Doing Business In Kentucky
Government Support for Business Development
The Small Business Services Division offers these direct services to Kentucky businesses:
- Small & Minority Business: 800-626-2250 – provides initial start-up and growth information to small businesses.
- Business Information Clearinghouse: 800-626-2250- provides information on the proper permits and licenses needed to do business in Kentucky.
- Kentucky Procurement Assistance: 800-838-3266 – helps businesses understand how to do business with federal, state and local government agencies.
Incentives and Funding:
Financial Incentives for KY businesses and owners: There are numerous forms of assistance and rewards for helping the KY economy grow through entrepreneurialism. Kentucky Economic Development Finance Authority” (KEDFA) helps assist businesses.
Incentives for KY business >
Seed funding for Hi-Tech businesses based in Kentucky:
High Tech. Seed Funding for KY business >
Private Venture Capital Companies for Kentucky:
Venture Capital Company List
Business Creation: Types of Business Entities
Sole Proprietorship
A sole proprietorship is business that is owned and operated by an individual and is linked to that individual. It does not have a separate existence apart from its owner. No filing with the Secretary of State is necessary to form a sole proprietorship. If the sole proprietorship is operating under assumed name or doing business as another name (DBA), an assumed name (DBA) filing with the county clerk is required. The individual owner is personally responsible for the debts of the business.
Corporation
A corporation is a business organization that operates separately from its owner(s). A corporation has the same powers as an individual sole proprietorship wherein they can do all things necessary to carry out its business. A board of directors manages a corporate entity and appointed officers are responsible for the daily operations of the corporation. Shareholders ( investors who own stake) 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.
General Partnership
A general partnership is an association of two or more persons do business as co-owners of an organization for profit. No filing with the Secretary of State is required to create a general partnership, but if the general partnership is doing business under an assumed name ( Doing Business As – DBA ), an assumed name filing (DBA) is required by the Secretary of State and county clerk. An Application for Certificate of Assumed Name (DBA Certificate) is available on the County Clerks website: http://sos.ky.gov. Generally, every partner within a General Partnership is personally responsible for the debts of the partnership and may have certain legal entitlements.
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. Limited partners are not personally responsible for the debts of the limited partnership unless they participate in management of the partnership. General partners are responsible for managing the business of the partnership and are personally responsible for the debts of the partnership. A limited partnership is formed by filing a Certificate of Limited Partnership with the Secretary of State.
Limited Liability Company
A limited liability company is an unincorporated business organization formed by filing Articles of Organization with the Secretary of State. A limited liability company may be managed by members or managers. The members and managers are not personally responsible for debts of the limited liability company. The main advantage to choosing a limited liability company over a corporation is that LLC members enjoy limited liability but the entity can be taxed as a partnership, which is a more favorable tax treatment.
Registered Limited Liability Partnership
A registered limited liability partnership is a partnership that is registered with the Secretary of State, where each partner is personally responsible for the debts of the partnership except for the debts of the partnership arising from negligence or misconduct committed by another partner while the partnership is a registered limited liability partnership. A registered limited liability partnership is formed by filing a Statement of Qualification with the Secretary of State.
