Kentucky corporations must stay compliant to avoid dissolution and protect the corporate veil. Two big pieces? Annual Meetings and Proper Documentation. Miss them, and the Secretary of. State can shut you down—or you can be held personally liable for actions of the corporation.
Here’s the essentials, without the overwhelm, so you know what’s required and when to call us.
1. File Your Annual Report by June 30.
Where: Kentucky Secretary of State online portal.
Cost: $15.
Deadline: June 30 – grace to August 31.
What it updates: Officers, directors, address, agent.
We can file these for your company.
2. Hold and Document Annual Meetings
Kentucky law (KRS 271B) requires:
Annual Stockholder Meeting to Elect directors.
Annual Board Meeting to Appoint officers, approve budgets.
Minutes are non-negotiable.
Keep them clear, signed, and stored securely. Include:
– Date, time, attendees
– Quorum confirmed
– Motions passed with vote tally
– Resolutions adopted
One missing minute book can potentially affect your liability protection.
3. Pass Key Annual Resolutions
Bundle these into your board minutes:
– Officer appointments
– Budget & auditor approval
– Authorization to file the Annual Report
– Bylaw or policy updates
Alternately, you can use written consents to skip meetings when everyone agrees (KRS 271B.8-
210).
Don’t DIY Your Way into Trouble.
Let us handle the details and help you avoid the pitfalls.
We draft, document, and file the necessities professionally and accurately so that you can focus
on your business.
Posted November 14, 2025, by Michael Arrington, Attorney at Law.