STARTING AND OPERATING A BUSINESS IN KENTUCKY



Copyright © 2009, Michael D. Jenkins
All Rights Reserved


CHAPTER 18

BACK TO STATE CHAPTERS INDEX

NOTE: This is only one of 18 chapters of the electronic book, "Starting and Operating a Business in Kentucky." For information on ordering the entire book and the front-end "Small Business Advisor" software, click here.



CONTENTS OF THIS CHAPTER:


I. INTRODUCTION

II. LEGAL ENTITIES

(a) In General
(b) Sole Proprietorships
(c) Partnerships
(d) Corporations
(e) S Corporations
(f) Limited Liability Companies (LLC's)
III. BUSINESS ACQUISITIONS
(a) In General
(b) Bulk Sale Laws
(c) Tax Releases
(d) Unemployment Tax Rating of Seller
IV. KENTUCKY TAXES AND OTHER GENERAL REQUIREMENTS
(a) In General
(b) State and Local Licensing
(c) Income and Franchise Taxes
(d) Sales and Use Tax
(e) Real and Personal Property Taxes
(f) Other Business Taxes
(g) Trade Names
V. EMPLOYER REQUIREMENTS IF YOU HAVE EMPLOYEES
(a) Employer Registration and Withholding
(b) Unemployment and Other State Payroll Taxes
(c) Workers' Compensation Insurance Coverage
(d) State Wage and Hour Laws
(e) State Occupational Safety and Health Laws
(f) Other Miscellaneous State Labor Laws
VI. STATE SOURCES OF HELP AND INFORMATION
(a) Key State Agencies Contact Information
(b) Small Business Development Centers
(c) Internet Sites
(d) Financing Sources


I. INTRODUCTION

Kentucky has a fairly typical tax and legal structure under which businesses must operate. Like most states, Kentucky imposes an income tax, franchise taxes on corporations, a sales and use tax, various excise taxes, but some property taxes are imposed at the state level, in addition to those imposed at the local level. Some localities also impose taxes on business income.

The state has also adopted a limited liability company (LLC) law, and a limited liability partnership (LLP) law, so that businesses operating in Kentucky in LLC or LLP form may obtain the advantages of limited liability, without incorporating or becoming subject to corporate taxation, generally, although Kentucky tax legislation passed in 2005 subjected limited liability entities, such as LLC's, LLP's, limited partnerships, and S corporations, to the corporate income tax. However, that legislation also:

  • lowered the maximum corporation income tax rate from 8.25% to 7% in 2005, and to 6% in 2007;
  • repealed the annual corporate license or franchise tax after December 31, 2005; and
  • repealed the state and local intangible property taxes on stocks and bonds and on most other intangibles.

In addition, further legislation in 2006 repealed the corporation income tax on limited liability pass-through entities (LLC's, LLP's, limited partnerships and S corporations), effective in 2007, although such entities are now subject (also starting in 2007) to a Limited Liability Entity tax of at least $175, or a greater tax, based on either gross receipts or gross profits, for such entities that have more than $3 million of annual gross receipts and gross profits. In addition, all pass-through entities are now required to withhold state income tax on behalf of the nonresident individual owners of such entities.

At present, the state's economy is in a steep decline, in terms of the level of unemployment and other economic measures, and has been rapidly worsening since early 2008. For example, in March, 2008, the unemployment rate in Kentucky was 5.9%, somewhat higher than the national rate, but by March, 2009, had soared to 9.8%, significantly above the national rate of 8.5%.

To view the latest federal Bureau of Labor Statistics unemployment rate data for Kentucky or any other state, visit the BLS website.


II. LEGAL ENTITIES -- FILING FEES AND REPORTING REQUIREMENTS.

(a) In General. A business that operates in Kentucky can operate as a sole proprietorship, a general or limited partnership, a corporation, or a limited liability company. Like the federal tax law, the state income tax law recognizes S corporations, for income tax purposes, and allows the income or losses of an S corporation to "flow through" and be taxed or deducted at the shareholder level, rather than taxing the corporation itself as an entity, before 2005. However, under legislation that applied in 2005 and 2006, all limited liability entities were made subject to the corporate income tax, although the tax rate was reduced.

Under subsequent (2006) tax legislation, however, the corporate income tax on all such limited liability entities other than C corporations was quickly repealed, effective in 2007, and instead all limited liability entities, including S corporations, LLC's, LLP's, and limited partnerships, are now subject to a "Limited Liability Entity" (LLE) tax on gross receipts or gross profits, whichever results in the smaller tax, or a minimum LLE tax of $175, if greater. The LLE tax also applies to C corporations, but is like an alternative minimum tax that, in effect, only applies if greater than the corporate income tax. Sole proprietorships and general partnerships remain exempt from either the corporate income tax or the LLE tax.

Kentucky law also provides for limited liability partnerships, in which no partner is liable for debts of the partnership, in general, as in the case of a corporation or LLC, but with fewer legal formalities than are required for either a corporation or an LLC.

Each of the above entities is discussed below, along with the basic requirements for forming such an entity and any general ongoing (non-tax) reporting requirements that are applicable to it. The tax treatment of each major form of legal entity is discussed in Section IV below.

(b) Sole Proprietorships. In general, sole proprietorships in Kentucky can be established with no formalities. However, as discussed in Section IV(b), it will typically be necessary to obtain one or more local business licenses from cities or counties in which you operate and, in some cases, state licenses, as well, and if you will make sales subject to sales tax or will have to withhold state income tax from employees' wages, you will need to register your business with the Kentucky Department of Revenue.

No separate tax form filing is required, generally, for a sole proprietorship, under the Kentucky income tax law. Instead, as with the Schedule C on your federal Form 1040, you simply report the net income or loss from your sole proprietorship on your state personal income tax return. See Section IV(c) for more information on the Kentucky income tax and filing requirements for individuals.

Operating as a sole proprietor in Kentucky is generally much simpler than as any other kind of business legal entity. As a sole proprietor, if you have no employees, you are not required to pay any unemployment taxes, withhold any federal or state income tax from wages, or obtain workers' compensation coverage for yourself. However, if your sole proprietorship operates under an assumed or fictitious business name (trade name), you will be required to register the name with the county or counties where you do business, as discussed in Section IV(g).

(c) Partnerships. Kentucky's partnership laws allow creation of either a general partnership, in which all partners are liable for the debts of the business, or a limited partnership, in which only the general partners are liable for debts, while the liability of limited partners is limited to the amount they have invested, usually. State law also allows for the creation of a limited liability partnership (LLP), in which no partner has personal liability.

As is discussed in Section IV(b), it will generally be necessary to obtain one or more local business licenses from cities or counties in which you operate and, in some cases, state licenses, for any type of partnership, including general or limited partnerships, or limited liability partnerships. In addition, any partnership or other business that has employees will generally have to register for, and pay, state unemployment tax on wages paid, as discussed in Section V(b). Kentucky is one of the few states that also requires partners in a partnership to be covered by workers' compensation insurance, unless they are "qualified partners" who share in the profits of the business and have decision-making powers.

General partnerships, as entities, are not subject to state income tax in Kentucky. However, under legislation in 2005, limited partnerships and LLP's were both made subject to the corporate income tax, at the partnership level, as were LLC's, including LLC's that are taxed as partnerships or treated as "disregarded entities" (sole proprietorships) for federal income tax purposes. However, that tax only applied in 2005 and 2006 and has been repealed and replaced by a Limited Liability Entity tax, which is a tax that only applies to limited liability entities with over $3 million each of annual gross receipts and gross profits, except for a minimum tax of $175 which applies to all such entities.

LLP's and limited partnerships (and LLC's) were required to file corporate returns and pay corporate income tax and make estimated income tax payments, for 2005 and 2006, but now must file partnership returns again, beginning with the 2007 tax year. For details on Kentucky partnership tax return filing requirements, see Section IV(c).

