a foreign limited liability company, there are several complementary documents and forms that might be necessary to ensure a smooth application process. These supplemental resources not only reinforce the submission but also comply with regulatory requirements and facilitate various procedural aspects of establishing or maintaining the foreign entity's presence in the state of Kansas.

  • Annual Report: This document is essential for keeping the state informed of the company's ongoing eligibility and current information. It typically includes updates on the company's address, officials, and business activities.
  • Amendment of Foreign Entity: If any changes occur in the company's structure or other details provided in the initial registration, an amendment form must be filed. This document helps maintain current data with the Kansas Secretary of State.
  • Application for Registration of Trade Name: This form is used if the foreign limited liability company plans to operate under a name other than its legal name. Registration of a trade name ensures the company can legally do business under the preferred name within the state.
  • Articles of Termination: Should the foreign company decide to cease operations or withdraw from Kansas, this form must be submitted. It formally ends the company's authority to do business in the state.
  • Certificate of Compliance: Some businesses may need to provide proof they've met specific regulatory requirements within their industry. This certificate is often necessary for companies in regulated sectors.
  • Consent to Use of Name: If the foreign limited liability company's name is similar to an existing entity's in Kansas, a consent letter may be required from the latter. This ensures clarity and prevents confusion in business operations and legal matters.

Together with these documents, the Kansas FL 51-10 form constitutes a comprehensive package that facilitates the foreign limited liability company's compliance and operational setup within Kansas. Properly compiling and submitting these documents not only meets the legal requirements but also establishes a foundation for the business’s activities and responsibilities in the state.

Similar forms

The Kansas FL 51-10 form is similar to several other documents designed for the administration and regulation of business entities within various jurisdictions. These documents facilitate the registration, structure, and legal standing of companies in a way that promotes transparency and compliance with state laws. Each of these documents shares common elements with the Kansas FL 51-10 form, including the need for detailed company information, the requirement of proof of good standing from the company's home state, and a prescribed filing fee.

Certificate of Authority Application is one such document, primarily used by companies seeking to expand their business operations into states outside of their initial registration. Like the Kansas FL 51-10 form, this application requires businesses to submit a certificate of good standing or existence from their home jurisdiction, ensuring that they are recognized as a legal entity in good standing within their original state. Both applications necessitate the provision of detailed company data, such as the name of the limited liability company, state or country of organization, the name and address of the resident agent in the new state, and the principal office address.

Foreign Qualification Application shares similarities with the Kansas FL 51-10 form in its purpose and the information it gathers. This document is necessary for companies that are looking to operate in states beyond their origin. It requires the company to demonstrate its legal and operational standing in its home jurisdiction, much like the Kansas FL 51-10 form demands an original certificate of good standing or existence. Additionally, both forms include sections for detailing the business's nature, the appointment of a resident agent, and a declaration or affidavit by a company official attesting to the accuracy of the information provided and the company's compliance with home-state regulations.

Each of these documents plays a crucial role in ensuring that businesses are properly registered and authorized to conduct business across state lines, thereby reinforcing the legal frameworks that support interstate commerce and corporate accountability.

Dos and Don'ts

When completing the Kansas FL 51-10 form for a foreign limited liability company, careful attention to detail is critical. The form serves as an application for these companies to operate within Kansas, requiring precise information and adherence to specific procedures. Below is a list of recommendations on what you should and shouldn't do when filling out this form.

  • Do ensure that the name of the limited liability company matches exactly as it appears in the home state, including punctuation. This consistency is paramount for the identification of the LLC.
  • Do include an original certificate of good standing or existence from the home jurisdiction. This certificate must be issued within 90 days before filing the application in Kansas.
  • Do enclose the correct filing fee with the application. A check or money order payable to the Secretary of State should accompany the form, without sending cash.
  • Do ensure that the application is signed by an authorized officer, member, or manager of the LLC. This signature attests to the accuracy of the information provided.
  • Don't staple documents or checks to the application. Staples can delay processing and may incur additional fees.
  • Don't use a P.O. Box address for the registered office or resident agent. A physical Kansas street address is necessary for official correspondence and service of process.
  • Don't overlook the necessity of checking the LLC's name availability. If the desired company name is already in use, you'll need to obtain a letter of consent from the existing entity or propose an alternative means of identification for your LLC in Kansas.
  • Don't forget to review the entire form before submission. Missing or incorrect information can result in the rejection of the application, potentially delaying your business operations in Kansas.

