KRS 14A.1-070: Definitions for chapter.

As used in this chapter, unless the context otherwise requires:

(1) "Business" includes every trade, occupation, and profession;

(2) "Business trust" means a business trust governed as to its internal affairs by KRS

Chapter 386 or a statutory trust governe d as to its internal affairs by KRS Chapter

386A;

(3) "Corporation" means a business corporation governed as to its internal affairs by

KRS Chapter 271B, a cooperative or association governed as to its internal affairs

by KRS Chapter 272, a nonprofit corpo ration governed as to its internal affairs by

KRS Chapter 273, and a rural electric or rural telephone cooperative corporation

governed as to its internal affairs by KRS Chapter 279;

(4) "Debtor in bankruptcy" means a person who is the subject of:

(a) An order for relief under Title 11 of the United States Code or a comparable

order under a successor statute of general application; or

(b) A comparable order under federal, state, or foreign law governing insolvency;

(5) "Deliver" or "delivery" means any meth od of delivery used in conventional

commercial practice, including delivery by hand, mail, commercial delivery, and

electronic transmission;

(6) "Electronic transmission" or "electronically transmitted" means any process of

communication not directly invol ving the physical transfer of paper that is suitable

for the retention, retrieval, and reproduction of information by the recipient;

(7) "Entity" means a corporation, business or statutory trust, partnership, limited

partnership, limited liability company, limited cooperative association, or

unincorporated nonprofit association, governed as to its internal affairs by the laws

of the Commonwealth of Kentucky;

(8) "Foreign business trust" means a business or statutory trust not governed as to its

internal affairs by KRS Chapter 386 or 386A;

(9) "Foreign corporation" means a corporation as defined in subsection (2) of this

section that is not:

(a) Organized pursuant to the laws of the Commonwealth of Kentucky; or

(b) As to its internal affairs, governed by the laws of the Commonwealth of

Kentucky;

(10) "Foreign entity" means a corporation, not -for-profit corporation, cooperative,

limited cooperative association, association, business or statutory trust, partnership,

limited partnership, limited liability company, or unincorporated nonprofit

association not:

(a) Organized pursuant to the laws of the Commonwealth of Kentucky; or

(b) As to its internal affairs, governed by the laws of the Commonwealth of

Kentucky;

(11) "Foreign limited cooperative association" means a limited cooperative association

that is not:

(a) Organized pursuant to the laws of the Commonwealth of Kentucky; or

(b) As to its internal affairs, governed by the laws of the Commonwealth of

Kentucky;

(12) "Foreign limited liability partnership" means a partnership that:

(a) Is formed under laws other than the laws of this Commonwealth; and

(b) Has the status of a limited liability partnership under those laws;

(13) "Foreign professional service corporation" h as the same meaning as in KRS

274.005;

(14) "Foreign rural electric cooperative" means a rural electric cooperative organized

otherwise than under KRS 279.010 to 279.210;

(15) "Foreign rural telephone cooperative" means a rural telephone cooperative

organized otherwise than under KRS 279.310 to 279.990 excepting 279.570;

(16) "Foreign unincorporated nonprofit association" means an unincorporated nonprofit

association that is not:

(a) Organized in accordance with the laws of the Commonwealth of Kentucky; or

(b) As to its internal affairs, governed by the laws of the Commonwealth of

Kentucky;

(17) "Good standing" means that all annual reports which are required to be received

from an entity or foreign entity have been delivered to and filed by the Secretary of

State, that all other lawfully required statutory documentation has been received and

filed, and that all fees, costs, and expenses, including penalties incurred in

connection therewith, have been paid;

(18) "Limited cooperative association" means a limited cooperative association governed

as to its internal affairs by KRS Chapter 272A;

(19) "Limited liability company" has the same meaning as in KRS 275.015;

(20) "Limited liability partnership" means a partnership that has filed a statement of

qualification under KRS 362.1 -931 or a registration as a registered limited liability

partnership under KRS 362.555 and does not have a similar statement or

registration in effect in any other jurisdiction;

(21) "Name of record with the Secretary of State" means any r eal, fictitious, reserved,

registered, or assumed name of an entity or foreign entity;