Certificates Issued By The Secretary of State
Domestic Corporation
Certificate of Existence
Certificate of Existence — (long form)
Certificate of Merger (domestic into nonqualified corporation)
Certificate of Voluntary Dissolution
Certificate of Administrative Dissolution
Certificate of Registered Agent
Certificate of No Record
Foreign Corporation
Certificate of Authorization
Certificate of Authorization — (long form)
Certificate of Withdrawal
Certificate of Revocation of Certificate of Authority
Certificate of Registered Agent
Certificate of No Record
Domestic Limited Liability Company
Certificate of Existence
Certificate of Existence — (long form)
Certificate of Dissolution
Certificate of Administrative Dissolution
Certificate of Registered Agent
Certificate of No Record
Foreign Limited Liability Company
Certificate of Authorization
Certificate of Authorization — (long form)
Certificate of Withdrawal
Certificate of Revocation of Certificate of Authority
Certificate of Registered Agent
Certificate of No Record
Domestic Limited Partnerships
Certificate of Formation
Certificate of Registered Agent
Certificate of No Record
Registered Limited Liability Partnerships
Certificate of Registration — (domestic)
Certificate of Registration — (foreign)
Certificate of No Record
Business Trusts
Certificate of Business Trust
Certificate of Registered Agent — (foreign business trust)
Trademarks
To file for a Trademark, you must contact the Secretary of State. Trademarks/Service Marks Branch of the Office of the Secretary of State:
Phone (502) 564-3490;
Fax (502) 564-4075;
Email: http://sos.ky.gov/business/trademarks/contacttrademarks.htm
You may also mail any inqueries to:
Office of the Secretary of State
Trademarks/Service Marks
700 Capital Avenue, Suite 156
Frankfort, KY 40601
Filing Contact for Business Entities and Corporations in KY
Office of the Secretary of State
Filings Branch
PO Box 718
700 Capital Avenue, Suite 154
Frankfort, KY 40602
phone: (502) 564-2848;
fax: (502) 564-4075;
**The Office of the Secretary of State** is open Monday through Friday, 8:00am to 4:30pm.
Business Filing Fees for the State of Kentucky
Below are the business filing fees (list format)
Business Filings Fees
Business Corporation and Professional Service Corporation
-Articles of Incorporation: $40.00, plus organization tax based on number of shares KRS 136.060
-Amendment of articles of incorporation: $40.00, plus organization tax if shares are increased KRS 136.060
-Restated articles of incorporation: $40.00
-Amended and restated articles of incorporation: $80.00
-Articles of merger: $50.00
-Articles of share exchange: $50.00
-Articles of dissolution: $40.00
-Articles of revocation of dissolution: $15.00
-Statement of change of registered agent or registered office, or both: $10.00
-Agent’s statement of change of registered office for each affected corporation: $10.00, not to exceed a total of $1,000.00
-Statement of change of principal office address: $10.00
-Articles of correction: $20.00
-Annual report: $15.00
-Amended annual report: $10.00
-Reinstatement penalty after administrative dissolution: $100.00
-Application for use of indistinguishable name: $20.00 -Any other document required or permitted to be filed: $15.00
Corporation Organization Tax
KRS 136.060 Following rates based on the total number of shares authorized by the articles of incorporation:
-$.01 per share up to 20,000 shares
-$.005 per share next 180,000 shares
-$.002 per share on remaining.
-Filing fee for articles of incorporation: $40.00
-Minimum tax fee for 1,000 shares or less: $10.00
-Total fee: $50.00
Foreign Stock Corporation
-Application for certificate of authority: $90.00
-Application for amended certificate of authority: $40.00
-Application for certificate of withdrawal: $40.00
-Application of registered name: $36.00
-Application of renewal of registered name: $36.00
-Annual report: $15.00
-Amended annual report: $10.00
Nonprofit Corporation
-Articles of incorporation: $8.00
-Amendment of articles of incorporation: $8.00
-Restated articles of incorporation: $8.00
-Amended and restated articles of incorporation: $16.00
-Articles of merger: $8.00
-Articles of consolidation: $8.00
-Articles of dissolution: $5.00
-Articles of revocation of dissolution: $8.00
-Statement of change of registered agent or registered office, or both: $5.00
