In most cases, all businesses in Kentucky are required by law to register with the Office of the Secretary of the State,
the Department of Revenue, the Office of Employment Training, the Internal Revenue Service and with local municipalities
to obtain business licenses and permits. Certain types of businesses need special licenses and permits in order to
operate, e.g., insurance agents, contractors, doctors and dry cleaners, etc.
Choosing the right structure for your business is very important; therefore, you may wish to consult an attorney
to discuss the legal implications of your choice. This online filing service is not intended to substitute or
replace the advice of legal or professional counsel.
Domestic Limited Liability: Domestic Limited Liability A limited liability company is an unincorporated
business organization formed by filing Articles of Organization with the Secretary of State in accordance
with KRS 275.015 and 14A. A limited liability company may be managed by members or managers.
Domestic Nonprofit Limited Liability: A nonprofit limited liability company is an unincorporated business
organization formed by filing Articles of Organization with the Office of the Secretary of State in accordance
with KRS 275.015 and 14A. A limited liability company may be managed by members or managers and is required to
identify a purpose in accordance to KRS 273 and KRS 14.
Domestic Professional Limited Liability: "Professional limited liability company" means a limited liability
company organized under this chapter or the laws of another state or foreign country for purposes that include,
but are not limited to, the providing of one (1) or more professional services. Except as otherwise expressly
provided in KRS 275 and KRS 14A, all provisions of this chapter governing limited liability companies shall be
applicable to professional limited liability companies.
Domestic Corporation: A corporation is a business organization that is separate and apart from its owners
in accordance with KRS 271B KRS 14A. A corporation has the same powers as an individual to do all things necessary
to carry out its business. A board of directors manages the corporation and officers are responsible for the daily
operations of the corporation. Shareholders are not personally responsible for the debts of the corporation. A
corporation is formed by filing Articles of Incorporation with the Office of the Secretary of State.
Domestic Nonprofit Corporations: “Corporation or “domestic corporation” means a nonprofit corporation subject
to the provisions of KRS 273.163 to 273.387 and KRS 14A, except a foreign corporation; “Nonprofit corporation” means
a corporation no part of the income or profit of which” is distributable to its members, directors or officers.
Domestic Professional Corporation: One (1) or more individuals, each of whom is licensed to render the same
professional service or who are licensed to render related professional services such that applicable licensing laws
and regulations would not prohibit the practice of such multiple professional services through a single business
partnership, may incorporate and form a professional service corporation by filing articles of incorporation
in the Office of the Secretary of State. Such articles of incorporation shall meet the requirements of KRS Chapter
271B and KRS Chapter 274.
Statement of Qualification: “Limited liability partnership” means a partnership that has filed a statement of
qualification under KRS 362.1-1001 and KRS 14A and does not have a similar statement of effect in any other jurisdiction.
Certificate of Limited Partnership: A limited partnership is an association of two or more persons with one or more
limited partners and one or more general partners. KRS 362.2-102. Limited partners are not personally responsible for
the debts of the limited partnership unless they participate in management of the partnership. KRS 362.2.303.
Foreign Corporation: A foreign corporation transacting business in Kentucky does not file Articles of Incorporation,
but must obtain a Certificate of Authority from the Secretary of State by filing an Application for Certificate of
Authority with a filing fee. KRS 14A. The foreign corporation must use an available name in order to obtain its
certificate. If its name is unavailable, it must adopt a fictitious name for use in Kentucky. KRS 14A.
Foreign Non-Profit Corporation: A foreign non-profit corporation transacting business in Kentucky does not file
Articles of Incorporation, but must obtain a Certificate of Authority from the Secretary of State by filing an
Application for Certificate of Authority with a filing fee. KRS 14A The foreign non-profit corporation must use
an available name in order to obtain its certificate. If its name is unavailable, it must adopt a fictitious name
for use in Kentucky. KRS 14A.
Foreign Professional Corporation: A foreign professional service corporation is entitled to procure a certificate
of authority only if the corporation is organized for purposes for which a professional service corporation under KRS
Chapter 274 may be organized and all the shareholders, not less than one-half of the directors and all the officers
other than the secretary and treasurer are qualified persons. KRS 274-275. No foreign professional service corporation
is required to obtain a certificate of authority unless it maintains an office in this state for the conduct of business.
KRS 274-245 (2).