(22) "Nonprofit corporation," other than in the term "foreign nonprofit corporation,"

means a nonprofit corporation incorporated pursuant to and governed as to its

internal affairs by KRS Chapter 273 or predecessor law;

(23) "Organic act" means the law of a state or other jurisdiction governing the

organization and internal affairs of an entity or foreign entity;

(24) "Organized" means organized, incorporated, or formed;

(25) "Organizational filing" means a filing made with the Secretary of State as a

precondition to the formation, organization, or incorporation of an entity, including

articles of incorporation, articles of organization, articles of association, certificat es

of trust, and certificates of limited partnership. A statement of qualification filed

pursuant to KRS 362.1 -931 or a registration as a limited liability partnership filed

pursuant to KRS 362.555 is not an organizational filing;

(26) "Partnership" means an association of two (2) or more persons to carry on as co -

owners a business for profit formed under KRS 362.1 -202, predecessor law, or

comparable law of another jurisdiction;

(27) "Partnership agreement" means the agreement, whether written, oral, or imp lied,

among the partners concerning the partnership, including amendments to the

partnership agreement;

(28) "Person" means an individual, an entity, a foreign entity, or any other legal or

commercial entity;

(29) "Principal office" means the address required by this chapter or the organic act to be

of record with the Secretary of State as the principal office, the principal place of

business address, the designated office of a limited partnership, or the chief

executive office of a limited liability partnership;

(30) "Professional service corporation" has the same meaning as in KRS 274.005;

(31) "Professional services" means the personal services rendered by physicians,

osteopaths, optometrists, podiatrists, chiropr actors, dentists, nurses, pharmacists,

psychologists, occupational therapists, veterinarians, engineers, architects,

landscape architects, certified public accountants, public accountants, physical

therapists, and attorneys;

(32) "Property" means all prope rty, real, personal, or mixed, tangible or intangible, or

any interest therein;

(33) "Qualified person" has the same meaning as in KRS 274.005;

(34) "Registered agent" means a registered agent appointed in accordance with KRS

14A.4-010 or predecessor law, and is synonymous with agent for service of process;

(35) "Registered office" means the registered office identified in accordance with and

satisfying the requirements of KRS 14A.4 -010(1)(b). The registered office address

must be a street address;

(36) "Regulatory board" means the agency that is charged by law with the licensing and

regulation of the practice of the profession which the entity is organized to provide;

(37) "Rural electric cooperative" means a rural electric cooperative governed as to its

internal affairs by KRS 279.010 to 279.210;

(38) "Rural telephone cooperative" means a rural telephone cooperative governed as to

its internal affairs by KRS 279.310 to 279.990 excepting KRS 279.570;

(39) "Series entity" means an entity or a foreign entity a uthorized and enabled by its

organic act and organizational filing to create series having separate rights, powers,

or duties with respect to specific property or obligations of the series entity, or the

profits and losses associated with specific property or obligations;

(40) "Sign" or "signature" includes any manual, facsimile, conformed, or electronic

signature;

(41) "State" means a state of the United States, the District of Columbia, the

Commonwealth of Puerto Rico, or any territory or insular possessi on subject to the

jurisdiction of the United States;

(42) "Statutory trust" means a trust governed as to its internal affairs by KRS Chapter

386A;

(43) "Unincorporated nonprofit association" means an unincorporated nonprofit

association governed as to its internal affairs by KRS Chapter 273A;

(44) "Veteran" means any person who served in the United States Armed Forces,

Reserves, or National Guard and was separated or released therefrom with an

honorable discharge, discharge under honorable conditions, or ge neral discharge

under honorable conditions or any person who currently serves in the United States

Armed Forces, Reserves, or National Guard; and

(45) "Veteran-owned business" means a business:

(a) That is at least fifty -one percent (51%) unconditionally o wned by one (1) or

more veterans;

(b) In the case of a publicly owned business, in which at least fifty -one percent

(51%) of the stock is unconditionally owned by one (1) or more veterans; or

(c) That is a nonprofit business which is at least fifty -one per cent (51%)

unconditionally managed by one (1) or more veterans.