A partnership agreement, for any type of partnership, should spell out in considerable detail such matters as the following:

  • How much and what kind of property will each partner contribute to the partnership?
  • What value will be placed on the contributed property?
  • How will profits and losses be divided among the partners?
  • How will gain or loss be allocated for tax purposes on property contributed to the partnership by one or more of the partners, where such property has a tax basis significantly greater or less than its agreed value?
  • Will the partnership make an Internal Revenue Code Section 754 election to make special basis adjustments to assets when a partner buys a partnership interest or dies, or when the partnership distributes assets to a partner? (Such an election can be very beneficial for the partner in question or for his or her estate, but once made, the election cannot be revoked without IRS approval. Where a number of events requiring the special basis adjustments occur over a period of years, the tax accounting for the partnership can eventually become grotesquely complicated and extremely difficult to do correctly, unless the partnership is able to retain some exceptionally bright accounting talent to make the necessary tax accounting adjustments.)
  • When and how will profits be withdrawn from the partnership?
  • How will certain partners be compensated for their services to the partnership (if at all)?
  • How will partners be compensated for making capital available to the partnership?
  • How will changes in ownership of interests in the partnership be handled?
  • When will the partnership terminate its existence?
  • How will the assets and liabilities of the partnership be handled when the partnership is terminated?

GENERAL PARTNERSHIPS

As a rule, general partnerships in Kentucky can be formed with no formalities, although it is highly advisable to have a written partnership agreement. However, as discussed in Section IV(b), it will generally be necessary to obtain one or more local business licenses from cities or counties in which you operate and, in some cases, state licenses, as well.

General partnerships, as entities, are the only pass-through entities that were not subject to state (corporate) income tax in Kentucky in 2006. (All types of partnerships are exempt from the corporate income tax, beginning in 2007.) Instead, the income or losses of the partnership, as allocated among the partners, must be reported on the personal income tax returns of the individual partners (or on the appropriate tax returns of any corporate, LLC's or other types of partners that are not individuals). General partnerships are required to file an annual tax information return with the state, reporting each partner's share of taxable income and credits. For details on Kentucky partnership tax return filing requirements, see Section IV(c).

PLANNING POINT:
While the corporate income tax on LLP's and limited partnerships has been repealed, general partnerships still have one tax advantage over LLP's and limited partnerships: General partnerships are not subject to the Limited Liability Entity tax of $175 or more each year that applies to LLP's and limited partnerships.

LIMITED PARTNERSHIPS

A limited partnership, in which there is at least one general partner (who is liable for partnership debts) and at least one limited partner (who is not liable for partnership debts), may also be formed under Kentucky law. Unlike a general partnership, a limited partnership must generally have a written partnership agreement, and must file a certificate of limited partnership with the secretary of state, together with a filing fee of $40.

Foreign limited partnerships (those formed in another state or country) must also register before being allowed to do business in Kentucky, and must pay a registration fee of $90.

Both domestic and foreign limited partnerships are required to file annual reports with the secretary of state and pay a filing fee of $15. The annual reports are due between January 1 and June 30 each year.

For more information on limited partnership filing requirements, see the contact information for the offices of the Kentucky Secretary of State, listed in Section VI(a).

Limited partnerships are no longer required to file corporate returns or pay corporate income tax, starting with the 2007 taxable year. However, they are now subject to the new Limited Liability Entity (LLE) tax of at least $175, or possibly more if gross receipts exceed $3 million a year. See Section IV(c) for more details on the taxation of partnerships in Kentucky.

LIMITED LIABILITY PARTNERSHIPS

Limited liability partnerships (LLP's) are a relatively new form of partnership permitted under the laws of Kentucky. Like an LLC, an LLP provides limited liability for its owners, while retaining the tax advantages of a partnership for federal and Kentucky income tax purposes, although they are now subject to the Kentucky Limited Liability Entity tax of at least $175 each year. However, unlike an LLC, an LLP typically operates like a regular partnership, and is not required to file articles of organization. A general partnership can achieve limited liability by simply registering the partnership with the state as an LLP. However, an LLP does not offer quite the same degree of liability protection as a corporation or LLC, since, under Kentucky's Revised Uniform Partnership Law, a partner in an LLP is not relieved of liability from his own negligence, wrongful acts, or misconduct.

To form an LLP in Kentucky, you must register your Kentucky or foreign partnership with the secretary of state and pay a filing fee of $40 for a domestic LLP or $90 for a foreign LLP. Both domestic and foreign LLP's are required to file annual reports with the secretary of state and pay a filing fee of $15. The annual reports are due between January 1 and June 30 of each year.

For more information on LLP registration and reporting requirements, see the contact information for the offices of the secretary of state, listed in Section VI(a).

Note that one potential drawback of LLP's, if you will do business in other states besides Kentucky, is that some states, like California and New York, only recognize certain types of professional partnerships as LLP's. If yours is not a professional partnership, such other states may simply treat your LLP like an ordinary general partnership, with no limitation of liability.

A further drawback, compared to a regular general partnership, is that LLP's and other limited liability entities were subject to Kentucky corporate income tax in 2005 and 2006. Though that tax on pass-through limited liability entities is repealed after 2006, an LLP is now subject to the Kentucky Limited Liability Entity tax of at least $175 a year, as are all other limited liability business entities. See Section IV(c) for more details of Kentucky taxation of LLP's and tax return filing requirements.

(d) Corporations. To form a corporation in Kentucky, you must file articles of incorporation with the secretary of state and pay a fee of $40. At the same time, an organization tax (franchise tax), which is based on the number of authorized shares of stock of the corporation, must also be paid.

The tax is computed as follows:

  • 1 cent ($0.01) per share on the first 20,000 shares;
  • one-half cent ($0.005) per share on the next 180,000 shares; and
  • one-fifth (1/5) of a cent ($0.002) per share on any shares in excess of 200,000.

There is a minimum tax of $10. Any subsequent increase in authorized shares must be reported to the secretary of state and an additional tax paid. A $10 fee must also be paid to the county clerk for recording articles of incorporation or most other corporate documents.

A foreign corporation (one formed under the laws of another state or a foreign country), must obtain a certificate of authority before it may legally conduct business in Kentucky, by filing an application for a certificate of authority and paying a filing fee of $90, plus the $10 recording fee.

All corporations doing business in Kentucky are also subject to the corporate income tax and to the Limited Liability Entity (LLE) tax, although the LLE tax (except for the $175 minimum tax) is allowed as a tax credit against the corporate income tax, for a C corporation, or as a tax credit to shareholders of an S corporation.

The annual franchise (or license) tax on capital stock that formerly applied has been repealed, for periods after December 31, 2005. Corporate taxes are described in more detail in Section IV(c).

For more information on filing articles of incorporation or applying for a certificate of authority to do business in Kentucky, see the contact information for the offices of the secretary of state, listed in Section VI(a).

Once your corporation is formed, or once your foreign corporation is admitted to doing business in Kentucky, it will be required to file annual reports with the secretary of state and pay a filing fee of $15 with the report, which is due between January 1 and June 30 of each year. Failure to file this report on a timely basis could result in suspension or revocation of your corporation's charter.

(e) S Corporations. An S corporation is simply a regular corporation that has elected, for federal or state income tax purposes, or for both, to be taxed somewhat like a partnership, with its income, losses and tax credits flowing through to its owners, who report such income, losses, or credits on their individual tax returns.

While most states recognize S corporations for income tax purposes, and treat them in a manner similar to the federal tax treatment, Kentucky did not do so, under tax legislation passed in 2005 that applied to the years 2005 and 2006, but which has now been repealed, beginning in 2007. However, Kentucky now taxes S corporations and other limited liability entities under a new Limited Liability Entity (LLE) tax, which is $175 a year for S corporations with $3 million or less in gross receipts, and can be greater for those with more than $3 million in gross receipts. The income or losses and tax credits of an S corporation still pass through to individual shareholders, who are now allowed to take a tax credit for their share of the LLE tax paid by the S corporation, to the extent such tax exceeds the $175 minimum tax and to the extent they have an income tax liability attributable to their share of income from the S corporation.

See Section IV(c) for more details on S corporation taxation by Kentucky.

(f) Limited Liability Companies. Kentucky, like all the other states, has adopted a limited liability company (LLC) law. Thus, in addition to the traditional choices of a sole proprietorship, partnership, or corporation, a business that operates in Kentucky may also choose to operate in the form of an LLC. In most states, including Kentucky, LLC's are very attractive entities for many small businesses, in that they offer the same protection as a corporation from creditors for debts of the business, while offering much of the flexibility plus the flow-through tax treatment of a partnership for federal and Kentucky income tax purposes.

However, Kentucky is one of the few states that requires the members of an LLC to be covered by workers' compensation insurance, unless they are "qualified members" who share in the profits of the business and have decision-making powers.

LLC's were temporarily subject to Kentucky's corporate income tax in 2005 and 2006, but are no longer subject to the corporate income tax in 2007. LLC's are now instead subject to a Limited Liability Entity (LLE) tax, which is $175 a year or, if the LLC has more than $3 million in annual gross receipts, may be much larger, based on its gross receipts or gross profits. Otherwise, LLC's are generally treated like partnerships for state income tax purposes, starting in 2007. See Section IV(c) for a discussion of the income tax treatment of LLC's under Kentucky tax laws in 2007 and subsequent taxable years.

