Kentucky corporate bylaws are legally binding rules that regulate a corporation’s activity and internal operations. They cover essential topics such as the board of directors, shareholder meetings, stock issuance, conflict resolution, and company dissolution.
Under Kentucky law, the initial directors or incorporators are required to create bylaws that outline the company’s organizational structure. These bylaws should include policies for appointing directors and officers, holding meetings, addressing conflicts of interest, and dissolving the business.
Legal Requirements
Corporate bylaws are required in Kentucky (§ 2-060(1)).
Naming Considerations
- Required Words: “Corporation,” “Incorporated,” “Company,” “Limited,” an abbreviation thereof, or language of like import.
- Prohibited Words: Language that states or implies that a corporation is organized for an impermissible purpose.
- Name Reservation Period: 120 days.
- Renewal Period: Non-renewable.
- Transferability: Yes.
Emergency Bylaws
When a quorum of directors cannot attend a scheduled meeting due to a catastrophic event, emergency bylaws can be executed to add provisions for board meetings. (§ 2-070)