-Statement of Change of Principal Office Address: $5.00
-Articles of correction: $8.00
-Annual report: $4.00
-Amended Annual Report: $8.00
-Reinstatement fee after administrative dissolution: $8.00
-Any other document required or permitted to be filed: $8.00
Limited Liability Company
-Articles of organization: $40.00
-Articles of organization – non-profit: $40.00
-Articles of organization – professional limited liability company: $40.00
-Amendment of articles of organization: $40.00
-Restated articles of organization: $40.00
-Amended and restated articles of organization: $80.00
-Articles of dissolution: $40.00
-Articles of merger: $50.00
-Statement of change of registered agent or registered office, or both: $10.00, not to exceed a total of $1,000.00
-Statement of change of principal office address: $10.00
-Articles of correction: $20.00
-Annual report: $15.00
-Amended annual report: $10.00
-Reinstatement penalty after administrative dissolution: $100.00
-Application for use of indistinguishable name: $20.00
-Any other document required or permitted to be filed: $15.00
Reserved Name
-Application for reservation or renewal of reserved name (120 days): $15.00
-Notice of transfer of reserved name: $15.00
-Notice of cancellation of reserved name: $10.00
Limited Partnerships
-Certificate of limited partnership: $40.00 (Form KNP)
-Application for certificate of authority as a foreign limited partnership: $90.00 (Form FNP)
-Amendment of certificate of limited partnership: $40.00 (N/A)
-Restatement of certificate of limited partnership: $40.00 (N/A)
-Amendment and restatement of certificate of limited partnership: $80.00 (N/A)
-Certificate of dissolution with respect to a domestic limited partnership: $40.00 (Form LPD)
-Statement of change of registered agent or change of the address of the registered office, or both: $10.00 (Form SRC)
-Registered agent’s statement of change of registered office for each affected limited partnership: $10.00 (Form SRC), not to exceed a total of $1,000
-Statement of change of the mailing address of the principal office: $10.00 (Form POC)
-Application to reserve a name for use by a domestic or foreign limited partnership: $15.00 (Form ARN)
-Notice of the transfer of a name reserved for use by a domestic or a foreign limited partnership: $15.00 (Form TRN)
-Application for registered name: $36.00 (RLP)
-Application for renewal of registered name: $36.00 (RLP)
-Articles of merger: $50.00 (N/A)
-Application for amended certificate of authority: $40.00 (ALP)
-Application for certificate of withdrawal: $40.00 (LPW)
-Statement of correction: $20.00 (N/A)
-Certificate of existence or authorization: $10.00
-Reinstatement penalty following administrative dissolution: $100.00 (N/A)
-Annual report: $15.00 (N/A)
-Amendment to annual report: $10.00 (N/A)
-Any other record required or permitted to be filed by this subchapter: $15.00
-Each time process is served on the secretary of state: $10.00
Partnerships
-Statement of partnership authority: $40.00 (Form KNG)
-Statement of denial: $20.00 (Form SOD)
-Statement of dissociation: $20.00 (Form SDS)
-Statement of dissolution: $40.00 (Form SPD)
-Statement of merger: $40.00 (Form SMG)
-Statement of qualification: $40.00 (Form KNL)
-Amendment to a statement of qualification: $40.00 (Form SQA)
-Statement of foreign qualification: $90.00 (Form FNL)
-Reinstatement of a statement of qualification: $100.00 (N/A)
-Change of registered agent or change of the address of the registered office, or both: $10.00 (Form SRC)
-Registered agent’s statement of change of registered office for each affected partnership: $10.00 (Form SRC)
-Change of the mailing address of the chief executive office: $10.00 (Form CMA)
-Application for reservation or renewal of reserved name: $15.00 (Form ARN)
-Notice of the transfer of a name reserved for use by a domestic or foreign partnership: $15.00 (NOT)
-Notice of cancellation of reserved name: $15.00 (CRN)
-Application for registered name: $36.00 (RLP)
-Application for renewal of registered name: $36.00 (RLP)
-Annual report: $15.00
-Amendment to the annual report: $10.00
-All other filings: $40.00
Business Trusts
-Declaration of trust: $15.00
-Application for certificate of authority of a foreign business trust: $15.00
-Application for amended certificate of authority of a foreign business trust: $15.00