To form an LLC under the laws of Kentucky, one or more persons must file articles of organization with the secretary of state, which must be accompanied by a filing fee of $40. Kentucky state law now permits formation of a one-owner LLC.

Foreign LLC's, those formed under the laws of another state, must obtain permission to do business in Kentucky, by registering with the secretary of state and paying a filing fee of $90.

In addition to initial filing fees, LLC's doing business in Kentucky must subsequently file annual reports with the secretary of state each year between January 1 and June 30 and pay a filing fee of $15 with each such annual report.

For more information on filing articles of organization for an LLC, see the contact information for the offices of the secretary of state, listed in Section VI(a).


III. BUSINESS ACQUISITIONS

(a) In General. When acquiring an existing business, there are a number of state legal and tax issues you or, preferably, your business attorney, should attend to before closing the purchase. These include matters such as doing a title search for any real property that is being acquired, checking for any recorded security interests on personal property items, and thoroughly researching county, state, and federal records for any judgment liens, tax liens, or other liens, before property is acquired. You will also benefit from consulting a tax advisor before the agreement of sale is negotiated, in order to seek a structuring of the agreement so that the purchase price is allocated among the assets in a way that favors you. You may be able to obtain considerable tax savings if the purchase price is allocated in a way that gives you the best possible tax results under federal and state income tax laws, and other state tax laws, such as sales/use tax or property tax laws.

Depending upon the state (or states) in which the seller's assets are located, you may also have to comply with state bulk sale or bulk transfer laws. You should also obtain tax releases from various state taxing agencies, as is discussed below.

(b) Bulk Sale Laws. Typical bulk sale laws require either publication of legal notices to all creditors in advance of the sale and recording of such notices in some cases, or maintenance of detailed lists of the property to be transferred, for inspection by the public.

Kentucky is one of the business-friendly states that has repealed its bulk sale laws, so you no longer have to be concerned with this requirement when buying a business in Kentucky.

(c) Tax Releases. When you acquire an existing business, you will want to make sure that you do not unwittingly become liable for any unpaid taxes owed by the seller. Typically, to protect yourself, you will need to receive a tax release or releases from various state taxing agencies, for such taxes as sales and use tax, income tax withholding, and state unemployment taxes, in each state in which the seller does business. If you fail to obtain such a release or written statement from the tax agency that the seller is not delinquent on any tax payments, you can be held responsible for such tax if it is not withheld from the purchase price proceeds and paid to the state at the time the sale of the business occurs.

In Kentucky, you should generally require the seller to obtain tax releases for sales and use tax and for Kentucky unemployment tax. You will be liable for sales or use tax of the seller if you do not withhold an adequate amount from the purchase price. The seller should produce a certificate from the Department of Revenue specifying the amount of sales tax to be withheld or that there is no tax due. Or, you can cover yourself from sales tax liability by making a request to the Kentucky Department of Revenue for a certificate of good standing with respect to the seller.

For unemployment taxes, contact the Office of Employment and Training of the Kentucky Department for Workforce Investment regarding any unpaid unemployment taxes of the selling business.

(d) Unemployment Tax Rating of Seller. In addition to obtaining tax releases, you may find it advantageous to succeed to the seller's unemployment tax experience rating, if the seller has a tax rate lower than you would otherwise obtain as a new business. To obtain the seller's favorable experience rating as a successor employer, you will need to apply on a timely basis to the Office of Employment and Training, requesting that you be treated as a successor employer. Both parties to the sale of a business must jointly complete and file Form UI-21, Report of Change in Ownership or Discontinuance of Business in Whole or Part.

For successorship to apply, at least two of the following five conditions must exist:

  • A. The business was a going concern at the time that negotiations to transfer began.
  • B. The new owner continued to operate (or resumed) basically the same type of business in the same location as the previous owner.
  • C. At least half of the employees of the previous business continued to work for the new owner.
  • D. At least half of the new owner’s employees worked for the previous owner.
  • E. The new owner acquired work contracts or commitments from the previous owner.

NOTE: If only the conditions in C and D are met, successorship will not apply.

PLANNING POINT:
Besides possibly obtaining a lower unemployment tax rate and experience rating, another clear advantage of being treated as a successor employer is that you may take into account wages already paid to the acquired employees by the former employer during the year of the acquisition. Thus, you will not have to pay tax on the amount of wages paid to an employee in that year by the former employer, who will have already paid unemployment tax on such wages, for which you may take credit, in determining the amount of tax owed on total wages paid to that employee for the year.


EXAMPLE:
Employee X has already earned wages equal to or exceeding the current year taxable wage base amount, while employed by the former employer, on which the former employer has paid the unemployment tax. Thus, as a successor employer, your business would not incur any unemployment tax on wages you pay to Employee X for the remainder of the year of the business acquisition.


IV. KENTUCKY TAXES AND OTHER GENERAL REQUIREMENTS.

(a) In General. Kentucky taxes on businesses are neither particularly high nor particularly low. Taxes are relatively high on incorporated businesses, with an initial organization tax on shares of domestic corporations and a corporate income tax at relatively high rates, until recently. Before 2006, corporations were also subject to an annual license tax on capital.

Unincorporated businesses, except for limited liability entities, on the other hand, are subject to none of the above taxes, with the owners instead paying personal income tax on their profits at fairly low personal income tax rates. Unlike many states, Kentucky property tax laws do not provide any exemption for business inventories, but the state and local property taxes on intangible assets have been repealed, beginning in 2006.

Kentucky's business tax laws have undergone major and often highly complex and confusing changes in recent years, although the overall trend has been to reduce tax burdens on Kentucky businesses. Under 2005 tax legislation, limited liability entities, including S corporations, limited partnerships, LLC's, and LLP's, were made subject to the corporate income tax that applies to C corporations. However, the annual corporation license tax on capital was repealed after December 31, 2005, and the top corporation income tax rate was reduced from 8.25% to 7% in 2005, and to 6% in 2007 and thereafter.

Further legislation in 2006 repealed the corporate income tax on such limited liability pass-through entities, effective in 2007, so that the corporate income tax only applied to such entities for two years, 2005 and 2006. However, beginning in 2007, all limited liability entities, including corporations (C and S corporations), LLC's, LLP's, and limited partnerships, are subject to a new Limited Liability Entity (LLE) tax.

The LLE tax is a minimum of $175 a year or, if gross receipts and gross profits both exceed $3 million, a gross receipts tax or gross profits tax, whichever is less, may apply if each produces a tax of more than $175. The LLE tax does not apply to individuals who do business as sole proprietorships or to general partnerships (that have not become LLP's). For C corporations, the LLE tax (other than a $175 minimum LLE tax) is allowed as a credit against the corporate income tax, so that it is, in effect, an alternative minimum tax, imposed at more than $175 only if it is greater than the corporate income tax. For more on the LLE tax, see Section IV(c).

Entities subject to the LLE tax must make estimated tax payments on Form 720-ES. The first quarterly estimate for calendar year 2007 taxpayers was due on June 15, 2007 and the estimates may NOT be paid electronically.

In addition to state income and franchise taxes, counties in Kentucky with more than 300,000 population (such as Jefferson County) are permitted to impose local license taxes or taxes on wages or net business profits, and the fiscal courts and boards of education in such counties may also impose similar taxes. In 2003, legislation was enacted, effective January 1, 2006, that harmonizes any such local occupational license and net income taxes in Kentucky. Under such legislation, taxing districts are required to use a two-factor apportionment method (payroll and sales) to apportion a taxpayer's profits or gross receipts between districts, and districts are allowed to require quarterly estimated tax payments of any business entity other than a sole proprietorship, if the tax liability exceeds $5,000. The legislation also requires taxing districts to use federal income tax law definitions of profits and gross receipts, where applicable, and to use uniform definitions of terms such as "business entity," "employee," "net profit," "compensation," and the like.

For state tax forms and tax information, see the contact information for the Kentucky Department of Revenue in Section VI(a).

(b) State and Local Licensing. Nearly any business, operated anywhere in the United States, will have to have at least one government license of some kind. In most cases, this will be a local license, issued by your city or county. Before you open your business, contact your local city or county hall and find out if your particular business needs one or more local licenses. Most kinds of local business licenses are granted upon payment of a fee, with no further requirements, except possibly for annual or other periodic renewal fees.

