Kentucky Limited Liability Company Articles of Organization

Last Revised: April 30, 2024.

About this Form

An articles of organization form is the document that one must complete and submit to the commonwealth to establish the creation of an LLC within Kentucky. It sets forth the name of the proposed company and contact information for its registered agent, among other details. It may include other provisions, provided that they are not inconsistent with commonwealth law. The purchased version of this form is guaranteed compliant with Kentucky law. It comes complete with instructions and filing information for creating an LLC within the commonwealth.

Accepted Filing Methods

Kentucky accepts the filing of an articles of organization form via U.S. mail or electronically via the Kentucky Online Gateway system for e-filing documents.

Name Availability & Requirements

The requirements for naming an LLC within the commonwealth are set forth in Ky. Rev. Stat. Ann. § 14A.3-010(3). The name of the LLC must end with the phrase "limited liability company" or "limited company" or the abbreviation "LLC" or "LC," provided, however, if the company is a professional limited liability company the name shall end with the phrase "professional limited liability company" or "professional limited company" or the abbreviation "PLLC" or "PLC." In the name of either a limited liability company or a professional limited liability company, the word "limited" may be abbreviated as "Ltd." and the word "Company" may be abbreviated as "Co." The name must be distinguishable from those of all other entities on file with the commonwealth. It may not infringe on any active trademark or service mark registered with the commonwealth or the U.S. Patent and Trademark Office. One may search online Kentucky's trademark database and the USPTO's trademark database.

One may determine the availability of a proposed business name for use within Kentucky by querying the commonwealth's official Business Name Availability Search tool. As a general proposition, the commonwealth will consider a proposed business name available if the first two words of the name do not match the first two words of that of any other entity authorized to conduct business within the commonwealth.

Required Fees

Kentucky imposes a fee of $40 for the filing of an articles of organization form.

Statutory Authority & Requirements

The statutory authority for an LLC within the commonwealth is the Kentucky Limited Liability Company Act (Ky. Rev. Stat. Ann. § 275.001 et seq.).

The statutory requirements for document preparation, filing, and execution are set forth in Ky. Rev. Stat. Ann. § 14A.2-010 et seq. The statutory requirements for a valid articles of organization instrument are codified in Ky. Rev. Stat. Ann. § 275.025, and the text of that statute reads as follows:

§ 275.025  Contents of articles of organization.

(1) The articles of organization shall set forth:
(a) A name for the limited liability company that satisfies the requirements of KRS 14A.3-010;
(b) The registered office and initial registered agent that satisfy the requirements of KRS 14A.4-010;
(c) The mailing address of the initial principal office of the limited liability company; and
(d) A statement that the limited liability company is to be managed by a manager or managers or that the limited liability company is to be managed by its members.
(2) The term of a limited liability company shall be perpetual unless a period of duration other than perpetual is set forth in the articles of organization.
(3) The articles of organization of a professional limited liability company shall designate the professional services to be practiced through the professional limited liability company.
(4) The articles of organization may set forth any other matter that under this chapter is permitted to be set forth in an operating agreement not inconsistent with law.
(5) A member of a limited liability company shall not have a vested property right resulting from any provision of the articles of organization.
(6) If the limited liability company is a nonprofit limited liability company, then the articles of organization shall state that fact and its nonprofit purpose. This provision of the articles of organization shall not be removed from the articles of organization without written notice to the Attorney General of Kentucky given not less than ten (10) business days prior to the filing of the amendment.