Business formation paperwork on a desk, Kentucky Annual Report, Administrative Dissolution and Reinstatement

Kentucky Annual Report, Administrative Dissolution and Reinstatement: $15 Due June 30, $100 Penalty and Good Standing Letters

Kentucky Annual Report, Administrative Dissolution and Reinstatement: $15 Due June 30, $100 Penalty and Good Standing Letters

Every Kentucky LLC, corporation and other registered entity has one recurring filing with the Secretary of State that owners often forget until it causes a problem: the kentucky annual report. It costs $15, it is due June 30 every year, and a missed report starts a process that can end with the entity being administratively dissolved. This guide covers the filing rules, what happens if you miss the deadline, what reinstatement costs and how good standing letters fit in.

What the Kentucky annual report is

Under KRS 14A.6-010, every Kentucky entity and every registered foreign entity (an out-of-state entity registered to do business in Kentucky) must file an annual report with the Kentucky Secretary of State between January 1 and June 30 each year. The key rules are below.

ItemRequirement
Fee$15
Filing windowJanuary 1 to June 30 each year
Filing methodsOnline or on paper, signed
Who filesEvery Kentucky entity and every registered foreign entity

Your first annual report is due in the calendar year after you formed. For example, if you filed Articles of Organization in March 2026, your first report window runs January 1 to June 30, 2027. The window does not open until January 1, so you cannot file early for the current year.

The annual report is a status update on your entity's record with the state. It is not a tax return, and filing it does not satisfy any tax obligation. Kentucky has no franchise tax, but LLCs and corporations owe the Limited Liability Entity Tax (LLET), which carries a $175 minimum if Kentucky gross receipts or gross profits are $3 million or less. The LLET is handled separately through the Department of Revenue.

How to file your annual report

  1. Check your current status. Search your entity in the Secretary of State business search. Confirm the name, status and registered agent are correct before you file.
  2. Use FastTrack Online Filings. Annual reports are filed through FastTrack Online Filings, which is linked from the Division of Business Filings page. Kentucky One Stop (onestop.ky.gov) is the portal for new formations.
  3. Pay the $15 fee. Keep the confirmation page or email as your record.
  4. Confirm the result. Online filings are effective on the date and time of filing. The Secretary of State's usual same-day-to-three-business-day processing estimate excludes annual reports, so check your entity's status in the business search after you file.

Paper filing is allowed, but the report must be signed. Download the current form from the Secretary of State website and confirm the mailing address on the agency page before you send it. The Secretary of State publishes no expedited service tier or expedited fee, so online filing is the fastest path.

What happens if you miss June 30

Missing June 30 does not dissolve your entity that day. Dissolution is not automatic on June 30. The process works in steps:

  1. The deadline passes without a report. The entity becomes delinquent and subject to administrative dissolution under KRS 14A.7-010.
  2. The Secretary of State sends notice. Under KRS 14A.7-020, the entity has 60 days to cure the problem by filing the missing report and paying the required fees.
  3. Dissolution can follow if the entity stays delinquent. If the problem is not cured within that window, the Secretary of State can dissolve the entity.

A separate path applies if an entity goes 60 days without a registered office or registered agent. A missed report and a lapsed registered agent can each start administrative dissolution under KRS 14A.7-010.

A dissolved entity is inactive and may only wind up its affairs. In practical terms, it should not continue ordinary business as if nothing happened. If your entity has been dissolved, talk with a business attorney before you sign contracts, close accounts or distribute assets.

Reinstatement: the $100 penalty plus $15 per missed report

Reinstatement requires a reinstatement application filed with the Secretary of State, along with two categories of fees:

  • A $100 reinstatement penalty, charged once.
  • A $15 fee for each delinquent annual report.

The reinstatement process is governed by KRS 14A.7-030. The table below shows how the totals add up. The penalty stays at $100 no matter how many reports are missing, but each missed report adds $15.

Missed annual reportsReinstatement penaltyReport feesTotal before any other charge
1$100$15$115
2$100$30$130
3$100$45$145

For example, an LLC that skipped its 2024 and 2025 reports and wants to reinstate in 2026 would owe $130 in penalty and report fees. If the 2026 report is also due while you are reinstating, ask the Secretary of State whether it must be filed at the same time. Confirm the current amounts on the Secretary of State fee page before you pay, because the agency schedule controls.

Good standing letters

A good standing letter confirms that an entity is active and current with the state. Banks, lenders, landlords and buyers often ask for one, and you will usually need one during reinstatement.

The Secretary of State requests good standing letters on your behalf during reinstatement. It asks the Department of Revenue and, for profit entities, Unemployment Insurance. You can also submit the letters yourself, which can speed up the process if you already have them in hand.

Any open tax or unemployment account can delay a letter, so review those accounts before you start. Confirm the request process and any fees directly with the Kentucky Department of Revenue and the Unemployment Insurance program. This guide does not list those charges, and you should not assume they are free.

Foreign entities that miss the report

A registered foreign entity that misses its annual report does not go through the same reinstatement path. Under KRS 14A.9-070, the Secretary of State revokes the entity's certificate of authority. To transact business in Kentucky again, the entity must apply for a new certificate of authority. Check the fee schedule for the application charge before filing.

Changes that are not the annual report

Many owners try to fix an address problem by waiting for the annual report. That does not work, because the report is not the vehicle for those changes. Use these filings instead:

  • Address change: a $10 statement of change.
  • Registered agent or registered office change: $10.

Kentucky requires every entity to keep a registered office and a registered agent at all times (KRS 14A.4-010). The registered office must be a Kentucky street address, and a post office box is not accepted. The agent must be either a Kentucky resident whose business address matches the registered office, or a qualified entity whose business address matches it. Unless the agent signed the formation document, the appointment is not effective until the agent delivers a written acceptance to the Secretary of State.

Common mistakes to avoid

  • Assuming dissolution happens automatically on June 30. The state must send notice and give 60 days to cure. Acting on the wrong assumption can cost you time you need.
  • Filing the report and skipping the address update. A $10 statement of change is a separate filing.
  • Letting the registered agent lapse. A missing agent or office can start dissolution even if your report is current.
  • Waiting until the last week. Online filings are effective when submitted, but a problem with your account or payment can take time to fix.
  • Treating the annual report as a tax filing. LLET and other tax duties run through the Department of Revenue on their own schedules.

A simple compliance routine

  • Calendar June 30 each year, with a reminder on June 1.
  • File between January 1 and June 30, ideally in the first quarter of the window.
  • Check your status in the business search after every filing.
  • Keep your registered agent and Kentucky street address current, and file a $10 statement of change whenever either moves.
  • Keep your tax accounts with the Department of Revenue separate from your Secretary of State calendar.

Official resources

Disclaimer

This guide is informational only. It is not legal or tax advice. Filing rules, fees and deadlines can change, so confirm current figures with the Kentucky Secretary of State and the Department of Revenue before you file or pay. If your entity faces dissolution, has several years of missed reports, or has tax or debt questions, talk with a qualified business attorney or CPA.

Keep exploring: related Kentucky guides