Foreign Limited Liability Company: A foreign limited liability company transacting business in Kentucky does not
file Articles of Incorporation, but must obtain a Certificate of Authority from the Secretary of State by filing an
Application for Certificate of Authority with a filing fee. KRS 14A The foreign limited liability company must use an
available name in order to obtain its certificate. If its name is unavailable, it must adopt a fictitious name for use
in Kentucky. KRS 14A.
Foreign Non-Profit Limited Liability Company: A foreign non-profit corporation transacting business in Kentucky does
not file Articles of Incorporation, but must obtain a Certificate of Authority from the Secretary of State by filing an
Application for Certificate of Authority with a filing fee. KRS 14A The foreign non-profit corporation must use an
available name in order to obtain its certificate. If its name is unavailable, it must adopt a fictitious name for use
in Kentucky. KRS 14A.
A certificate of assumed name for an individual shall be filed with the county clerk where the person maintains his or her
principal place of business.
Please contact the “One Stop Business Administrator” of the business, to request removal of your access.
If that is not an option, please contact Department of Revenue One Stop help line for further assistance
at (502) 564-5053, Monday through Friday
between the hours of 8:00 a.m. and 5:00 p.m., Eastern Time.
Questions re Business Registration with Secretary of State
Names with "inactive" status indicate a business that is in "good standing" or "bad standing." A company with "inactive
and bad standing" means that the company did not file an annual report for the year and/or the registered agent was
removed and a new one has not been listed.
A statement of change of the registered agent and/or registered office address or principal office
address must be filed with the Secretary of State whenever a change has occurred involving any of
the above categories. You may download the form or file online.
The One Stop Business Portal system allows drafted documents to be uploaded. Check to be sure that the uploaded
documents have been signed by the registered agent and any other necessary parties. If these documents are not
signed, your registration will be denied. When uploading a document to the system it requires the document to be
a tiff or pdf file.
You may elect to change any data you deem to be incorrect by clicking the edit link to the right of each corresponding
section. This newly updated data will then be reflected appropriately on the summary page for review once again.
Upon approval of the filing by the Office of the Secretary of State, the individual identified as the contact person
will receive a confirmation of receipt of the filing via the email address submitted to One Stop Business Portal.
In addition, the filing will be posted on your dashboard as well as online at http://app.sos.ky.gov/ftsearch/
immediately upon approval.
The business entity must file an annual report with the Office of the Secretary of State between January 1 and June 30
of the year following the calendar year in which the corporation was formed. Subsequent annual reports must be filed
with the Office of the Secretary of State between January 1 and June 30 of the following calendar years.
In addition, state law requires that the filer take the received and filed copy of the filing to the county clerk’s
office where the registered agent is located.
Upon submission, the articles are reviewed by the Office of the Secretary of State to ensure that all of the filing
requirements are met and that your business name is available for use. By state law, the Office of the Secretary of
State has up to 5 business days to complete this review; however, please be aware that the average turnaround time
is 1 business day to complete. Application reviews occur only during regular office hours. This review is expected
to take 1 business day to complete.
Yes, as long as the filer is returning within the allotted 30 days. In order to continue a registration,
log into the One Stop Business Portal system and select "In Progress" business from the grid. Continue
until you receive confirmation of a successful submission with the Office of the Secretary of State.
To correct an error on a filing that has been submitted is to file Articles of Correction with the Office
of the Secretary of State. Currently, this service is not available online so the filing must be completed
by mail or in person.
No. Once a filing has been made, the only means for it to be cancelled is through Articles of Dissolution.
Currently, this service is not available online so the filing must be completed by mail or in person.
Yes, you can after submission by filing articles of dissolution.
Payment Methods We Accept: Visa, MasterCard, American Express, Discover and Prepaid Account. Please visit
http://www.sos.ky.gov/bus/Pages/Prepaid-Accounts.aspx for more information on how to establish a prepaid
account.
Business fees typically consist of a filing fee with the Office of the Secretary of State. In some instances
a business will also be required to pay additional licensing and permitting fees depending on business activities.
Once the filed document is approved these fees are non-refundable and vary depending on specific activities.
These fees can be paid with a credit card or Pre-paid account. For additional filing fee information, please view
the fee schedule.
Profit corporations are required to have a minimum of one share. Choosing the right amount of shares for your
business is very important; therefore, you may wish to consult an attorney or a tax professional to discuss
the implications of your choice. This online filing service is not intended to substitute or replace the advice
of legal or professional counsel.