However, if you are engaging in any kind of food business, you will usually need to also obtain a health department permit and show that you are in compliance with health department food-handling requirements. In addition, be sure to check with an attorney or local government zoning or planning department officials to determine if your business will be in compliance with all local zoning and planning restrictions. If you own or rent any type of facility, you will generally need fire department permits, showing that you meet fire safety codes and any construction or improvements to an existing structure will usually require a building permit. If you intend to simply operate your business from your home, you may be in violation of local zoning requirements, but this is less likely to be a concern if you don't have clients, customers, suppliers, or employees coming to your house on business, on a regular basis.

STATE LICENSES

The state government of Kentucky requires special licenses for many kinds of professionals, such as physicians, dentists, lawyers, and accountants. To further protect consumers, Kentucky has expanded the list of occupations that must be licensed by the state to include many other occupations. Most state licenses not only require payment of fees, but are only issued for a given profession or occupation upon showing that you have completed certain educational or experience requirements, or passed certain tests, or some combination of the foregoing.

Kentucky has no single "state business license" that covers every business activity. Instead, it has over 600 business license requirements for different kinds of businesses, and some kinds of businesses require no state license of any kind. For information on state licensing and business registration requirements in Kentucky, contact the Business Information Clearinghouse of the Kentucky Cabinet for Economic Development, at the phone number or address listed in Section VI(a). They are a "one-stop" agency that can help you to find out what state license or licenses may be required for your particular business.

Many businesses will need to register with the Kentucky Department of Revenue on Form 10A 100, Kentucky Tax Registration Application, including:

  • those paying wages to employees, on which state income tax must be withheld;
  • businesses that are required to register as vendors for sales and use tax; and
  • corporations that are subject to the corporate income tax.

If you have employees and need to register for state unemployment tax, you must do so separately by registering for an unemployment insurance reserve account with the Kentucky Office of Employment and Training, part of the Department of Workforce Investment, as discussed in Section V(b).

(c) Income and Franchise Taxes. Kentucky has both an individual income tax and a corporate income tax, as well as a Limited Liability Entity (LLE) tax on corporations and other limited liability entities. Recent legislation, effective in 2005, extended corporate income tax treatment to all limited liability pass-through entities, however, including limited partnerships, LLP's, LLC's, and S corporations, but also abolished the annual corporate license (franchise) tax after December 31, 2005.

However, a special session of the Kentucky legislature passed new legislation, signed into law by Governor Fletcher on June 28, 2006, that eliminated the corporate income tax, generally, on pass-through entities. Beginning with the 2007 tax year, Kentucky once again treats such entities in the same manner as they are treated for federal income tax purposes, eliminating the corporate income tax that was imposed on all limited liability pass-through entities in 2005 and 2006.

LIMITED LIABILITY ENTITY TAX

While the corporate income tax on S corporations, LLC's, LLP's, and limited partnerships was repealed for 2007, a new Limited Liability Entity (LLE) tax on those entities has replaced it, also beginning in 2007. For a small business subject to the tax, the LLE is simply a flat tax of $175 a year if either its worldwide gross receipts or its worldwide gross profits are less than $3 million. Sole proprietorships and general partnerships are not "limited liability entities" and thus are completely exempt from the LLE tax.

Larger limited liability entities, including C corporations as well as S corporations and unincorporated limited liability entities, may have to pay more than the $175 annual minimum LLE tax if their gross receipts and gross profits both exceed $3 million, under a complex tax calculation formula, based on gross receipts or gross profits, whichever produces the smaller tentative tax. An entity subject to the LLE tax and which has more than $3 million in worldwide gross receipts or worldwide gross profits computes the tax in 2007 or later as follows, in a 4-step calculation:

  • A. Gross receipts tax calculation.
    • 1. If gross receipts (from all sources, not just from Kentucky) do not exceed $3 million, the tax computed based on gross receipts is zero. Thus, only the $175 minimum LLE tax applies.
    • 2. If gross receipts from all sources are over $3 million but less than $6 million, compute the tax (tentatively) as 9.5 cents per $100 of Kentucky gross receipts and subtract from the result the product of $2,850 multiplied by a fraction, in which the denominator is $3,000,000 and the numerator is $6,000,000 less the amount of Kentucky gross receipts for the year. The result cannot be less than zero.
    • 3. If gross receipts from all sources are $6 million or more, compute the tax as simply 9.5 cents per $100 of Kentucky gross receipts.
  • B. Gross profits tax calculation. The alternate tax calculation is based on "gross profits" -- which means gross receipts, less returns and allowances, and less cost of goods sold, if any.
    • 1. If gross profits (from all sources, not just from Kentucky) do not exceed $3 million, the tax computed based on gross profits is zero. Thus, only the $175 minimum LLE tax applies.
    • 2. If gross profits from all sources exceed $3 million but are less than $6 million, the gross profits tax is first calculated as 75 cents per $100 of Kentucky gross profits, from which is subtracted the product of $22,500 multiplied by a fraction, the denominator of which is $3,000,000 and the numerator of which is $6,000,000 less the amount of the Kentucky gross profits for the year. The result cannot be less than zero.
    • 3. If gross profits from all sources are $6 million or more, the gross profits tax is simply computed as 75 cents per $100 of Kentucky gross profits.
  • C. Lesser tax applies. The LLE tax is the LESSER of the amount of tax computed under A. (gross receipts tax) or B. (gross profits tax) above.
  • D. Minimum tax. If the amount of tax determined in step C. is less than $175, then the $175 minimum tax applies.

"Gross receipts from all sources" and "gross profits from all sources," for purposes of the LLE tax calculations, refer to worldwide gross receipts or gross profits. "Kentucky gross receipts" and "Kentucky gross profits" refer to only those gross receipts or gross profits earned in or allocable to Kentucky sources.

For a C corporation, the LLE tax replaces the former "alternative minimum tax" on corporations. Thus, the LLE tax (except for $175) is allowed as a credit against the regular corporation income tax so that, in effect, a corporation either pays the regular corporation tax plus the $175 LLE minimum tax, or, if the LLE tax (minus $175) is higher than the income tax, it pays only the LLE tax.

For a pass-through entity that pays more than the $175 LLE minimum tax, the additional tax is "passed through" as a tax credit to its owners (S corporation shareholders, LLC members, or partners in an LLP or limited partnership). However, the owner who is allocated such a tax credit can only use the credit to offset Kentucky income tax that is attributable to income from the pass-through entity -- he or she can't use the credit to offset tax state income tax incurred on other sources of income.

Pass-through entities that can reasonably expect to owe more than $5,000 of LLE tax in 2007 or later years are generally required to make estimated tax payments in advance, payable on the same basis and at the same time as corporate estimated income taxes (see the discussion of Kentucky corporate income taxation below.)

TAXATION OF SOLE PROPRIETORS AND PARTNERSHIPS

The Kentucky individual income tax is imposed at a tax rate of 5.8% on taxable income over $8,000, and 6% on taxable income over $75,000, since 2005. Thus, the state individual income tax is very nearly a flat tax, although lower rates, starting at 2%, apply to the first $8,000 of taxable income. Individual taxpayers pay state income tax on their business earnings from a sole proprietorship, or on their share of the earnings of a partnership or other pass-through entity, such as an LLC or S corporation.

Partnerships are not subject to state income taxation in Kentucky after 2006, but must file an information return with the Department of Revenue each year, showing each partner's share of taxable income, losses, and credits. However, under major tax legislation enacted in 2005, all limited liability entities, including S corporations, LLC's, LLP's, and limited partnerships (but not general partnerships), were temporarily subject to the Kentucky corporation income tax in 2005 and 2006, before the corporate income tax was repealed for all entities other than C corporations.

The tax treatment of limited liability pass-through entities has become extremely complex and confusing in recent years as a result of major Kentucky tax law changes that went into effect in 2005 and which were largely repealed and revised by the legislature in a special session in June, 2006.

Limited partnerships, LLP's, LLC's and S corporations were (temporarily) taxed in 2005 and 2006 much like corporations, generally, so that owners (other than individuals) of interests in such entities no longer had to report a share of the taxable income (or loss, or tax credits) of such entities, generally.

