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How To Reinstate A Kentucky Corporation

 

Reinstate Or Revive A Kentucky Corporation:

If your Kentucky LLC was administratively dissolved by the Kentucky Secretary of State (SOS), you can reinstate at any time.  You just have to complete and submit the Reinstatement Application. The reinstatement application packet is available on the SOS Business Services website. You can click on the link for “Online Business Services” and then “Organization Search” pages where you will enter your business name and then you can print the application packet. You can pay fees by cash, check, and debit or credit. Checks for fees should be payable to “Kentucky State Treasurer.”

Submit your reinstatement application packet to the Kentucky Secretary of State: Division of Corporations.

Mail documents for filing to:

Elaine N. Walker
Office of the Secretary of State
PO Box 718
Frankfort, KY 40602-0718

Or personally deliver documents between 8 am and 4:30 pm:

Room 154, Capital Building
700 Capital Avenue
Frankfort, KY 40601
502-564-3490

Do I need a Kentucky Department of Revenue Letter of Good Standing?

Nonprofit corporations: Non-profits need a Letter of Good Standing from the Kentucky Department of Revenue in order to reinstate.

For profit corporations

Kentucky corporations need letters of good standing from both the Kentucky Department of Revenue and the Division of Unemployment Insurance to reinstate.

How do you get the letters of good standing in Kentucky?

The easiest way to get the letters is to just complete the reinstatement application and submit it to the SOS. Then the SOS will request the letters of good standing for your corporation.

Your corporation may request the letters on its own if you let the SOS know that you want to do it yourself. If you want to request the letter for your corporation, you can contact the following Kentucky agencies to get one. You would then submit the letters to the Kentucky Secretary of State with your application for reinstatement.

Kentucky Department of Revenue
Corporate Income and License Tax Branch
501 High Street, Station 52
PO Box 181
Frankfort, KY 40602-0181
Phone: (502) 564-8139
Fax: (502) 564-0058

Kentucky Office of Employment and Training
Division of Unemployment Insurance
275 East Main Street
Frankfort, KY 40621
Phone: (502) 564-6835

How much will it cost to reinstate a Kentucky Corporation?

Reinstatement penalty fee: $100

Delinquent annual report fee: $15 each

How long does it take the state to process the filing?

Kentucky SOS begins to process documents the day they are received. It can take up to three business days to complete the filing.

How long does your Kentucky Corporation have to be inactive with the state before you wouldn’t have any fees, and would you just have to start over with a new Kentucky Corporation?

Since there is no limit on reinstatement in Kentucky, you wouldn’t have to start over; you could just reinstate your old corporation at any time.

If you wanted to start a new Kentucky corporation, you could do so immediately. New Articles of Incorporation cost $40 plus the organization tax. Since Kentucky doesn’t protect your name at all after administrative dissolution, you would have to see if your name is still available.

Can you change your Kentucky registered agent at the same time on the Kentucky reinstatement?

Yes, you can change your Kentucky registered agent on the reinstatement. The Statement of Change of Principal Office Address, Registered Agent and/or Registered Office Address is part of the reinstatement application packet.

Can you change your principal address at the same time on the Kentucky reinstatement form?

Yes. The statement of change form is included in the reinstatement packet.

Can you change your officers and directors at the same time on the Kentucky reinstatement form?

No, you can’t change that information on the reinstatement form. However, you can always update officer and director information in your annual report (you will file one with your application for reinstatement).

How many annual reports can you miss before you can’t reinstatement your Kentucky Corporation?

There is no time limit to reinstate a corporation or LLC. A Kentucky corporation can reinstate at any time after it is administratively dissolved by filing the reinstatement application and paying the filing and late fees.

Kentucky SOS forms:

https://www.sos.ky.gov/bus/UCC/Pages/UCC-Forms.aspx

Kentucky Department of Revenue:

http://revenue.ky.gov/

Kentucky Division of Unemployment Insurance:

http://oet.ky.gov/

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