The Office of the Secretary of State recommends keeping a record of the summary page outlining the filing
submission and a file stamped copy of the approved filing as proof of filing.
The Office of the Secretary of State will only charge the payment for filing articles upon approval. In
the event your filing is rejected, the payment information will be voided and no charge will be applied
to the credit card.
The Office of the Secretary of State provides forms for dissolving a business entity but, at this time,
does not provide forms for amending a business entity. You may draft your own amendment or dissolution
documents as long as they meet the requirements outlined in the Kentucky Revised Statutes. If you choose
to draft your own documents, we recommend seeing the advice of legal counsel.
A reinstatement packet, consisting of an application for reinstatement, reinstatement annual report and
statement of change of principal office and registered office (if you are making changes to your address)
must be mailed to the Office of the Secretary of State. You can download a “Reinstatement Package”
(http://app.sos.ky.gov/ftsearch/), if the entity has been administratively dissolved.
The Commonwealth requires every business to file an annual report, which merely updates company information,
including its address, members, managers, partners and officers. It does not require the disclosure of any
financial information.
The United States Securities and Exchange Commission requires publicly traded companies to file an
annual report known as a 10-K, which requires a general overview of the company's operations and a complete
financial statement, including income statement, balance sheet, statement of cash flow and changes in owners'
equity.
For private companies, no SEC regulations require this type of disclosure, although most private companies
do provide such information to parties of interest.
"Manager" or "managers" means, with respect to a limited liability company that has set forth in its articles of
organization that it is to be managed by managers, the person or persons designated in accordance with KRS 275.165;
"Member" or "members" means a person or persons who have been admitted to membership in a limited liability company
as provided in KRS 275.275 and who have not ceased to be members as provided in KRS 275.280.
"Principal office" means the office in or out of this state, so designated in writing to the Office of the
Secretary of State, where the principal executive offices of a domestic or foreign corporation are located.
This is the mailing address the annual report will be mailed each year.
The One Stop Business Portal system allows drafted articles to be uploaded. Check to be sure that the
uploaded documents have been signed by the registered agent and any other necessary parties. If these
documents are not signed, your registration will be denied. When uploading a document to the system it
requires the document to be a tiff or pdf file.
Depending on the product or service your business provides, there may be other state taxes that apply to your
business. Most of these require that you file a special application/registration, www.revenue.ky.gov.
This application is used to apply for any of the following: Employer’s Withholding Tax Account, Sales and Use Tax Account/Permit,
Transient Room Tax Account, Motor Vehicle Tire Fee Account, Commercial Mobile Radio Service Prepaid Service Charge Account,
Telecommunications Tax Account, Utility Gross Receipts License Tax Account, Consumer’s Use Tax Account, Coal Severance and
Processing Tax Account, Coal Seller/Purchaser Certificate ID Number, Corporation Income Tax Account,
or Limited Liability Entity Tax Account, Kentucky Nonresident Income Tax Withholding on Distributive Share Income Tax Account
and Cigarette/Tobacco Licenses.
You may update the business’ Doing Business As (DBA) name and accounting period, change tax account mailing
addresses and phone numbers, as well as manage responsible party information for the following taxes through
the Kentucky Business One Stop Portal: Employer’s Withholding Tax, Sales and Use Tax, Transient Room Tax,
Motor Vehicle Tire Fee, Commercial Mobile Radio Service Prepaid Service Charge, Consumer’s Use Tax, Corporation Income Tax,
Limited Liability Entity Tax, Kentucky Nonresident Income Tax Withholding on Distributive Share Income Tax Account.
For updates to all other taxes or to make updates to the sales tax location/branch information you must complete Form 10A104,
Update or Cancellation of Kentucky Tax Account(s). You can mail the form to: Department of Revenue,
P. O. Box 299 Station # 20A, Frankfort KY 40601 or email the form to DOR.WEBResponseDataIntegrity@ky.gov.
For help completing the application, please call the Taxpayer Registration Section
at (502) 564-5053, Monday through Friday
between the hours of 8:00 a.m. and 5:00 p.m., Eastern Time.
You are required to complete the application and file it with the Kentucky Department of Revenue, at least 30 days
before engaging in an activity that requires the establishment of the following:
Telecommunications Tax Account (KRS 136.604 and 136.616).
Transient Room Tax Account (KRS 142.400).
Coal Severance and Processing Tax Account (KRS 143.020).