In addition, all items of income, loss, or tax credits that formerly passed through still did so under the law that applied in 2005 and 2006, with respect to owners who were individuals, but the individual owner could claim a tax credit for his or her share of the corporate tax that was paid by the pass-through entity. This tax credit would, in most cases, offset any tax paid by the individual on his or her income passed through from the business entity, but was nonrefundable and could exceed the amount of the additional tax the individual owed that was attributable to the passed-through business income. (For 2005 and 2006. Beginning in 2007, pass-through entities are required to withhold state income tax with respect to nonresident owners, on their share of the entity's Kentucky-source income, but the pass-through entities themselves are no longer subject to the corporate income tax.)

EDITORIAL COMMENT:
Because of the way the 2005-2006 imposition of the corporate tax worked with regard to pass-through entities, it now appears that the 2005 law change introduced fiendish complexity, but may have raised little additional tax revenue, due to the allowance of the new tax as a credit to the owners of such entities. We suspect that had much to do with the early repeal of the corporate tax on pass-through entities.

Under the Kentucky tax rules that applied to pass-through entities in 2005-2006, distributions from a pass-through entity were treated like dividends from corporations, subject to the same tax rules that apply generally to corporate dividend distributions. (For 2005 and 2006 only. This provision apparently does not apply after 2006, now that the corporate income tax on limited liability pass-through entities has been repealed and the former pre-2005 pass-through tax treatment is restored.)

Therefore, while the complex 2005-2006 Kentucky tax law changes supposedly treated such pass-through entities like C corporations, some of the old pass-through rules still applied to pass-through entities for those two years -- and after 2006 which the corporate income tax no longer applies to any pass-through entities, and all income or losses of such entities will once again pass through to the owners.

A Kentucky personal income tax return, Form 740, must be filed with the Department of Revenue each year by April 15th, for calendar year individual taxpayers.

As noted above, for 2005 and 2006 tax years, LLP's and limited partnerships, as limited liability pass-through entities, did not pass through any items of income, tax losses, or tax credits to partners that were not individuals, but such items still were passed through to individual partners, and the individual partners could claim a tax credit for their share of the corporate tax paid by the LLP or limited partnership. For a summary of the corporate income tax rates and analysis of the corporate tax calculations under the modernized Kentucky tax system, see our discussion of Kentucky corporate taxation.

General partnerships with nonresident partners are required to withhold Kentucky income tax at the highest marginal tax rate on such nonresidents' distributive share of the partnership's Kentucky-source income and file a composite tax return on their behalf. Under administrative regulations issued by the Kentucky Department of Revenue, no such withholding is required if any of the following is true:

  • The individual partner's distributive share of income is less than $1,000; or
  • The general partnership demonstrates that the individual partner's distributive share income is not subject to Kentucky income tax;
  • The general partnership is a publicly-traded partnership; or
  • The nonresident individual partner elects to be included in a composite return filed by the general partnership.

In 2007 and later, all pass-through entities, not just general partnerships, are generally required to withhold Kentucky state income tax at the highest income tax rate on each nonresident owner's share of the entity's Kentucky-source income. ("Pass-through entities" include partnerships, LLC's, and S corporations.) Where the nonresident owner is a corporation, no withholding is required unless the corporation is one that does business in the state only through its ownership of an interest in the pass-through entity. No withholding is required for a partner, member, or shareholder (of an S corporation) of the pass-through entity if that owner filed a Kentucky income tax return the prior year and paid any tax owed in a timely manner.

Individual taxpayers doing business as sole proprietors or who own an interest in a pass-through entity, who have taxable income from the business, may be required to make advance payments of estimated Kentucky individual income taxes, on Form 740-ES, if their net tax liability (not covered by withholding) exceeds $500. Estimated tax payments are due in four installments, on the 15th day of the 4th, 6th, and 9th months of the taxable year, and the 15th day of the first month of the following year.

UPDATE NOTE:
New (2007) federal tax legislation now allows a business owned solely by a married couple to elect to be treated as a "qualified joint venture" rather than as a partnership, for federal tax purposes, so that each spouse reports his or her share of the business income or loss like a sole proprietor on a Schedule C of their joint Form 1040, rather than filing a partnership tax return. See Chapter 14.12 of this publication for more details on "qualified joint ventures."

TAXATION OF CORPORATIONS

Kentucky corporate income tax rates, on corporations other than S corporations, are 4% on the first $50,000 of income, 5% on taxable income between $50,000 and $100,000, and 6% on taxable income over $100,000. The top tax rate was reduced from 7% to 6% for tax years beginning on or after January 1, 2007.

There is also a $175 LLE minimum tax, which must be paid even if the regular corporate tax is zero and the new Limited Liability Entity (LLE) tax is only the minimum of $175. C corporations in 2006 and later years pay the higher of the corporate income tax or the LLE tax, which is described above in this Section IV(c). The LLE tax, except for the $175 minimum LLE tax, is allowed as a tax credit, offsetting any corporate income tax liability.

The state corporation income tax return is Form 720, which must be filed with the Kentucky Department of Revenue by the 15th day of the fourth month following the end of the taxable year, or by April 15 in the case of a corporation whose taxable year is the calendar year. S corporations were required to file corporation income tax returns and pay corporate income tax for tax years 2005 and 2006. However, beginning in 2007, S corporations now generally pay only the LLE tax, which is $175 unless the S corporation's worldwide gross receipts and worldwide gross profits for the year are each more than $3 million.

Before 2006, both C and S corporations also had to pay an annual license or franchise tax on capital employed in Kentucky, at the rate of $2.10 per $1,000 of capital, with a minimum tax of $30.

IMPORTANT NOTE:
The annual corporate license or franchise tax has been repealed for periods after December 31, 2005.

While the annual tax on corporations' capital has been repealed, a one-time tax based on capital stock applies at the time of incorporation, and an additional tax applies if a corporation later amends its charter to increase its capital stock. For more on this fee or tax, see Section II(d).

Corporations are required to make estimated tax payments of their state corporate income tax in advance, if their tax liability for the year equals or exceeds $5,000. Estimated tax payments are due in advance, in three installments, with 50% of the estimated tax due on the 15th day of the 6th month of the taxable year, and 25% due on the 9th and 12th months of the taxable year. The total estimated tax that must be paid in is usually equal to 70% of the actual tax liability for the year, less $5,000. Use Form 720-ES to make estimated tax payments. For tax years before 2006, the prior year's tax liability was not a factor in determining if estimated tax payments were required.

Under recent (2006) legislation, effective for tax years beginning on January 1, 2006 or later, the amount of corporate estimated tax due is equal to 100% of the tax for the prior year (minus $5,000), if the tax liability for the prior year was $25,000 or less.

Penalties will be imposed for failure to make the required estimated tax payments on a timely basis.

Limited liability pass-through entities, including S corporations, were taxable as corporations, in 2005 and 2006. Under that now-repealed law, the income of an S corporation was still taxable to individual shareholders, but the shareholders could claim a tax credit for their share of the corporate tax paid by the S corporation. No income, losses, or tax credits earned by the S corporation were passed through to shareholders other than individuals. (However, as a practical matter, shareholders of S corporations are almost always individuals, except for certain trusts or estates of deceased shareholders, since the federal tax law does not permit S corporations to have shareholders that are business entities, such as LLC's or other corporations.)

Note, however, that beginning in 2007, Kentucky has restored the former pass-through treatment of S corporations and other pass-through entities, which are no longer subject to the corporate income tax that applied to such entities in the 2005 and 2006 tax years. However, the alternative minimum tax, or Limited Liability Entity (LLE) tax, as it is now called, based on either gross receipts or gross profits, will apply, but is only $175 each year for limited liability entities with $3 million or less of total gross receipts or gross profits (within and outside of the state).

The LLE tax, as it applies to pass-through entities, is now a separate tax, rather than an alternative minimum tax, as revised by the 2006 legislation, but corporations that pay both income tax and the LLE tax may claim the LLE tax (less $175) as a tax credit against their income tax liability. For more on the LLE tax, see the discussion above, at the beginning of this Section IV(c).

EDITORIAL COMMENT:
This is all rather complex and difficult to follow; so much so that the Kentucky Department of Revenue felt compelled to send out a letter to the Kentucky Society of CPA's on August 22, 2006, attempting to clarify some of the confusion caused among tax practitioners (let alone "civilians") by these numerous recent changes in the Kentucky tax laws regarding pass-through entities, since so many tax returns were being filed incorrectly, or when not required.

As in the case of other pass-through entities, S corporations that have nonresident shareholders are required to withhold Kentucky state income tax on their behalf, generally, but the S corporation may be relieved of such withholding for a shareholder if that shareholder filed a Kentucky income tax return the prior year and paid any tax owed in a timely manner.

