Corporation Registered-Agent Change and Resignation Requirements in Kansas
At a glance
| Governing law, entity, agent, and scope | Business Entity Standard Treatment Act, K.S.A. §§ 17-7903 and 17-7924 to -7929, plus Business Entity Information Report and civil-service provisions; ordinary domestic for-profit corporation, not foreign qualification or provider contract (§§ 17-7503, 60-304) |
|---|---|
| Continuous agent and office; eligibility | Maintain Kansas registered office and resident agent; agent may be corporation itself, Kansas-resident individual, listed domestic entity, or authorized foreign entity; entity agent good-standing office identical and generally open, individual generally present often enough for service (§§ 17-7924 to -7925) |
| Corporation change authority and internal approval | Governing-body action or any other means in organic rules; no universal shareholder vote; filing signed by authorized officer, or specified director/ holder substitutes if officers absent (§§ 17-7908, 17-7926(a)) |
| Statement contents, signer, consent, and filing | Current ROA asks Kansas ID, exact entity name, resident-agent name, complete Kansas registered-office street address, and authorized-person perjury signature; electronic/facsimile/conformed signatures allowed; cited law/form state no separate agent-consent attachment (§§ 17-7908 to -7910, 17-7926; Form ROA) |
| Registered-office and agent-office address rules | Kansas building/suite, street or rural-route/box, city, state, ZIP; Form ROA bars P.O. boxes and requires a place where agent may be regularly present; domestic-entity agent keeps identical, generally open business office; office may differ from corporation's business (§§ 17-7924 to -7925) |
| Agent-initiated, bulk, and commercial-agent changes | Agent may move office or change name for all listed entities in one certificate; include every entity and old/new information; merger, conversion, or qualifying division counts as name change; same-structure suite move is free; current bulk fee $150 (§ 17-7927; Form RGO) |
| Agent resignation, notice, delay, and successor gap | With successor: agent files successor name/address plus each entity's signed ratification, effective on filing. Without successor: written entity notice at least 30 days prefiling, contact details/date in agent-signed certificate, resignation effective 30 days postfiling; replacement due before day 61 or organizing documents are forfeited (§§ 17-7928 to -7929) |
| Effective time, fee, report, and correction routes | Filing default effective immediately, delay up to 90 days unless specific resignation timing controls; entity change $30 online/$35 paper; agent single change/resignation $35 and bulk $150; biennial report omits agent/office and is not alternate route; correction relates back except adverse reliance (§§ 17-7911 to -7912, 17-7503; Forms ROA/RGO/RAN) |
| Service, default, dissolution, foreign, and contract boundaries | Officer/manager/agent or person in charge may receive process; Secretary of State becomes service agent if no resident agent or diligent search fails, forwards by return receipt, and charges $40; death/move lapse may cause forfeiture after 30-day replacement plus notice, while no-successor resignation causes mandatory forfeiture after 60 days (§§ 17-7926, 17-7929, 60-304(e)-(f)) |
Requirements one by one
Governing law, entity, agent, and scope
K.S.A. § 17-7903(a)(13)-(14) routes for-profit corporation agent, office, and correction filings into the Business Entity Standard Treatment Act. The corporation-specific report remains in § 17-7503, and civil service is governed by § 60-304.
Continuous agent and office; eligibility
K.S.A. §§ 17-7924 to -7925 require both a Kansas registered office and a resident agent. The corporation may appoint itself, a Kansas-resident individual, a listed domestic entity, or an authorized foreign entity. A domestic entity agent must be in good standing with an identical, generally open business office; an individual must be generally present often enough to accept service and perform the role.
Corporation change authority and internal approval
Section 17-7926 permits governing-body action or another method in the corporation's organic rules. K.S.A. § 17-7908(a)(2) ordinarily assigns the signature to an authorized officer; if officers are absent, it supplies specified director and shareholder substitutes. K.S.A. § 17-7909(a) makes the execution a perjury oath, while K.S.A. § 17-7910(e) says the Secretary does not require evidence of signer authority as a filing prerequisite.
