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Business Filings Frequently Asked Questions

 

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Can I reserve a name over the phone?
No, if you wish to reserve a name for later use, you may submit the Application for Reserved Name

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Can I use a name without adding Inc. or LLC?
No, the name must contain Corporation, Incorporated, Company, Limited Liability Company or its abbreviation of like import.

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What is the purpose of a registered agent?
The registered agent is an individual or another business entity that accepts service of process on behalf of the company.

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Does the Office of the Secretary of State provide forms for amending or dissolving a business entity?
The Office of the Secretary of State does provide forms for the dissolution of a business entity.  At this time, the Office does not provide forms for amending a business entity.  It is acceptable to draft your own amendment or dissolution documents as long as it meets the requirements outlined in Kentucky Revised Statute.  If you choose to draft your own documents, we recommend seeking the guidance of legal counsel.  

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Do you pre-approve mergers?
Yes, the Office of the Secretary of State does pre-approve mergers at no additional cost.  The process is handled either through mail or you can fax the merger.

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What is involved with a reinstatement?
The reinstatement packet must be mailed to the Office of the Secretary of State. You must verify the information the Office of the Secretary of State has on file for your company. The reinstatement packet can be downloaded here. The reinstatement packet consists of the application for reinstatement, reinstatement annual report, and statement of change of principal office and registered office if you are making changes to your address.

You must obtain a letter of good standing for the Kentucky Revenue Cabinet. The letter of good standing must accompany the reinstatement packet before it can be processed. A letter from the Division of Unemployment Insurance is also required if you are a profit corporation. This does not apply to non profit corporations, profit or non profit LLCs or partnerships.

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Where can I obtain forms and filing fees?
All forms that are available online and all filing fees associated with these forms are located in the business services section of this website.

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What is the process time for forms?
Documents are processed the same day they are received, but it may take up to three (3) business days.  The only exception is the Annual Report.

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Is a Corporation's Annual Report similar to a report to stockholders?
The Commonwealth requires every business to file an annual report.  It is merely an update of company information, including members, managers, partners, and officers.  It requires no disclosure of financial information.  It does require businesses to inform the state on the names and addresses of officers, and of the address of the entity that is doing business in Kentucky. 

However, the United States Securities and Exchange Commission (SEC) requires publicly traded companies to file an annual report, also known as a 10-K.  This form requires a general overview of the company operations.  It requires a complete financial statement including an income statement, balance sheet, statement of cash flow, and any changes in owners' equity.

For private companies, there are no SEC regulations that mandate this type of disclosure.  However, most private companies do provide this information to parties of interest.

 

Last Updated 1/4/2010
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