TAXATION OF LIMITED LIABILITY COMPANIES

In Kentucky, a limited liability company (LLC) was taxed as a corporation for state income tax purposes, in 2005 and 2006, regardless of whether it had elected to be taxed as a corporation, as a partnership, or as a disregarded entity (sole proprietorship) for federal tax purposes. LLC's also had to make estimated tax payments of the corporate income tax. Kentucky recognized the validity of single-member LLC's as a legal matter, but taxed them as corporations, rather than treating them like sole proprietorships, for state income tax purposes. Such LLC's were required to file Form 725, Kentucky Single Member LLC Individually Owned Corporation Income Tax Return.

IMPORTANT NOTE:
While single-member LLC's owned by an individual are now (2007) recognized as "disregarded entities" and are treated as sole proprietorships for Kentucky income tax purposes, since repeal of the corporate income on limited liability entities, a single-member LLC is still treated as a taxable entity for purposes of the LLE tax and must pay the LLE tax each year, filing Form 725.

LLC's, as limited liability pass-through entities, no longer passed through any of their income, losses, or tax credits to members that were not individuals, in tax years 2005 and 2006. Such items still were passed through to individual members, however, and the individual members could claim a tax credit for their share of the corporate tax paid by the LLC.

However, 2006 tax legislation restored the former pass-through treatment of LLC's and other pass-through entities, beginning in 2007, so that the corporate income tax no longer applies to such entities in 2007 and later years. Such entities are now subject to the Limited Liability Entity (LLE) tax, based on either gross receipts or gross profits, whichever tax is smaller, except for limited liability entities with no more than $3 million of total gross receipts and gross profits (within and outside of the state), which pay only the $175 minimum LLE tax each year.

LLC's that expect to owe more than $5,000 of LLE tax in 2007 or later years are required to make estimated tax payments in advance, on the same basis as corporations that pay estimated income or LLE tax (see discussion of Kentucky corporate taxation above in this Section. See also the discussion of the LLE tax above, at the beginning of this Section IV(c).

As in the case of partnerships and S corporations, LLC's that have nonresident members will generally be required to withhold Kentucky income tax at the highest individual or corporate tax rate (which is 6% for either in 2007).

(d) Sales and Use Tax. Kentucky imposes a general sales tax on retail sales of tangible personal property and certain types of services at the statewide rate of 6%. There are generally no local sales taxes, except that localities are permitted to levy taxes on hotel and motel receipts. Sales and use tax returns must be filed with the Kentucky Department of Revenue. Note that the sales tax is imposed on the consumer, not on the seller, and it is unlawful for a seller to advertise that it will assume or absorb the liability for the tax.

Kentucky has signed on to the Streamlined Sales Tax Agreement (SSTA) among the states and made a number of changes in its sales and use tax laws in 2004 and 2005, before the SSTA became effective in Kentucky, on October 1, 2005. One of the more important changes is that delivery charges on taxable sales are now considered to be part of the sales price, even if separately stated, and are thus also subject to sales or use tax.

There are numerous exemptions from the sales tax, the most important of which is the resale exemption. If you are a wholesaler or retailer who purchases goods that you will resell, your purchase of such goods may qualify as an exempt sale for resale. Similarly, if you sell goods to wholesalers or retailers for resale by them, your sale may also qualify as an exempt sale for resale. In any such transaction, the exemption is ordinarily available only if the purchaser gives the seller a valid resale certificate, certifying that the items are being purchased for resale, and not for use or consumption by the buyer. For any resale transaction, use Form 51A105, Resale Certificate, copies of which may be downloaded from the Department of Revenue's web site.

Until 2007, it was unclear if broadband Internet access services were subject to sales and use taxes. However, in the tax appeal of Bellsouth Telecommunications, Inc. v. Finance and Administration Cabinet, et al, Ky. BTA (2007), the Department of Revenue ruled that broadband Internet access services sold by a telecommunications company are not subject to Kentucky sales or use taxes and ordered such sales taxes that had been collected to be refunded.

A shadow tax, the use tax, is also imposed at the same rate as the sales tax. It is primarily intended to tax property that is acquired from sources outside of the state, in transactions not subject to sales tax, when such property is used or consumed within Kentucky. Use tax may also apply to items purchased on an exempt basis, such as for resale, if such items end up being used or consumed, instead of being resold.

Before making any taxable sales, you will need to register with the Department of Revenue on Form 10A 100, Kentucky Tax Registration Application.

Vendors who collect Kentucky sales tax are allowed to keep a small percentage of the tax to defray their administrative costs of collecting, accounting for, and remitting the tax. The allowable percentage that may be retained is 1.75% of the first $1,000 of the tax due with the return and 1% of the excess over $1,000. However, effective after June 30, 2006, the maximum amount of tax that may be retained by the vendor is limited to $1,500 per month. This cap was imposed by H.B. 380 in 2006, notwithstanding the language of Kentucky Revised Statutes Section 139.570, which does not set any cap on reimbursement. The law was clarified in 2008, and now imposes the monthly cap of $1,500 on sales tax discounts for periods after June 30, 2008.

For more information on sales and use tax registration and compliance, see contact information for the offices of the Kentucky Department of Revenue in Section VI(a).

(e) Real and Personal Property Taxes. In Kentucky, as in every other state, any business real estate you own will be subject to real property taxes. In Kentucky, taxpayers must file real property tax returns with the county property valuation administrator each year between January 1 and March 1. Real property taxes are imposed at the county level.

Each year, by July 1st, the state Department of Revenue sets the state real property rate. The 2005 state real property tax rate was set at 13.1 cents per $100 of assessed value. The rate was reduced to 12.8 cents per $100 in 2006 and to 12.4 cents in 2007.

The Commonwealth (state) of Kentucky also imposes personal property taxes on tangible personal property and, unlike many other states, Kentucky does not exempt business inventories from tax. ("Personal property" is any kind of property that is not real estate.)

Businesses must file a Tangible Personal Property Tax Return, Form 62A500, with the Department of Revenue each year between January 1 and May 15, listing all taxable tangible personal property owned as of January 1st. Payment is not due with the return, as the sheriff in each county will mail out bills for the tax owed by September 15th.

Note that the Kentucky Supreme Court has struck down as unconstitutional the part of the state intangible property tax that applies to shares of stock in corporations.

In addition, under 2005 tax legislation that made major changes in income and property taxation, the property tax on most types of intangible property was repealed, effective in 2006, except for various regulated industries, such as insurance and public utility companies.

For more information of Kentucky property tax rates, see the contact information for the Kentucky Office of Property Valuation in Section VI(a).

(f) Other Business Taxes. Kentucky imposes a number of excise and other taxes on businesses, including:

  • Taxes on alcoholic beverages;
  • Cigarette and tobacco products taxes;
  • Gasoline and other fuel taxes;
  • Motor vehicle registration taxes and fees;
  • While it is not a tax on business, Kentucky has an inheritance tax that is imposed on assets transferred to heirs at death, which could include the transfer of a business (but transfers to a surviving spouse are exempt);
  • A conveyance tax, imposed by the county, when a deed to real estate is recorded, in the amount of 50˘ per $500 (or fraction of $500) of valuation;
  • A new (June 1, 2005) 1% transient room tax, which is in addition to any local room taxes and is imposed statewide on rent for the occupancy of rooms in hotels, motels, inns, tourist camps, or similar accommodations;
  • Severance taxes on coal and other natural resources; and
  • Various other taxes on special kinds of businesses, such as insurance companies and utility companies.

(g) Trade Names. A trade name, also known as a fictitious or assumed name, is any name used in the course of business that does not include the actual legal names of all the owners of the business. Thus, if your business goes by any name other than your own real name, it is operating under a trade name. The same is true of a corporation, if it operates under a name other than its legal name. A trade name might also be one that suggests the existence of additional owners, by using such words as "company," "associates," or "group."

In most states where you do business, it will be necessary to register a trade, fictitious, or assumed name, so that people who do business with you can find out who the actual owners of your business are. You may also want to register any such trade name, as a means of protecting against other companies usurping that particular trade name.

Kentucky requires registration of assumed names. Every person doing business under an assumed name must file an assumed name statement with the county clerk in the county where residing or doing business and pay the applicable fee of $12.00.

Corporations, LLC's, and partnerships that do business under an assumed name must file with the secretary of state's office, indicating all the counties in which they will carry on business, as well as filing in the county where the entity maintains its registered agent for service of process, or if no such registered agent is required, in the county in which the entity's principal place of business is located. A filing fee of $20 must be paid to the secretary of state.