Statement contents, signer, consent, and filing
The current ROA asks for the Kansas business ID, exact legal name, new resident- agent name, complete registered-office address, and authorized-person signature. K.S.A. § 17-7910(a) permits facsimile, conformed, electronic, and electronically transmitted signatures. Neither § 17-7926 nor Form ROA requires a separate agent-consent signature or attachment.
Registered-office and agent-office address rules
Section 17-7924 requires the building and suite number, street or rural-route/box, city, state, and ZIP. Form ROA adds that the site must be where the agent may be regularly present and cannot be a P.O. box. The registered office need not be the corporation's place of business, but a domestic-entity agent's business office must be identical to it under § 17-7925(a)-(b).
Agent-initiated, bulk, and commercial-agent changes
K.S.A. § 17-7927 lets the current agent update its office address or name for every listed corporation in one certificate. The filing lists each entity and the old and new information; a qualifying merger, conversion, or division of the agent is treated as a name change. Form RGO lists $35 for a single ordinary business, $150 for a bulk filing, and no fee for only a same-structure suite change.
Agent resignation, notice, delay, and successor gap
Kansas has two distinct routes. Under § 17-7928, the agent may resign and appoint a successor in one filing, but each affected entity must execute an attached statement ratifying and approving the substitution; the successor takes over on filing.
Under § 17-7929, resignation without a successor requires written notice at least 30 days before filing, the notice date, and the last-known contact details of an officer, director, employee, or designated agent. The resignation itself is delayed another 30 days. The entity must appoint a replacement before the end of day 60 after filing or the Secretary must forfeit its organizing documents.
Effective time, fee, report, and correction routes
K.S.A. § 17-7911 generally makes a filing effective when filed and permits a delayed date up to 90 days. Section 17-7929 separately fixes a no-successor resignation's effective date at 30 days after filing. Form ROA lists $30 online or $35 paper for an ordinary corporation; Forms RGO and RAN list $35 single and $150 bulk fees.
The biennial information report under § 17-7503(a)-(f) identifies the corporation, principal office, officers/directors, business, and certain subsidiaries, but not the resident agent or registered office, so it is not an alternate change route. A K.S.A. § 17-7912(a) correction fixes an inaccurate or defective original filing and generally relates back; it does not replace a later real-world change.
Service, default, dissolution, foreign, and contract boundaries
Under § 60-304(e)-(f), process may go to an officer, manager, resident/managing/ general agent, or the person in charge at a business office. If no resident agent is maintained or diligent search at the registered office fails, the Secretary of State becomes service agent, forwards a copy by return receipt to the principal or home-state office, and collects $40 from the serving party.
If the agent dies or moves, § 17-7926 gives the corporation 30 days to appoint a replacement; after another 30-day intended-action notice, the Secretary may forfeit the public organic document. The no-successor resignation route is stricter: § 17-7929 requires forfeiture if no successor is designated before the 60-day postfiling period expires. Restoration and private provider-contract rights are separate questions.
What trips people up
The two resignation filings are not interchangeable. A successor-coupled resignation needs each affected corporation's signed ratification and takes effect on filing; a resignation without a successor needs 30 days' advance notice, remains pending for another 30 days, and starts a mandatory 60-day forfeiture clock.
Common questions
Must the corporation use its place of business as the registered office?
No. The registered office may differ from the corporation's place of business, although a domestic-entity resident agent must keep its business office at the same address.
Can the corporation serve as its own resident agent?
Yes. Section 17-7925 expressly lists the covered entity itself as an eligible resident agent.
Can one agent filing update many corporations?
Yes. Section 17-7927 and Form RGO support a bulk name or address filing; the current form lists a $150 bulk fee.
Does the biennial report change the resident agent?
No. The statutory report fields omit the resident agent and registered office, so Kansas uses the separate ROA/RGO routes.
Statutes and sources
- K.S.A. §§ 17-7903, 17-7908 to -7912, and 17-7924 to -7929, Kansas Revisor current text, accessed 2026-08-23.
- K.S.A. § 17-7503 and § 60-304, Kansas Revisor current text, accessed 2026-08-23.
- Kansas Secretary of State Forms ROA, RGO, and RAN, rev. January 23, 2026, and Change/Amend a Business page, accessed 2026-08-23.
Source links
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