LLC Administrative Dissolution and Involuntary Termination in Kansas
At a glance
| Law, agency and LLC scope | K.S.A. §§ 17-76,139(g), 17-7510(a), 17-7926(b), 17-7929(b); Secretary of State; forfeiture of domestic LLC articles of organization. |
|---|---|
| Grounds and trigger dates | Biennial information report or fee remains missing 90 days after due (§ 17-76,139(g)); no successor after resident agent dies/moves (§ 17-7926(b)) or resigns (§ 17-7929(b)). |
| Agency notice | Report route: Secretary mails warning within 60 days after report/fee due, stating articles will be forfeited unless filed/paid within 90 days of due (§ 17-7510(a), applied by § 17-76,139(g)). Agent death/move: Secretary gives 30 days’ intended-action notice before discretionary declaration (§ 17-7926(b)). Agent resignation: agent gives entity written notice at least 30 days before filing resignation (§ 17-7929(a)). |
| Cure or response window | Report/fee: file/pay within 90 days after due. Agent death/move: designate new agent within 30 days of event; Secretary then gives 30-day notice before possible forfeiture. Agent resignation: designate successor before 60 days after agent files resignation (§§ 17-7510(a), 17-7926(b), 17-7929(b)). |
| Action and effective date | Report default works forfeiture at 90 days after due under §§ 17-76,139(g), 17-7510(a). For agent death/move Secretary may declare articles forfeited after notice; for resignation Secretary shall declare organizing documents forfeited after 60 days without successor (§§ 17-7926(b), 17-7929(b)). |
| Status, activity and service | Statutes specify forfeiture of articles; if resignation takes effect with no successor, legal process against LLC or series is served on Secretary (§ 17-7929(c)). Reinstatement under § 17-76,146(c) validates intervening acts. |
| Special routes and effects | § 17-76,139(g) applies report/fee forfeiture to series certificates of designation as well as LLC articles. § 17-76,146(c) extends parent reinstatement effect to named protected series. Agent resignation also changes series service channel (§ 17-7929(c)). |
| Route back and limits | File certificate of reinstatement and pay required past-due report fees/penalties (immediately preceding 10 years); § 17-76,146(c) gives restored status the same force and effect as if articles had not been forfeited. |
Requirements one by one
The report clock
Section 17-76,139(g) applies § 17-7510(a)'s corporation forfeiture procedure to a domestic LLC's articles and a series certificate of designation. The biennial information report is due by April 15 in its reporting year. A missing report or fee triggers a mailed warning within 60 days after that deadline; if the filing and payment still have not arrived within 90 days after due, forfeiture follows by statute.
What trips people up
Agent defects have different clocks. Under § 17-7926(b), an LLC has 30 days after its resident agent dies or leaves the registered office to designate another; the Secretary must then give 30 days’ intended-action notice before a discretionary forfeiture declaration. Under § 17-7929(a)–(b), a resigning agent gives advance written notice and files a certificate; if the LLC has no successor 60 days after filing, the Secretary must declare forfeiture. Subsection (c) redirects service of legal process against the LLC or its series to the Secretary after resignation becomes effective and no replacement is designated.
Common questions
Is a late report already a forfeiture? No. Section 17-76,139(g) incorporates the 90-day rule in § 17-7510(a). The report deadline, warning, and forfeiture date are distinct.
Can a forfeited LLC come back? Section 17-76,146 permits a certificate of reinstatement with required fees and penalties and gives reinstatement the same force and effect as if the articles had not been forfeited.
Statutes and sources
- K.S.A. § 17-76,139 — applies the report and fee forfeiture procedure to “the articles of organization of any domestic limited liability company” and series designation (official Revisor, accessed 2026-09-26).
- K.S.A. § 17-7510 — failure within “90 days of the time for filing and paying” works forfeiture, after mailed warning (official Revisor, accessed 2026-09-26).
- K.S.A. § 17-7926 — agent death or move requires a successor and permits forfeiture “after giving 30 days notice of the intended action” (official Revisor, accessed 2026-09-26).
- K.S.A. § 17-7929 — after an unfilled resignation the Secretary “shall declare the entity’s organizing documents forfeited” (official Revisor, accessed 2026-09-26).
- K.S.A. § 17-76,146 — reinstatement by certificate and required payments has “the same force and effect as if the articles of organization ... had not been canceled or forfeited” (official Revisor, accessed 2026-09-26).
Source links
Every statute quoted above, linked, with the date we checked it.
What does Kansas law mean for your facts?
You just read the general rule. Ask your own question and see which parts of current Kansas law apply to your situation, with citations you can check.
Opens in Ezel Pro.
- Starts from the statutes this survey is built on
- Cites every source it relies on, so you can verify it
- Chat, drafting and research in one workspace