Motor Vehicle Tire Fee Account (KRS 224.50-868).
Coal Seller/Purchaser Certificate ID Number (KRS 143.037).
Consumer’s Use Tax Account (KRS 139.310).
Commercial Mobile Radio Service Prepaid Service Charge (KRS 65.7634).
Cigarette/Tobacco Licenses (KRS 138.195).
Corporations and Limited Liability Entities must complete the application to establish a Corporation
Income Tax Account and/or a Limited Liability Entity Tax Account (KRS 141.040, 141.0401)
If you are Kentucky formed then your application should be filed within 30 days of formation with the Kentucky Secretary of State’s Office
If you are formed out-of-state and you have obtained a Certificate of Authority to transact business in Kentucky
from the Kentucky Secretary of State then your application should be filed within 30 days of obtaining a certificate of authority, provided that you
are treated as doing business in Kentucky under KRS Chapter 141
If you are formed out-of-state and you have NOT obtained a Certificate of Authority to transact business in Kentucky
from the Kentucky Secretary of State then your application should be filed within 30 days of first engaging in activities that result in you being treated
as doing business in Kentucky under KRS Chapter 141.
Pass-Through Entities must complete the application to establish a Kentucky Nonresident Income Tax Withholding on Distributive
Share Income Tax Account (KRS 141.206) within 30 days of obtaining a Kentucky non-resident individual or corporate partner, member, or shareholder.
Depending on the product or service your business provides there may be other state taxes that apply to your business.
Most of these require that you file a special application/registration. Examples of these other miscellaneous accounts
are minerals or natural gas severance taxes, motor fuels taxes, bank franchise tax, dealer loaner/rental vehicle tax,
purchase exemption, etc. Applications for these and other miscellaneous tax accounts must be filed via paper. Visit the
Department of Revenue for more information.
Online applications will be processed to provide account numbers immediately online, unless work-listed for Department
of Revenue to review. You will be notified if your application is under review. Barring seasonal workload increases,
Revenue reviews should be completed within 2 to 3 business days. If work-listed you may be contacted by phone or e-mail for further information.
You may change the mailing address for the following tax accounts through the Kentucky Business One Stop Portal:
Employer’s Withholding Tax, Sales and Use Tax, Transient Room Tax, Motor Vehicle Tire Fee, Commercial Mobile Radio
Service Prepaid Service Charge, Consumer’s Use Tax, Corporation Income Tax, Limited Liability Entity Tax, and
Kentucky Nonresident Income Tax Withholding on Distributive Share Income Tax Account, and Cigarette/Tobacco Licenses.
For all other taxes, you must complete form 10A104, Update or Cancellation of Kentucky Tax Account(s).
You can mail the form to: Department of Revenue, P. O. Box 299 Station # 20A, Frankfort KY 40601 or email the
form to DOR.WEBResponseDataIntegrity@ky.gov.
New businesses can apply online with the Kentucky Department of Revenue, as well as the Kentucky
Secretary of State’s Office, using the Kentucky Business One Stop Portal.
If you are an existing business that already has tax account numbers, you may apply for additional
accounts for the following taxes using the Kentucky Business One Stop Portal: Employer’s Withholding Tax,
Sales and Use Tax, Transient Room Tax, Motor Vehicle Tire Fee, Commercial Mobile Radio Service Prepaid Service
Charge, Consumer’s Use Tax, Corporation Income Tax, Limited Liability Entity Tax, Utility Gross Receipts
License Tax, Telecommunications Tax, Coal Severance and Processing Tax, Coal Seller/Purchaser Certificate ID
Number and Kentucky Nonresident Income Tax Withholding on Distributive Share Income Tax Account, and Cigarette/Tobacco licenses.
If you have the CBI and legal business name (either from your initial registration through One Stop or from the letter
sent to you by the Commonwealth), you may use the Link My Business functionality available on the One Stop Dashboard
to nominate yourself or another individual as One Stop Business Administrator.
If that is not an option, you may submit a notarized statement signed by a responsible party of the company
(that is, the President, CEO, Partner, or Owner). The statement must include the following information: Legal
Business Name, Commonwealth Business Identifier (CBI), Federal Identification Number (if one exists), the full
name and e-mail address of the individual you want to make the One Stop Business Administrator, and a statement
granting this individual the Business Administrator security role.
Please send the statement to:
ATTN: Taxpayer Registration - One Stop Business Portal