Registration of an assumed name is effective for five years, at which time it must be renewed, if still being used.


V. EMPLOYER REQUIREMENTS IF YOU HAVE EMPLOYEES

(a) Employer Registration and Withholding. If you have any employees, you will already be withholding federal income tax and FICA taxes from their wages. Since Kentucky imposes a state income tax on individuals, you will need to also withhold Kentucky income tax from the wages of your employees. Before you begin to pay wages, you must register as an employer with the Kentucky Department of Revenue on Form 10A 100, Kentucky Tax Registration Application, to obtain an employer's withholding account number. This application can also serve as your registration as a seller for the sales and use tax and, if you are incorporated, for corporation income taxes.

However, if you have employees and need to register for state unemployment tax, you must do so separately by registering for an unemployment insurance reserve account with the Kentucky Office of Employment and Training, as discussed in Section V(b).

For more information on Kentucky income tax withholding and registration requirements for employers, see the contact information for the offices of the Kentucky Department of Revenue. listed in Section VI(a).

(b) Unemployment and Other State Payroll Taxes. If your business employs one or more individuals in each of 20 weeks during any calendar year or if your payroll amounts to $1,500 in any calendar quarter, you, as an employer will be required to pay state unemployment tax based on the amount of such wages paid.

Employers subject to the Kentucky unemployment tax are required to register with the Office of Employment and Training of the Kentucky Department for Workforce Investment on Form UI-1, Application for Unemployment Insurance Reserve Account, to obtain an employer identification number for unemployment tax purposes.

New employers, other than in construction, are required to pay tax at a rate of 2.7% in 2009 on the first $8,000 of wages paid to each employee. The new employer tax rate and $8,000 taxable wage base are both set by statute. After you have had employees for a while, you will develop an unemployment tax experience rating. This rating is based on the number of employees you terminate who then claim unemployment benefits and the amount of such benefits paid to those former employees, under complex formulas. The state will inform you when they have assigned you an individual tax rate based on your firm's experience rating. That rate may be higher or, if you have had relatively few benefit claims charged to your account, lower than the standard new employer tax rate you initially were paying.

All state unemployment taxes are imposed upon you as the employer, and, under Kentucky law, cannot be charged to your employees or withheld from their wages.

Employers subject to the unemployment tax are required to display an unemployment compensation notice in the workplace.

For more information on your Kentucky unemployment tax obligations as an employer, see the contact information for the offices of the Office of Employment and Training of the Kentucky Department for Workforce Investment, listed in Section VI(a).

(c) Workers' Compensation. Workers' compensation insurance is a state-mandated insurance requirement for most employers, in almost every state. In Kentucky, virtually all businesses with one or more employees are required by law to have workers' compensation insurance, except those able to self-insure.

Sole proprietors are generally not required to be covered. Also, partners in a partnership, or members of an LLC are generally not considered to be employees, if they are partners or LLC members who share in profits of the business and have decision-making powers. They are defined as "qualified partners" or "qualified members," and need not be covered, but may elect coverage. Nonqualified partners or members, who are more like employees, in that they render services and are not engaged in decision-making and don't share in the profits or losses, are required to be covered.

IMPORTANT NOTE:
Every partnership or limited liability company must provide its federal tax identification number and a copy of its annual federal partnership tax return to the Office of Workers' Claims by April 15th each year, if any of its partners or members wish to be treated as "qualified" partners or members, and remain exempt from workers' compensation coverage requirements.

Workers' compensation provides wage loss and medical benefits to employees injured on the job and it protects you, as an employer, from legal action for damages for injuries or job-related illnesses suffered by your employees. In effect, it is a "no-fault" insurance system for work-related injuries or illnesses.

CAUTION:
If you fail to obtain required workers' compensation insurance, and an employee is injured on the job, you will have opened yourself to unlimited liability and severe legal consequences, so it is very important to obtain workers' compensation insurance for your employees. Be aware that neither general liability nor health and accident insurance can properly substitute for workers' compensation insurance.

As an employer, you must notify injured employees of their benefits and post a notice in the workplace informing your employees of their workers' compensation coverage.

For more detailed information regarding your obligations as an employer under the Kentucky workers' compensation laws, contact your insurance carrier or see the contact information for the Office of Workers' Claims (part of the Kentucky Department of Labor), listed in Section VI(a).

(d) State Wage and Hour Laws. Some employees of certain small firms not engaged in interstate commerce are not covered by the federal minimum wage and overtime laws. However, even if few or none of your employees are covered by the federal wage-hour laws, because your firm does less than $500,000 a year in gross sales and the employees in question are not deemed to "...engage in (interstate) commerce...," they will still generally be subject to the Kentucky wage-hour laws, which provide for a state minimum hourly wage that is currently $6.55 an hour (as of July 1, 2008) and will automatically increase with future increases in the federal minimum wage, since the Kentucky wage is defined by reference to the federal minimum wage. However, while the federal increase scheduled for 2009 will go into effect on the 24th of July each year, the Kentucky minimum wage will increase a bit earlier, on the 1st of July, 2009.

Kentucky law, like the federal labor laws, requires an employer to pay overtime at one and one-half times the regular hourly rate for hours worked in excess of 40 a week by an employee. Time-and-a-half overtime pay must also be paid for the seventh day, if an employee works seven days in a week, unless the employee is not allowed to work more than 40 hours during the workweek.

Note that, as under federal wage-hour laws, certain classes of executive, administrative, and professional employees are exempted from the Kentucky wage-hour rules. In addition, Kentucky law exempts most employees of retail stores or workers in hotels, motels, or restaurants from the 40-hours-a-week overtime pay requirements, but not from the seventh day of the week overtime provisions.

Besides the federal wage-hour posters that you must display in the workplace, you must also display a state wage-hour poster, which you can obtain from the Division of Employment Standards and Mediation of the Kentucky Department of Labor.

STATE CHILD LABOR LAWS

In addition to wage-hour laws, most businesses are subject to federal child labor laws, which put numerous restrictions on the working hours and kinds of work in which minors under the age of 18 may engage. Your business must also be cognizant of similar state child labor laws, in Kentucky. You may wish to obtain the pamphlet entitled Kentucky Labor Laws, which includes coverage of the state's child labor laws, from the Division of Employment Standards and Mediation of the Kentucky Department of Labor.

Kentucky's child labor laws generally prohibit hiring children under the age of 14, except for children 11 or older, who are allowed to work as golf caddies.

Children of the ages 14 or 15 may not before 7 a.m. or after 7 p.m. (9 p.m. from June 1 through Labor Day). When school is in session, they may not work more than 3 hours a day on a school day, or 18 hours a week, or when school is not in session, they may work no more than 40 hours a week. At no time may they work more than 8 hours in a day.

Children of the ages 16 or 17 may not work before 6 a.m. or after 10:30 p.m preceding a school day, or after 1 a.m. preceding a non-school day. When school is in session, they may not work more than 6 hours a day on a school day, or 8 hours on a non-school day, or 30 hours in a week (generally). When school is not in session, there are no maximum daily or weekly limits on the number of hours a 16- or 17-year-old may work.

Children under the age of 18 may not work in any occupation defined as hazardous, and the number of occupations considered hazardous is expanded for children under the age of 16. No minor under the age of 18 may be permitted to work more than five hours continuously without a meal break of at least 30 minutes.

Employers who hire children under the age of 18 must post a child labor law poster in the workplace, which may be obtained from the Kentucky Department of Labor, Office of Workplace Standards.

For more information on Kentucky wage/hour and child labor laws, contact the Kentucky Department of Labor at the address listed in Section VI(a).

(e) State Occupational Safety and Health Laws. Nearly half of the states have their own OSHA-like agency, charged with administering the state's own occupational safety and health laws. The remaining states have no such enforcement agency, and thus rely instead on the federal Occupational Safety and Health Administration (OSHA) to administer the federal job safety rules within such states.

Kentucky is one of the states that has its own OSHA-type agency, the Division of Education and Training for Occupational Safety and Health of the Kentucky Department of Labor. To determine if your workplace is in compliance with federal and Kentucky job safety requirements, you may wish to contact that agency and request a free on-site safety consultation. You will not be cited for any violations detected, provided that you promptly correct the unsafe conditions. This differs from the rules for consultations by federal OSHA inspectors, who are required to cite you for any violations they find.

For information on your job safety and health obligations as an employer, required posters, and possible on-site safety consultations, see the contact information for the Frankfort offices of the Division of Education and Training for Occupational Safety and Health of the Kentucky Department of Labor, listed in Section VI(a).

