Title XXIII, Private Corporations and Associations

The Secretary of State, on or before the last day of December of each year, may certify to the Attorney General the names of all corporations which have given cause for dissolution as provided in KRS 273.161 to 273.390, together with the facts pertinent thereto. Whenever the Secr…

(1) Every action for the involuntary dissolution of a corporation shall be commenced by the attorney general in the circuit court of the county in which the registered office of the corporation is situated. (2) Summons shall issue and be served as in other civil action. If proces…

(1) Courts of equity shall have full power to liquidate the assets and affairs of a corporation: (a) In an action by a member or director when it is made to appear: 1. That the directors are deadlocked in the management of the corporate affairs and that irreparable injury to the …

(1) In a proceeding to liquidate the assets and affairs of a corporation, the court shall have the power to issue injunctions, to appoint a receiver or receivers pendente lite with such powers and duties as the court from time to time may direct, and to take such other proceeding…

A receiver shall in all cases be a citizen of the United States or a corporation for profit authorized to act as receiver, which corporation may be a domestic corporation or a foreign corporation authorized to transact business in this state, and shall in all cases give such bond…

In proceedings to liquidate the assets and affairs of a corporation the court may require all creditors of the corporation to file with the clerk of the court or with the receiver, in such form as the court may prescribe, proofs under oath of their respective claims. If the court…

The liquidation of the assets and affairs of a corporation may be discontinued at any time during the liquidation proceedings when it is established that cause for liquidation no longer exists. In such event the court shall dismiss the proceedings and direct the receiver to redel…

(1) In a proceeding to liquidate the assets and affairs of a corporation, when the costs and expenses of such proceeding and all debts, obligations, and liabilities of the corporation shall have been paid and discharged and all of its remaining property and assets distributed in …

Upon the voluntary or involuntary dissolution of a corporation, the portion of the assets distributable to any person who is unknown or cannot be found, or who is under disability and there is no person legally competent to receive such distributive portion, shall be reduced to c…

The dissolution of a corporation either (1) by the filing of articles of dissolution with the Secretary of State, or (2) by a decree of court when the court has not liquidated the assets and affairs of the corporation as provided in KRS 273.161 to 273.390 shall not take away or i…

Each foreign nonprofit corporation transacting business in the Commonwealth of Kentucky shall comply with KRS 14A.9-010.

Each foreign corporation authorized to transact business in this state shall continuously maintain in this state a registered office and a registered agent that satisfy the requirements of KRS 14A.4-010.

Each corporation and each foreign corporation qualified to transact business in this Commonwealth is subject to KRS 14A.6-010.

In respect of the following documents, the fees to be collected by the Secretary of State for filing, when required by this chapter, shall be: (1) Articles of incorporation, eight dollars ($8); (2) Articles of amendment, eight dollars ($8); (3) Restated articles of incorporation,…

Whenever, with respect to any action to be taken by the members or directors of a corporation, the articles of incorporation or bylaws require the vote or concurrence of a greater proportion of the directors or members or any class of members than required by KRS 273.161 to 273.3…

Whenever any notice is required to be given to any member or director of a corporation under the provisions of KRS 273.161 to 273.390 or under the provisions of the articles of incorporation or bylaws of the corporation, a waiver thereof in writing signed by the person or persons…

(1) Unless the articles of incorporation or bylaws provide otherwise, action required or permitted by KRS 273.161 to 273.390 to be taken at a board of directors meeting may be taken without a meeting if the action is taken by all members of the board. The action shall be evidence…

(1) Any action required by KRS 273.161 to 273.390 to be taken at a meeting of the members of a corporation, or any action which may be taken at a meeting of the members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by …

All persons who assume to act as a corporation without authority so to do shall be jointly and severally liable for all debts and liabilities incurred or arising as a result thereof.

273.161 to 273.387. (1) A corporation organized under KRS Chapter 271B or its predecessors may convert to a corporation organized under and governed by KRS 273.161 to 273.387 as authorized by KRS 271B.10-010. (2) A corporation that has been converted under KRS 271B.10-010 shall b…

(1) KRS 273.161 to 273.390, so far as it can be made applicable, shall apply to any nonstock, nonprofit corporation in existence on June 30, 1968, which was formed under the general laws of this state relating to religious, educational, charitable, civic, athletic, recreational, …

KRS 273.161 to 273.390 shall be known and may be cited as the "Kentucky Nonprofit Corporation Acts."

regarding charitable trust -- Liability of trustee -- Powers of Attorney General. Notwithstanding any other provisions of this chapter: (1) "Internal Revenue Code" as used in this section means the Internal Revenue Code of 1954, in effect on January 1, 1970, including all appropr…

property tax bills -- Collection and distribution -- Collection fee for sheriff. (1) If a fire department created under the provisions of this chapter is authorized by law to collect membership charges or subscriber fees for combating fires or serving in other emergencies, the le…

There shall be established community action agencies throughout political subdivisions of the Commonwealth.

