Kentucky Statutes 271B.1-410 – Written or oral notice — How given — When effective
Current as of: 2024 | Check for updates
|
Other versions
(1) Notice under this chapter shall be in writing unless oral notice is reasonable under the circumstances. Notice by electronic transmission is written notice.
(2) Notice may be communicated in person; by mail or other method of delivery; or by telephone, voice mail, or other electronic means. If these forms of personal notice are impracticable, notice may be communicated by a newspaper of general circulation in the area where published; or by radio, television, or other form of public broadcast communication.
(3) Written notice by a domestic or foreign corporation to its shareholder, if in a comprehensible form, shall be effective:
(a) Upon deposit in the United States mail, if mailed postpaid and correctly addressed to the shareholder’s address shown in the corporation‘s current record of shareholders; or
(b) When electronically transmitted to the shareholder in a manner authorized and in accordance with the shareholder’s instructions, if any.
(4) Written notice to a domestic or foreign corporation authorized to transact business in this state may be addressed to its registered agent at its registered office or to the corporation or its secretary at its principal office address of record with the Secretary of State.
(5) Except as provided in subsections (3) and (4) of this section, written notice, if in a comprehensible form, shall be effective at the earliest of the following:
(a) When received;
(b) Five (5) days after its deposit in the United States mail, if mailed postpaid and correctly addressed; or
(c) On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee.
(6) Oral notice shall be effective when communicated, if communicated in a comprehensible manner.
(7) If this chapter prescribes notice requirements for particular circumstances, those requirements, shall govern. If articles of incorporation or bylaws prescribe notice requirements not inconsistent with this section or other provisions of this chapter, those requirements shall govern.
Effective: June 25, 2013
History: Amended 2013 Ky. Acts ch. 106, sec. 5, effective June 25, 2013. — Repealed and reenacted 2010 Ky. Acts ch. 51, sec. 52, effective July 15, 2010. — Amended
2007 Ky. Acts ch. 137, sec. 52, effective June 26, 2007. — Amended 2002 Ky. Acts ch. 102, sec. 7, effective July 15, 2002. — Created 1988 Ky. Acts ch. 23, sec. 13, effective January 1, 1989.
Legislative Research Commission Note (7/15/2010). 2010 Ky. Acts ch. 51, sec. 183, provides, “The specific textual provisions of Sections 1 to 178 of this Act which reflect amendments made to those sections by 2007 Ky. Acts ch. 137 shall be deemed effective as of June 26, 2007, and those provisions are hereby made expressly retroactive to that date, with the remainder of the text of those sections being
unaffected by the provisions of this section.”
(2) Notice may be communicated in person; by mail or other method of delivery; or by telephone, voice mail, or other electronic means. If these forms of personal notice are impracticable, notice may be communicated by a newspaper of general circulation in the area where published; or by radio, television, or other form of public broadcast communication.
Terms Used In Kentucky Statutes 271B.1-410
- Articles of incorporation: include amended and restated articles of incorporation and articles of merger. See Kentucky Statutes 271B.1-400
- Certified mail: means any method of governmental, commercial, or electronic delivery that allows a document or package to have proof of:
(a) Sending the document or package. See Kentucky Statutes 446.010 - Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: may extend and be applied to any corporation, company, partnership, joint stock company, or association. See Kentucky Statutes 446.010
- delivery: means any method of delivery used in conventional commercial practice, including delivery by hand, mail, commercial delivery, and electronic transmission. See Kentucky Statutes 271B.1-400
- Domestic: when applied to a corporation, partnership, business trust, or limited liability company, means all those incorporated or formed by authority of this state. See Kentucky Statutes 446.010
- electronically transmitted: means any process of communication not directly involving the physical transfer of paper that is suitable for the retention, retrieval, and reproduction of information by the recipient. See Kentucky Statutes 271B.1-400
- Foreign: when applied to a corporation, partnership, limited partnership, business trust, statutory trust, or limited liability company, includes all those incorporated or formed by authority of any other state. See Kentucky Statutes 446.010
- Foreign corporation: means a corporation for profit incorporated under a law other than the law of this state. See Kentucky Statutes 271B.1-400
- Person: includes individual and entity. See Kentucky Statutes 271B.1-400
- Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under KRS §. See Kentucky Statutes 271B.1-400
- Shareholder: means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation. See Kentucky Statutes 271B.1-400
- State: when applied to a part of the United States, includes territories, outlying possessions, and the District of Columbia. See Kentucky Statutes 446.010
- United States: includes district, authority, bureau, commission, department, and any other agency of the United States. See Kentucky Statutes 271B.1-400
(3) Written notice by a domestic or foreign corporation to its shareholder, if in a comprehensible form, shall be effective:
(a) Upon deposit in the United States mail, if mailed postpaid and correctly addressed to the shareholder’s address shown in the corporation‘s current record of shareholders; or
(b) When electronically transmitted to the shareholder in a manner authorized and in accordance with the shareholder’s instructions, if any.
(4) Written notice to a domestic or foreign corporation authorized to transact business in this state may be addressed to its registered agent at its registered office or to the corporation or its secretary at its principal office address of record with the Secretary of State.
(5) Except as provided in subsections (3) and (4) of this section, written notice, if in a comprehensible form, shall be effective at the earliest of the following:
(a) When received;
(b) Five (5) days after its deposit in the United States mail, if mailed postpaid and correctly addressed; or
(c) On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee.
(6) Oral notice shall be effective when communicated, if communicated in a comprehensible manner.
(7) If this chapter prescribes notice requirements for particular circumstances, those requirements, shall govern. If articles of incorporation or bylaws prescribe notice requirements not inconsistent with this section or other provisions of this chapter, those requirements shall govern.
Effective: June 25, 2013
History: Amended 2013 Ky. Acts ch. 106, sec. 5, effective June 25, 2013. — Repealed and reenacted 2010 Ky. Acts ch. 51, sec. 52, effective July 15, 2010. — Amended
2007 Ky. Acts ch. 137, sec. 52, effective June 26, 2007. — Amended 2002 Ky. Acts ch. 102, sec. 7, effective July 15, 2002. — Created 1988 Ky. Acts ch. 23, sec. 13, effective January 1, 1989.
Legislative Research Commission Note (7/15/2010). 2010 Ky. Acts ch. 51, sec. 183, provides, “The specific textual provisions of Sections 1 to 178 of this Act which reflect amendments made to those sections by 2007 Ky. Acts ch. 137 shall be deemed effective as of June 26, 2007, and those provisions are hereby made expressly retroactive to that date, with the remainder of the text of those sections being
unaffected by the provisions of this section.”