The Kentucky Secretary of State keeps the state's business register through its Business Services area, where a team called Business Filings and Records takes formations, amendments, reports and certificates. You search the register in the Business Entity Search and file most documents from the online services page.
Kentucky has a single statewide report deadline, June 30, which makes it easy to plan for. It also has a quirk at formation: a for profit corporation pays an organization tax on its shares on top of the filing fee, while an LLC does not.
Kentucky Business Entity Search
The Business Entity Search gives you several ways in. You can type the organization's name or ID number, the name of a current officer, the name of a founding officer or initial director, or the registered agent's name. That makes it useful when you know a person but not the company.
| Official business search | sosbes.sos.ky.gov/BusSearchNProfile/search.aspx (sos.ky.gov, checked ) |
|---|---|
| You can search by | business name, entity or file number, officer or owner name, registered agent, other (sos.ky.gov, checked ) |
| Name availability check | sos.ky.gov/bus/business-filings/OnlineServices/Pages/default.aspx (sos.ky.gov, checked ) |
You can check a new name three ways: run the online search, write to the office, or call (502) 564-3490 and ask staff.
Active and inactive in Kentucky
Kentucky sorts records into Active and Inactive, and splits Inactive into good standing and bad standing. Inactive in good standing is harmless: the company dissolved on purpose, changed its name or merged. Inactive in bad standing is the problem case.
| Status shown | What it means |
|---|---|
| Active | Entity is in existence. The SOS FAQ does not define Active in words; it contrasts with Inactive. |
| Inactive / good standing | Entity filed articles of dissolution, changed its name, or merged into another entity. |
| Inactive / bad standing | Entity did not file its annual report, or its registered agent resigned and no new agent was appointed. Domestic entities are administratively dissolved until reinstated. |
Status wording from sos.ky.gov, checked .
Bad standing usually means a missed annual report, or a registered agent who resigned without a replacement. A Kentucky company in that state is administratively dissolved, and a foreign company loses its authority, until it is reinstated.
Kentucky filing fees
Kentucky's formation fees are set by document type. Articles of Organization for an LLC cost $40, and a nonprofit corporation pays $8. A company from another state registers with an Application for Certificate of Authority for $90.
| Form an LLC | $40 (sos.ky.gov, checked ) |
|---|---|
| Form a corporation | $40 (sos.ky.gov, checked ) |
| Form a nonprofit | $8 (sos.ky.gov, checked ) |
| Register an out-of-state LLC | $90 (sos.ky.gov, checked ) |
| Reserve a name | $15 (sos.ky.gov, checked ) |
| Annual or biennial report | LLC: $15; corporation: $15 (sos.ky.gov, checked ) |
| Good standing certificate | $10 (sos.ky.gov, checked ) |
Rather not file it yourself? Ask our private filing service about forming or reporting in Kentucky. State fees are separate.
For profit corporations pay the same $40 filing fee, but the organization tax is figured from the number of shares, so the total depends on your articles. Compare the numbers with other states on our LLC filing fees by state page.
The June 30 annual report in Kentucky
Every LLC and corporation files an annual report for $15. The window opens on January 1 and closes on June 30. There is no dollar late fee, but missing the deadline costs more in the end.
The fee, the due date, late penalties and the filing steps are in our Kentucky annual report guide.
A company that misses June 30 goes inactive and into bad standing. To come back, a domestic corporation, LLC or limited partnership pays a $100 reinstatement penalty, files what it skipped and supplies tax clearance letters. If you are closing the business instead, our guide on how to dissolve an LLC is the better route than letting it lapse.
Picking a Kentucky business name
An LLC name must carry a designator such as limited liability company, limited company, LLC or LC, with professional forms for professional companies. The name must be distinguishable from every name on the Secretary of State's record. The only way around that is written consent from the other entity together with its promise to change its own name.
| LLC name must include | limited liability company, limited company, LLC, LC, PLLC, PLC (professional) (apps.legislature.ky.gov, checked ) |
|---|---|
| How different a name must be | Name must be distinguishable from any name of record with the Secretary of State, unless the other entity consents in writing and undertakes to change its name (KRS 275.100). (apps.legislature.ky.gov, checked ) |
| Reservation fee | $15 (sos.ky.gov, checked ) |
| Reservation lasts | 120 days (sos.ky.gov, checked ) |
| Reservation form | sos.ky.gov/bus/Forms/Pages/default.aspx (sos.ky.gov, checked ) |
To hold a name before you file, submit an application for reservation. It costs $15 and keeps the name for 120 days, and a renewal costs the same.
Registered agent and office in Kentucky
Every entity must designate a registered agent and registered office in Kentucky for service of process, and keep a principal office (in or outside the state). (sos.ky.gov, checked )
The principal office can be anywhere, inside or outside Kentucky. The registered office and agent must stay in the state. If your agent resigns, appoint a new one quickly, because a missing agent is one of the two causes of bad standing. Our page on how to change registered agent sets out the steps.
Certificate of Existence or Authorization
Kentucky calls proof of standing a Certificate of Existence for a Kentucky company and a Certificate of Authorization for a foreign one. Order it from the online services page.
| What the state calls it | Certificate of Existence or Authorization (sos.ky.gov, checked ) |
|---|---|
| Fee | $10 (sos.ky.gov, checked ) |
| Where to order | sos.ky.gov/bus/business-filings/OnlineServices/Pages/default.aspx (sos.ky.gov, checked ) |
The office says most filings are processed the same day and within three business days at most, and certified copy requests are done within three business days.
Assumed names in Kentucky
The same filing type covers amending, withdrawing and renewing an assumed name, and each of those changes is its own filing with the Secretary of State.
Contact the Kentucky Secretary of State
| Office | Kentucky Secretary of State, Business Services (sos.ky.gov, checked ) |
|---|---|
| Division | Business Filings and Records (sos.ky.gov, checked ) |
| Officeholder | Michael G. Adams (sos.ky.gov, checked ) |
| Phone | (502) 564-3490 (sos.ky.gov, checked ) |
| Hours | In person services 8 a.m. to 4:30 p.m. (sos.ky.gov, checked ) |
| Mailing address | 1025 Capital Center Drive, Suite 201, Frankfort, KY 40601 (sos.ky.gov, checked ) |
| Street address | 1025 Capital Center Drive, Suite 201, Frankfort, KY 40601 (sos.ky.gov, checked ) |
| Contact page | sos.ky.gov/Pages/Contact.aspx (sos.ky.gov, checked ) |
Have your organization ID number ready when you call. The office also has a contact web form if you prefer to write.
Sources
- www.sos.ky.gov/Pages/Contact.aspx: office name, mailing address, street address, phone, contact page, hours. Checked .
- www.sos.ky.gov/bus/business-filings/Pages/default.aspx: division, name check, name reservation form, registered agent rule. Checked .
- www.sos.ky.gov/sos-office/Pages/Biography.aspx: officeholder. Checked .
- www.sos.ky.gov/bus/business-filings/OnlineServices/Pages/default.aspx: business search, search fields, name check, certificate ordering. Checked .
- apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578: LLC name endings, name rule. Checked .
- www.sos.ky.gov/bus/business-filings/Pages/Fees.aspx: name reservation fee, name reservation term, LLC filing fee, corporation filing fee, nonprofit filing fee, foreign LLC fee, report fee, good standing certificate. Checked .
- www.sos.ky.gov/bus/businessrecords/Pages/FAQs.aspx: certificate fee, status terms. Checked .