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Kentucky makes its annual report about as easy as the obligation gets — and then puts the deadline where no business habit lives. The statute (KRS 14A.6-010) opens a six-month window: the report "shall be delivered to the Secretary of State between January 1 and June 30" of each year, with the first one due in the year following the calendar year the LLC was organized. The fee is $15 per the Chapter 14A fee schedule (KRS 14A.2-060) — among the cheapest in the country — and there's no late fee at all. The catch is calendrical: June 30 belongs to no season the brain files deadlines under. It's ten weeks after Tax Day, so "my accountant handled it" is an assumption, not a fact; it's half a year from the year-end housekeeping window; and the six-month runway invites a "later" that quietly becomes never. Miss it, and Kentucky's machinery is patient but total: failure to file by the due date is a ground for administrative dissolution (KRS 14A.7-010), the Secretary of State mails a notice, and if the ground isn't corrected "within sixty (60) days from the date on which the notice was mailed," the SOS "shall administratively dissolve the entity" (KRS 14A.7-020) — after which the company may only wind up, not carry on business.
| Item | Kentucky LLC |
|---|---|
| What's due | Annual Report with the Secretary of State — name, registered office/agent, principal office; manager-managed LLCs also list each manager (KRS 14A.6-010) |
| When | January 1 – June 30, every year — a fixed statewide window, not an anniversary date |
| First one | Between January 1 and June 30 of the year following the calendar year of organization — an LLC formed any time in 2026 files first in Jan–Jun 2027 |
| Fee | $15 (ch. 14A fee schedule, KRS 14A.2-060); filed online via the SOS's FastTrack system or by mail |
| Late fee | None. The consequence is structural, not monetary |
| The fuse | Not filed by June 30 = statutory ground for administrative dissolution (KRS 14A.7-010) |
| The process | SOS mails notice; 60 days to correct the ground or show it doesn't exist, or the SOS "shall administratively dissolve the entity" by certificate (KRS 14A.7-020). Dissolved = wind-up only |
| Reinstatement | Apply any time (KRS 14A.7-030); effective reinstatement relates back as if the dissolution never happened |
| What it takes | The $100 reinstatement penalty + the $15 fee for each delinquent annual report + a Kentucky Department of Revenue certificate that all taxes owed have been paid + a name that still satisfies KRS 14A.3-010 |
| Your name | Not held for you. The application must state that the entity's name is still compliant/available — Kentucky's statute has no Iowa-style 5-year name protection |
| Where | Kentucky Secretary of State — Business Filings · sos.ky.gov |
The real price of a miss isn't $115 — it's the tax-clearance certificate. KRS 14A.7-030(1)(d) makes a Department of Revenue certificate "that all taxes owed by the entity have been paid" a hard prerequisite of reinstatement. An LLC that stopped filing its $15 report has often also drifted on its Kentucky tax accounts (the LLET return, withholding, sales tax) — and every one of those threads has to be resolved before the Secretary of State can act. What looks like a $15 oversight can turn into weeks of untangling with a second agency. And one bar is absolute: an entity that has already wound up and notified claimants "shall be prohibited from reinstatement" (14A.7-030(4)).
Kentucky is generous at every visible step — a six-month window, a $15 fee, no late penalty, reinstatement available indefinitely with full relation-back — and that generosity is precisely the trap's mechanism. Nothing hurts on July 1. The first consequence arrives as a dissolution notice under 14A.7-020, and it goes through the registered agent: if that address is stale (a separate dissolution ground of its own), the 60-day clock can burn down entirely unseen, and the first real signal is a bank, lender, or counterparty pulling a status report that reads "administratively dissolved." From there the repair is mechanical but layered: the reinstatement application, the $100 penalty, every skipped $15 report, and the Department of Revenue certificate — with your company name unprotected the whole time, because Kentucky's "any time" reinstatement carries no name reservation; wait long enough and someone else may be operating under it. If you're already looking at a dissolved status, the triage order is in what to do if you missed your annual report — Kentucky's version rewards moving fast on the tax certificate first, since it's the long pole.
| Where you are | What it costs |
|---|---|
| On time (Jan 1 – Jun 30) | $15 |
| July 1 → notice mailed | Nothing extra yet — file the report and the ground is cured |
| Notice + 60 days, uncured | Administratively dissolved by certificate (14A.7-020) — wind-up only |
| Reinstatement, any time | $100 penalty + $15 × each delinquent report + DOR tax-clearance certificate — relates back in full |
| Name taken meanwhile | Reinstate under a new compliant name — the old one isn't reserved |
| Already wound up | Reinstatement prohibited (14A.7-030(4)) |
Kentucky's January-through-June window is the longest fixed filing window in the country — twice Georgia's January 1 – April 1 — and its $15 fee undercuts nearly everyone (only Idaho's free report and New York's $9 biennial statement run cheaper among filing states; Hawaii matches the $15). Its no-late-fee silence puts it in the cheap-and-quiet family with Michigan and Wisconsin — states where the first consequence you feel is structural — and its notice-plus-60-days staircase mirrors Iowa's almost clause for clause. What sets Kentucky apart is the reinstatement toll booth: like Indiana and Tennessee, it routes a dissolved entity through the Department of Revenue before the Secretary of State will bring it back — a two-agency repair for a one-form miss. On the other side of the ledger, its relation-back rule is as generous as they come, with no time limit — where Utah gives you two years and then the entity is unrecoverable, Kentucky will take you back decades later, provided the taxes are clean and the name is free. The 50-state table shows every state's cadence — including which of your other states put their deadline in a season your calendar actually watches.
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