Following these guidelines will help ensure a smooth filing process, allowing your foreign limited liability company to comply with Kansas regulations and commence its business activities legally and efficiently.

Misconceptions

When navigating the complexities of registering a foreign limited liability company in Kansas, understanding the FL 51-10 form is crucial. Unfortunately, misconceptions about this form can lead to errors or delays in the filing process. Here are ten common misconceptions, demystified for clarity.

  • Misconception 1: Any state-issued document will suffice for proof of good standing.
  • This is incorrect. The document must specifically be a certificate of good standing (or for Texas, a certificate of fact-status) issued within 90 days prior to filing.

  • Misconception 2: The filing fee can be paid in any form, including cash.
  • In fact, the filing fee of $165 must be paid by check or money order, payable to the Secretary of State. Cash is not accepted.

  • Misconception 3: It's acceptable to use staples on the documents.
  • Staples should not be used on the documents or to attach checks, as they can hinder the processing of your application.

  • Misconception 4: The company name on the application doesn't need to match exactly as it appears on the certificate of good standing.
  • Actually, the company name on all documents must match exactly, including punctuation, as it appears on the certificate of good standing.

  • Misconception 5: A resident agent is someone who is being sued on behalf of the company.
  • The resident agent's role is to accept service of process on behalf of the business entity; it does not imply the agent is being sued.

  • Misconception 6: The registered office can be a P.O. Box.
  • The registered office must be a street address in Kansas. A P.O. Box is not acceptable as it does not satisfy legal requirements for an address where the resident agent is located.

  • Misconception 7: The filing process is the same regardless of how long the company has been doing business in Kansas.
  • If the entity has been doing business in Kansas for at least six months prior to filing, it may owe additional annual reports and/or penalty fees.

  • Misconception 8: Electronic signatures are acceptable for the application.
  • The application requires the signature of an authorized officer, which means a handwritten, not an electronic, signature is needed.

  • Misconception 9: The form is excessively complex and can only be completed with legal help.
  • While professional advice can be beneficial, especially in complicated cases, the form is designed to be completed by the applicant. Carefully reading the instructions can guide you through the process.

  • Misconception 10: Once the form is filed, no further action is required.
  • Staying up-to-date on the organization's status, including annual report due dates and contact address changes, is crucial. Utilizing the Secretary of State's website for updates is highly recommended.

Understanding these aspects of the Kansas FL 51-10 form helps in ensuring that your filing is correct and processed efficiently, keeping your business in compliance with Kansas regulations.

Key takeaways

When filing the Kansas FL 51-10 form for a Foreign Limited Liability Company (LLC), there are several critical steps and pieces of information that applicants must be aware of to ensure a smooth and compliant filing process. Here are five key takeaways:

  • Requirement for Certificate of Good Standing: Every LLC must submit an original certificate of good standing or existence from the jurisdiction where it was originally formed. This document proves that the LLC is compliant with its home state's regulations and is authorized to do business. Notably, for entities from Texas, a certificate of fact-status is required instead. The certificate must be current within 90 days of filing with the Kansas Secretary of State.
  • Accurate Naming is Essential: The name on the application must exactly match the name on the certificate of good standing, including punctuation. This requirement is strict, and any discrepancies can lead to the rejection of the application. If the name is identical to another entity already on file, the applicant must either obtain consent from the existing entity or agree to use the home state as an identifier in Kansas.
  • Filing Fee: There is a mandatory filing fee of $165, which must accompany the application. Checks or money orders are acceptable forms of payment, payable to the Secretary of State. Failure to include the correct filing fee will result in the application not being processed. Additionally, a $25 service fee will be charged for any checks returned due to insufficient funds or other banking issues.
  • Selection of a Resident Agent and Registered Office: The application requires the designation of a resident agent and the location of a registered office within Kansas. This agent is authorized to accept legal documents on behalf of the LLC. Importantly, the address must be a physical street address in Kansas; P.O. Boxes are not acceptable. The role of the resident agent is crucial for maintaining legal good standing within the state.
  • Completion and Signature: To finalize the application, it must be signed by an authorized officer of the LLC. This signifies under penalty of percupy that all information provided is accurate, and the LLC is in good standing in its home state. It also acknowledges the submission of the required fee. Detailed attention to the completion of the application, including these signing requirements, is essential for successful filing.

By understanding and adhering to these key points, the process of registering a Foreign Limited Liability Company in Kansas can be navigated more effectively. Applicants are encouraged to review their application for completeness and accuracy before submission to avoid unnecessary delays or rejection of their filing.

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