-Certificate of withdral of foreign business trust: $15.00
-Statement of change of registered office, agent, or both: $15.00
-Statement of change of principal office address: $15.00
-Statement of consent of registered agent: no charge
-Statement of resignation of registered agent: no charge
-Annual report: $15.00
-Amended annual report: $15.00
Annual Reports
-Business Corporations – Domestic & Foreign: $15.00
-Limited Liability Companies – Domestic & Foreign: $15.00
-Limited Partnerships – Domestic & Foreign: $15.00
-Limited Liability Partnerships – Domestic & Foreign: $15.00
-Nonprofit Corporations: $4.00
-Nonprofit Corporations – Foreign: $8.00
Amended Annual Reports
-Business Corporations – Domestic & Foreign: $10.00
-Limited Liability Companies – Domestic & Foreign: $10.00
-Limited Partnerships – Domestic & Foreign: $10.00
-Limited Liability Partnerships – Domestic & Foreign: $10.00
-Nonprofit Corporations – Domestic & Foreign: $8.00
-Business Trusts – Domestic & Foreign: $15.00
Other Filing Fees
-Certificate of assumed name, amended, withdrawal or renewal: $20.00
Foreign Nonprofit Corporation
-Application for certificate of authority: $40.00
-Application for amended certificate of authority: $8.00
-Application for certificate of withdrawal: $8.00
-Application of registered name: $36.00
-Application of renewal of registered name: $36.00
-Annual report: $8.00
-Amended annual report: $8.00
Foreign Limited Liability Company
-Application for certificate of authority: $90.00
-Application for amended certificate of authority: $40.00
-Application for certificate of withdrawal: $40.00
-Application of registered name: $36.00
-Application of renewal of registered name: $36.00
-Annual report: $15.00
-Amended annual report: $10.00
For more complete information, please visit the Kentucky Secretary of State Governement website:
http://sos.ky.gov/business/
IRS Helpful Tools for Small Business
Publication 1066C: Virtual Small Business Tax Workshop > DVD
Publication 1066C (Catalog Number 39085X), The Virtual Small Business Tax Workshop DVD, is a 10 lesson tax workshop with interactive video presentations. The DVD also contains a text-only Help lesson with links to the latest information on IRS.gov. The workshop is subtitled in English, Spanish and Mandarin Chinese.The Small Business Tax Workshop DVD contains subject matter ranging from the basics of how to run a business to operating a home-based business, setting up a retirement plan, and employment taxes. The DVD features short vignettes and practical exercises to reinforce each lesson.
Publication 1518: 2008 Tax Calendar > Small Businesses and Self-Employed
The 2008 Tax Calendar for Small Businesses and Self-Employed (Catalog Number 12350Z) is filled with valuable items of interest to help the small business owner manage a successful business. Each page of this attractive wall calendar highlights different tax issues and tips, with room to add notes, state tax dates, or business appointments.
e-News for Small Businesses
e-News for Small Businesses is a free electronic mail service designed to provide tax information for small business owners and self-employed individuals. See for yourself why over 90,000 people are e-News for Small Business subscribers. To sign up today, visit the Small Business/Self-Employed page on the IRS.gov website. To order these products, please visit the IRS Products Page on the IRS website. Small Business Products Online Ordering page on the IRS.gov Web site or call (800) 829-3676
http://www.irs.gov/businesses/small/article/0,,id=101169,00.html
How do I “eFile”
Your Electronic Alternatives to Filing Paper Returns. Electronic payment options are simple, convenient, safe and secure methods for paying taxes directly to the IRS. You can authorize an electronic funds withdrawal, use a credit card or enroll in the U.S. Treasury’s Electronic Federal Tax Payment System (EFTPS). Note: If your adjusted gross income was $54,000 or less in 2007 (may be applicable to future years: 2008, 2009…check the IRS website for updates on future information), you can use Free File to prepare and e-file your taxes from the web. If you need more time to file your return, some companies also offer free preparation and e-filing for Extensions (Form – 4868).
http://www.irs.gov/efile/index.html