As used in KRS 273.405 to 273.453, unless the context otherwise requires: (1) "Commission" means the Legislative Research Commission. (2) "Community action agency" means a corporation organized for the purpose of alleviating poverty within a community or area by developing employ…

otherwise unavailable. (1) A community action agency shall be organized and shall operate subject to the provisions of KRS 273.405 to 273.453. To the extent KRS 273.405 to 273.453 are inconsistent with the provisions of this chapter, the provisions of KRS 273.405 to 273.453 shall…

In order to accomplish its purposes, a community action agency may: (1) Borrow money for any of the purposes of the agency; (2) Issue debentures, notes, or other evidences of indebtedness, whether secured or unsecured, and secure the same by mortgage, pledge, deed of trust, or ot…

(1) A community action agency may be designated by the following political subdivisions: (a) One (1) or more counties; (b) One (1) or more municipal corporations; or (c) One (1) or more counties and one (1) or more municipal corporations. (2) The chief elected official of the des…

(1) When a private nonprofit corporation is designated as a community action agency, the board of directors of the private nonprofit corporation, if constituted in compliance with subsection (3) of this section, shall be the governing board. (2) When a political subdivision is de…

(1) The governing board of a private, nonprofit community action agency shall have the same legal powers and responsibilities granted under its state charter as the board of directors of any private, nonprofit corporation incorporated in the Commonwealth of Kentucky including the…

(1) Each community action agency shall: (a) Plan systematically for an effective community action program, develop information as to the problems and causes of poverty in the community; determine how much and how effectively assistance is being provided to deal with those problem…

KRS 205.632. A community action agency may participate in the pilot project established in KRS 205.632. The state administering agency shall work with the Department for Medicaid Services to effectuate the pilot project if community action agencies are deemed participating provid…

(1) Any funds made available under the federal act shall be used by each grantee of the funds: (a) To provide a range of services and activities having a measurable and potentially major impact on causes of poverty in the community or those areas of the community where poverty is…

Services to be provided -- Matching fund requirements -- Other funds. (1) The state administering agency shall annually grant community services block grant funds under the federal act to community action agencies designated by political subdivisions as provided under KRS 273.435…

(1) The responsibilities and powers of the state administering agency shall be: (a) To establish standards in accordance with applicable state and federal laws and regulations by which administrative, fiscal and programmatic effectiveness of the federal act in the Commonwealth sh…

evidence -- Appeal. (1) The state administering agency may take adverse action in the form of reduction, suspension, withdrawal or otherwise retraction of a community action agency's funds under the federal act and other funds over which the state administering agency has such au…

-- Contents of application. (1) The state administering agency shall submit any block grant application under the federal act for the following fiscal year to the Legislative Research Commission no less than ninety (90) days prior to the date of submission, as required by federal…

Requirement for filing financial reports when contributions exceed $25,000 -- Filing requirements for other tax exempt organizations which solicited and received contributions exceeding $25,000 before June 25, 2013. (1) (a) Any entity organized for charitable purposes under Secti…

In KRS 273.600 to 273.645: (1) "Charitable purpose" means the relief of poverty, the advancement of education or religion, the promotion of health, the promotion of a governmental purpose, or any other purpose the achievement of which is beneficial to the community; (2) "Endowmen…

(1) Subject to the intent of a donor expressed in a gift instrument, an institution, in managing and investing an institutional fund, shall consider the charitable purposes of the institution and the purposes of the institutional fund. (2) In addition to complying with duty of lo…

construction. (1) Subject to the intent of a donor expressed in the gift instrument, an institution may appropriate for expenditure or accumulate so much of an endowment fund as the institution determines is prudent for the uses, benefits, purposes, and duration for which the end…

(1) Subject to any specific limitation set forth in a gift instrument or in law other than KRS 273.600 to 273.645, an institution may delegate to an external agent the management and investment of an institutional fund to the extent that an institution could prudently delegate un…

purpose. (1) If the donor consents in a record, an institution may release or modify, in whole or in part, a restriction contained in a gift instrument on the management, investment, or purpose of an institutional fund. A release or modification may not allow a fund to be used fo…

Compliance with KRS 273.600 to 273.645 is determined in light of the facts and circumstances existing at the time a decision is made or action is taken, and not by hindsight.

KRS 273.600 to 273.645 apply to an institutional fund existing on or established after July 15, 2010. As applied to institutional funds existing on July 15, 2010, KRS 273.600 to 273.645 govern only decisions made or actions taken on or after that date.

and National Commerce Act. KRS 273.600 to 273.645 modify, limit, and supersede the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. secs. 7001 et seq., but does not modify, limit, or supersede Section 101 of that act, 15 U.S.C. sec. 7001(a), or authorize elect…

Prudent Management of Institutional Funds Act. In applying and construing this uniform act, consideration shall be given to the need to promote uniformity of the law with respect to its subject matter among states that enact it.

KRS 273.600 to 273.645 may be cited as the Kentucky Uniform Prudent Management of Institutional Funds Act.

(1) If any board of directors or trustees fails to make the report required by KRS 273.150, each director or trustee shall be fined ten dollars ($10) for each day until the report is made. (2) Any director or trustee of any incorporated cemetery or burying ground organized for pr…