How to Form a Kentucky Corporation

Four Kentucky entrepreneurs deciding how to form a Kentucky corporation.

Use A Professional Service

A professional service will form your Kentucky corporation so that you can focus on the other needs of your new business.

4.7 out of 5 starsZenBusiness ($39 + state fee) for basic & quick incorporation.

3.6 out of 5 starsLegalZoom ($149 + state fee) for the most popular incorporation service available.

Forming a Kentucky Corporation is Easy

Forming a corporation in Kentucky is a simple process that is achieved by filing the Articles of Incorporation with the Secretary of State. In the guide below, we will show you step-by-step how to form a corporation in Kentucky.

Step 1: Create A Name For Your Kentucky Corporation

When naming your Kentucky corporation, you will need to:

  • Follow Kentucky Name Requirements
  • Complete a Name Search With the Kentucky Secretary of State
  • Consider Securing a Domain Name (URL)

To learn more, read our How to Name a Business in Kentucky guide.

Need help naming your business? You can use our business name generator to find the best name for your corporation.


Name Requirements

First, you will need to choose a name that complies with Kentucky Secretary of State naming guidelines:

  • Your name must contain the words "corporation," "company," or "limited;" the abbreviation "Corp.," "Inc.," "Co.," or "Ltd.;" or words or abbreviations of the same meaning in another language.
  • Your name must be distinguishable from any existing business in your state.
  • Your name cannot include the word “cooperative” without approval.
  • Your name cannot contain language stating or implying that the corporation is organized for a purpose other than the one permitted by its articles of organization.
  • Your name cannot include words that could confuse your corporation with a government agency (FBI, Treasury, State Department, etc.).
  • In some states, restricted words (e.g. Bank, Attorney, University) may require additional paperwork and a licensed individual to be part of your corporation.

You can also read the Kentucky state statute about corporation naming guidelines for more information.


Name Search With the Kentucky Secretary of State

You will need to check name availability by searching the business name database on the Kentucky Secretary of State's website.

This tool is also useful if you decide to register an assumed name or DBA (Doing Business As) for your company. For detailed information about setting up a DBA for your Kentucky corporation, check out our How to File a DBA in Kentucky guide.


Name Reservation

If you have a name in mind, but aren’t ready to officially form your corporation, you can reserve your name. Your business name can be reserved for 120 days by filing a Name Reservation form with the Kentucky Secretary of State.

The Name Reservation form can be filed by mail. There is a $15 fee to file your Kentucky Name Reservation.


Secure Domain Name

We recommend checking to see if your business name is available as a web domain (URL). Even if you don't plan to make a business website today, you may want to buy the web address in order to prevent others from acquiring it. It’s free to search.

Find a Domain Now

Service provided by GoDaddy.com

After registering a domain name, consider setting up a professional email account (@yourcompany.com). Google's G Suite offers a business email service that comes with other useful tools, including word processing, spreadsheets, and more. Try it for free

Step 2: Choose a Kentucky Registered Agent

When you file your Kentucky Articles of Incorporation, you will be asked to give the name of your Kentucky registered agent.

A registered agent is a person or entity that accepts tax and legal documents on behalf of an LLC or corporation. Your registered agent can be an individual resident of the state or a company that’s legally authorized to represent businesses in Kentucky.

To learn more about registered agents, read our What is a Registered Agent guide.


Complete the Kentucky Statement of Consent Form

Kentucky registered agents must consent to their appointment.

The statement of consent should include:

  • The name of the corporation
  • State or county of incorporation
  • An express statement that the person designated consents to serve as the corporation’s registered agent
  • The name of the person designated as registered agent
  • The street address of the registered office
  • The signature of the registered agent
  • The date of execution

The statement of consent form must be filed by mail with the Kentucky Secretary of State.

Step 3: Choose Your Kentucky Corporation’s Initial Directors

You must appoint at least one director who, among other things, will oversee your Kentucky corporation until the first shareholder meeting.

The directors of a corporation are in charge of the adoption, amendment, and repeal of bylaws as well as the supervision, election, and removal of officers.

Later you will prepare an “Incorporator Statement” with complete names and addresses of each director and keep it in your corporate records book.

Step 4: File the Articles of Incorporation

Now that you have chosen a registered agent and at least one director, it’s time to make your corporation official by filing the Articles of Incorporation form with the Kentucky Secretary of State. This document will disclose for the public record some basics of your business, including:

  • Corporate name, address, and business type
  • Corporate registered agent name, signature, and street address
  • Number of authorized shares the corporation is allowed to issue
  • Incorporators' names and addresses

Filing Fee: $50


Filing Options

Submit the completed Articles of Incorporation in duplicate, along with the filing fee, using one of three options:


Mail:
Michael Adams
Office of the Secretary of State
P. O. Box 718
Frankfort, KY 40602-0718


In-Person Delivery:

Room 154
Capitol Building
700 Capital Avenue
Frankfort, KY 40601


Online:
Kentucky’s One-Stop Business Portal

Kentucky Corporation Operating Procedures and Housekeeping

Set Up a Corporate Records Book

Think of this as the hard-copy record book where all critical corporate documents are kept, like your Articles of Incorporation, bylaws, meeting minutes, stock certificate ledger, stock transfer documents, etc.

