Kansas Statutes Annotated
Updated Through the 2019 Legislative Session

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Statute Number:17-7675
Chapter Title:CORPORATIONS
Article Title:LIMITED LIABILITY COMPANIES
Tax Type:Corporate Income Tax; Corporation Franchise Tax
Brief Description:Same; cancellation; certificates of cancellation and correction.
Keywords:


Body:

17-7675.Same; cancellation; certificates of cancellation and correction. [See Revisor's Note](a) Articles of organization shall be canceled upon the dissolution and the completion of winding up of a limited liability company, or as provided in K.S.A.17-76,117or17-76,139or K.S.A. 2019 Supp.17-7926(b) or17-7929(b), and amendments thereto, or upon the filing of a certificate of merger or consolidation if the limited liability company is not the surviving or resulting entity in a merger or consolidation, or upon the future effective date of a certificate of merger or consolidation if the limited liability company is not the surviving or resulting entity in a merger or consolidation, or upon the filing of a certificate of division if the limited liability company is a dividing company that is not a surviving company, or upon the future effective date of a certificate of division if the limited liability company is a dividing company that is not a surviving company. A certificate of cancellation shall be filed with the secretary of state to accomplish the cancellation of articles of organization upon the dissolution and the completion of winding up of a limited liability company. The certificate shall set forth:
(1) The name of the limited liability company;
(2) the reason for filing the certificate of cancellation;
(3) the future effective date or time of cancellation if it is not to be effective upon the filing of the certificate; and
(4) any other information the person filing the certificate of cancellation determines.
(b) A certificate of cancellation that is filed with the secretary of state prior to the dissolution or the completion of winding up of a limited liability company may be corrected as an erroneously executed certificate of cancellation by filing with the secretary of state a certificate of correction of such certificate of cancellation in accordance with K.S.A. 2019 Supp.17-7912, and amendments thereto.
(c) The secretary of state shall not issue a certificate of good standing with respect to a limited liability company if its articles of organization are canceled.
History:L. 1999, ch. 119, 14; L. 2009, ch. 47, 43; L. 2014, ch. 40, 11; L. 2015, ch. 65, 6; L. 2019, ch. 47, 16; July 1.
Revisor's Note:
CAUTION: Section was amended effective July 1, 2020, se L. 2019, ch. 47, 17.



Date Composed: 10/15/2019 Date Modified: 10/15/2019

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