(f) Other Miscellaneous State Labor Laws. Other Kentucky labor laws you need to be aware of, as an employer, include the following:

(1) Wage payments to employees. State law in Kentucky generally requires an employer to pay wages at least as frequently as twice a month. In the case of a discharged employee, final wages must be paid no later than 14 days after termination or the next regularly scheduled payday, whichever is the earlier.

(2) Right-to-work laws. About half the states have enacted "right-to-work" laws, which guarantee that no person may be denied employment for refusing to join a union or for not paying union dues, thus banning either "union shop" or "agency shop" agreements, or both. In a union shop, an employee not belonging to a union may be hired but then must join the union, usually within 30 days. In an agency shop, an employee need not join the union but, to remain employed, must pay union dues.

Kentucky does not have such a right-to-work law and allows union shop or agency shop contracts between an employer and a union.

(3) State anti-discrimination laws. In addition to complying with federal anti-discrimination laws, employers must also be aware of and comply with state civil rights laws in Kentucky, and display a poster informing employees of their rights. You can obtain this poster from the Division of Employment Standards and Mediation of the Kentucky Department of Labor, at the address listed in Section VI(a).

Kentucky's civil rights laws prohibit employment discrimination by employers with 8 or more employees in the state during 20 or more weeks of the current or preceding year. Such employers may not discriminate on the basis of race, color, religion, national origin, age (for persons 40 and over), or because the person is a smoker, as long as the person complies with any workplace policy regarding smoking.

Kentucky laws also prohibit discrimination in employment due to a physical disability or for being HIV-positive, for any employer of 8 or more individuals. Also, employers of two or more persons in the state during 20 or more weeks of the current or preceding year are prohibited from engaging in wage discrimination based on gender.

(4) Reporting new hires. Under federal welfare reform laws, employers in all states are required to report newly-hired (or rehired) employees to a designated state agency (the Kentucky New Hire Reporting Center, which is located in Virginia, for Kentucky employers) within 20 days after the date of hire. If you are reporting electronically, reports must be filed twice a month (if needed), on dates not more than 16 days nor less than 12 days apart. See the contact information for the Kentucky New Hire Operations Center in Section VI(a) and their web site (where you can submit reports online) in the listing of Kentucky Internet sites in Section VI(c).


VI. STATE SOURCES OF HELP AND INFORMATION

(a) Key State Agencies Contact Information. Kentucky, as many states have done in recent years, has set up an office to help new or relocating businesses get started in Kentucky with a minimum of difficulty.

The Business Information Clearinghouse of the Kentucky Cabinet for Economic Development can help your new or existing business to obtain all necessary state licenses and permits and provides a centralized source of information on state business regulation. It also acts as a referral service for government financial and management assistance, and serves as a regulatory reform advocate for business in Kentucky. Request their helpful publication, the Kentucky Business License Information FAQ, which offers useful information on the various permits and licenses you will need to get started.

Contact this agency at the following address:

Business Information Clearinghouse Branch Kentucky Secretary of State
700 Capitol Avenue, Suite 154
State Capitol Building
P.O. Box 718
Frankfort, KY 40602
(502) 564-2848
(502) 564-4075 (Fax)

TAXES. Obtain state income, sales and use tax, and other miscellaneous business tax forms, instructions and information from the Kentucky Department of Revenue, which is the main tax collection agency in Kentucky and is now part of the Finance and Administration Cabinet. Also register with this agency as an employer, for state income tax withholding purposes, to obtain your employer's withholding account number.

Kentucky Department of Revenue
501 High Street
Frankfort, KY 40620
(502) 564-4581
(502) 563-3875 (Fax)

For information on property tax rates in particular locations in Kentucky, contact:

Kentucky Department of Revenue
Office of Property Valuation
501 High Street
Fourth Floor, Station 32
Frankfort, KY 40620
(502) 564-8175

STATE SALES TAX. Obtain your sales and use tax license or permit and information on the Kentucky sales and use tax law, from the Kentucky Department of Revenue, at the address listed above for that agency.

STATE LABOR LAWS. Contact the appropriate division of the Kentucky Department of Labor about your obligations as an employer under various state labor laws, including:

  • Kentucky wage-hour laws
  • Kentucky child labor laws and regulations
  • Other miscellaneous Kentucky labor laws
  • Kentucky job safety and health laws (including workplace safety consultations)
  • Kentucky anti-discrimination laws
Kentucky Department of Labor
1047 U.S. Highway 127 South, Suite 4
Frankfort, KY 40601
(502) 564-3070

NEW HIRES REPORTING. Report newly hired employees by mail or fax within 20 days to the following Kentucky agency, which is located outside the state, at the following address:

Kentucky New Hire Reporting Center
P.O. Box 1130
Richmond, VA 23218-1130
(804) 771-9602
(800) 817-2262 (Information line, or to request forms)
Fax: (800) 817-0099 or (804) 771-1908 (To fax in reports)

EMPLOYER WITHHOLDING. Contact the Kentucky Department of Revenue at the address listed above for that agency, to register as an employer, for purposes of Kentucky income tax withholding.

STATE UNEMPLOYMENT TAX. Contact the following state agency to determine whether you are an employer subject to payment of state unemployment taxes, and for registration as an employer if you are subject.

Office of Employment and Training
Kentucky Department for Workforce Investment
500 Mero Street
Frankfort, KY 40601
(502) 564-2900

WORKERS' COMPENSATION INSURANCE. If you employ workers for whom you must supply workers' compensation coverage, contact the following agency for further information:

Kentucky Department of Labor
Office of Workers' Claims
657 Chamberlin Avenue
Frankfort, KY 40601
(502) 564-5550
(800) 554-8601

STATE ANTI-DISCRIMINATION LAWS. Contact the Kentucky Department of Labor, at the address and phone number listed above for that agency, for more detailed information on Kentucky civil rights laws that may apply to your business, and to obtain anti-discrimination notices you are required to post in the workplace.

(b) Small Business Development Centers. A number of Small Business Development Centers (SBDCs) are located throughout Kentucky to assist you. These centers, usually located on college campuses, provide a wealth of start-up information and sponsor frequent business-oriented seminars. Contact the lead office below for information, or for the location of other SBDCs nearer to you.

State Headquarters
SBDC: University of Kentucky
Center for Business Development
Gatton College of Business Economics Building, Room 225
Lexington, KY 40506-0034
(606) 257-7668
(888) 475-SBDC (Toll-free)
(606) 323-1907 (Fax)

(c) Internet Sites. For anyone with access to the Internet, there is a wealth of state and even local business information provided by state and local governments. All states now have a state government Web page, and most major Kentucky state agencies also have sites on the Internet where you can obtain useful small business information on matters such as state taxes, financing sources, or the addresses and phone numbers (or e-mail addresses) of various state and federal agencies' offices in Kentucky.

Since new sites are appearing frequently, you might also want to search for other Kentucky government Web sites by using one of the popular Internet search engines, such as Google or Yahoo.

To start your Internet search for Kentucky government information, you may want to begin with the following Internet sites:

Commonwealth of Kentucky home page:
http://kentucky.gov/
Commonwealth of Kentucky list of government agencies:
www.kentucky.gov/Portal/OrgList.aspx
Kentucky Department of Revenue (tax forms and information):
http://revenue.ky.gov/
Kentucky Department of Labor:
www.labor.ky.gov/
Information on financial incentives, Kentucky Cabinet for Economic Development:
www.thinkkentucky.com/
Kentucky Secretary of State (corporate, partnership, and LLC filing, forms):
http://sos.ky.gov/
Kentucky New Hire Reporting Center (report new hires by mail, fax, or via their web site):
www.newhire-usa.com/ky/

(d) Financing Sources. For information and help on locating financing for your small business, contact the nearest U.S. Small Business Administration office in Kentucky, or contact the following state agency about the wide range of state financing programs available in Kentucky:

Kentucky Economic Development Finance Authority
Old Capital Annex
300 West Broadway
Frankfort, KY 40601
(502) 564-4554
(502) 564-7697 (Fax)

The Kentucky District Office of the U.S. Small Business Administration can be contacted for information regarding SBA loans and other business financial and technical assistance, at:

U.S. Small Business Administration
600 Dr. M.L. King, Jr. Place, Room 188
Louisville, KY 40202
(502) 582-5971
(502) 582-5009 (Fax)


Copyright © 2009 Michael D. Jenkins
Kentucky chapter last full revision date: April, 2009