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How To Reinstate A Kentucky LLC

 

Revive and Reinstate A Kentucky Limited Liability Company

If your Kentucky LLC was administratively dissolved by the Kentucky Secretary of State (SOS), you can reinstate at any time.  All you have to do is complete the Kentucky SOS Reinstatement Application. The reinstatement application packet is available on the SOS Business Services website. You can click on the link for the “Organization Search” page where you will enter your business name and then you can print the application packet.

You can pay your filing fees by cash, check, and debit or credit. Make checks for fees payable to the “Kentucky State Treasurer.”

You will submit your reinstatement application 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

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?

You do need a Letter of Good Standing from the Kentucky Department of Revenue to reinstate your Kentucky LLC. The letter of good standing basically states that you have paid, or made arrangements to pay, all the Kentucky taxes you owe. You can request the letter yourself, or the SOS will request one for the LLC. The SOS will not process the reinstatement application until it has received the letter of good standing from the Department of Revenue. Your LLC may request the letter on its own if you let the SOS know that you are going to do that.

How do you get the Kentucky Department of Revenue Letter of Good Standing?

The easiest way to get your Letter of Good Standing is just to complete and submit the reinstatement application and let the Kentucky Secretary of State request a letter or good standing for your company. If you want to request the letter yourself, first let the SOS know what you plan to do, then you can contact the Kentucky Department of Revenue, Corporate Income and License Tax Branch and request a letter of good standing. After you get your letter, you can submit the reinstatement application and the letter of good standing to the SOS.

To contact the Kentucky Department of Revenue and request a letter of good standing:

Division of Corporation Tax
501 High Street, Station 52
PO Box 181
Frankfort, KY 40602-0181
Phone: (502) 564-8139
Fax: (502) 564-0058

How much will it cost to reinstate a Kentucky LLC?

Reinstatement penalty after administrative dissolution $100 Current fee for each delinquent annual report: $15.

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

Documents are processed the same day they are received, but it could take three business days to finish the filing.

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

Since there is no limit on reinstatement, you wouldn’t have to start over, you could just reinstate.

If you wanted to start a new Kentucky LLC, you could do so immediately. New Articles of Organization would cost $40. Since Kentucky doesn’t protect your LLC’s name for any time following administrative dissolution, you would have to see if your name is still available.  You can do a name availability search on the Kentucky SOS website.

Can you change your Kentucky registered agent at the same time on the Kentucky Certificate of Restoration?

The reinstatement application packet includes a Statement of Change of Principal Office and Registered Office which you file to change your Kentucky registered agent.

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

The reinstatement application packet includes a statement of change of principal office and registered office so you can change the address.

Can you change your members and/or managers at the same time on the Kentucky reinstatement form?

No.  You can’t change that information on the reinstatement application. But you may change member/manager information in your annual report, which is filed with the application for reinstatement.

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

You can reinstate a business at any time following administrative dissolution. So you can miss many annual reports and still reinstate.

Kentucky SOS forms:

 

https://www.sos.ky.gov/bus/business-filings/Forms/Pages/default.aspx

Kentucky Department of Revenue:

http://revenue.ky.gov/

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