You should keep the corporate records book at your principal location. Corporate records book kits can be purchased online, or you can use a large generic binder to store your records.

Prepare Bylaws for Your Kentucky Corporation

Bylaws are the rules that determine how your organization will be governed and run.

You can think about the bylaws as a constitution for your corporation. It makes the rules and priorities clear for everyone involved.

In your bylaws, be sure to include:

  • How the corporation will be governed – the role of directors and officers
  • How meetings are held, voting procedures, electing officers or directors
  • How records will be kept and managed
  • How disputes will be handled
  • How bylaws will be added/amended in the future

NOTE: A corporation’s bylaws will supplement any rules set forth by the federal government or the state.


Ready to get started? Check out these bylaws templates which you can customize to suit the needs of your incorporated business.

Conduct Your First Board of Directors Meeting

An organizational meeting is the first official meeting of your corporation.

These are some of the things that are discussed in a typical organizational meeting:

  • Taking attendance to show you have a quorum (minimum number needed)
  • Appointing temporary officers, chairmen, secretary, etc.
  • Adoption of the bylaws
  • Adoption of conflict of interest policy

Don’t forget to record “minutes” of the meeting and have it signed by all attending directors. Here are some corporate minutes templates to help you get the ball rolling.

Protect Your Assets and Stay Compliant

In order to protect your assets and stay compliant after you start your Kentucky corporation, you will need to:

Get an EIN

The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company.

Why do I need an EIN? An EIN is required for the following:

  • To open a business bank account for the company
  • For Federal and State tax purposes
  • To hire employees for the company

Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.

To learn more about EINs, read our What is an EIN guide.

Open a Bank Account For Your Kentucky Corporation

There are two critical reasons to open a unique corporate bank account.

The first is that separating your personal assets from your business assets adds another layer of protection in the event that your business is sued.

The second is that syncing a single account with business accounting software will make managing your finances much easier.

Recommended: Read our Best Banks for Startups and Entrepreneurs review to find the best online bank, eCommerce banks, the best for tech startups, real estate investment banks, and more.

Establish and Build Your Business Credit Score

Building business credit involves a number of factors, including establishing your business’s fundability, getting listed with the most important business credit agencies, and establishing credit lines while keeping them in good standing to build your score.

A good business credit score can help with many things, including credit cards that are issued in your business’s name instead of depending on your personal credit score, better interest rates on loans, higher lines of credit, and more.

All of these factors help protect your personal assets by making your business the entity responsible for the liability instead of yourself.

Recommended: Get started building your credit by learning How to Check Your Business Credit Score.

Accounting For Your Corporation

It's important to get your books in order, even if you haven't officially opened for business. A well-managed accounting system will help you:

  • Track your business finances, including bills, expenses, and income.
  • Simplify and file your annual taxes.

You can maintain your accounting in two ways:

  • Use a DIY accounting software. This can come with an increased risk of errors especially when starting a new business.
  • Hire an accounting service. They can provide comprehensive advice to help optimize your bookkeeping and taxes as well as additional services such as payroll etc.

Recommended: For most small businesses, we recommend using a reputable accounting service. Schedule a free tax consultation for your business now to avoid costly errors in the future.

Research Business License Requirements

To operate your corporation, you must comply with federal, state, and local government regulations. The details of business licenses and permits vary from state to state, so make sure to research carefully and plan accordingly.

Find out how to obtain necessary licenses and permits for your business or have a professional business licensing service do it for you:

What is an S Corporation?

An S corporation (S corp) is an incorporated business that is taxed as a pass-through entity. This means that S corps do not pay federal taxes on their business income. Instead, the business profits "pass-through" to the owners of the S corp, who are also known as shareholders. Then, the shareholders pay income tax and report their share of the profits in the form of salaries on their individual tax returns, which are then taxed.


In order to elect an S corporation status for tax purposes, corporations will need to file form 2553 Election by a Small Business Corporation. The form must be signed by all shareholders and must be filed within two months and 15 days after the start of the initial tax year.


To learn more, read our What is an S corporation guide.

Need Help Creating Your Kentucky Corporation?

Have A Professional Service Form Your Kentucky Corporation For You

If you'd prefer to have a reliable service help you incorporate in Kentucky, here are our top recommendations:

Quick Links