Kentucky Statutes 271B.16-010 – Corporate records
Current as of: 2024 | Check for updates
|
Other versions
(1) A corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, a record of all actions taken by the shareholders or board of directors without a meeting, and a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation.
(2) A corporation shall maintain appropriate accounting records.
(3) A corporation or its agent shall maintain a record of its shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, by class of shares showing the number and class of shares held by each.
(4) A corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time.
(5) A corporation shall keep a copy of the following records at its principal office:
(a) Its articles or restated articles of incorporation and all amendments to them currently in effect;
(b) Its bylaws or restated bylaws and all amendments to them currently in effect; (c) Resolutions adopted by its board of directors creating one (1) or more classes
or series of shares, and fixing their relative rights, preferences, and limitations,
if shares issued pursuant to those resolutions are outstanding;
(d) The minutes of all shareholders’ meetings, and records of all action taken by shareholders without a meeting, for the past three (3) years;
(e) All written communications to shareholders generally within the past three (3) years, including the financial statements furnished for the past three (3) years under KRS § 271B.16-200;
(f) A list of the names and business addresses of its current directors and officers;
and
(g) Its most recent annual report delivered to the Secretary of State under KRS
14A.6-010.
Effective: January 1, 2011
History: Amended 2010 Ky. Acts ch. 151, sec. 123, effective January 1, 2011. — Created 1988 Ky. Acts ch. 23, sec. 167, effective January 1, 1989.
(2) A corporation shall maintain appropriate accounting records.
Terms Used In Kentucky Statutes 271B.16-010
- Action: includes all proceedings in any court of this state. See Kentucky Statutes 446.010
- Articles of incorporation: include amended and restated articles of incorporation and articles of merger. See Kentucky Statutes 271B.1-400
- 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
- Directors: when applied to corporations, includes managers or trustees. See Kentucky Statutes 446.010
- Principal office: means the office in or out of this state, so designated in writing to the Secretary of State where the principal executive offices of a domestic or foreign corporation are located. See Kentucky Statutes 271B.1-400
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under KRS §. 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
(3) A corporation or its agent shall maintain a record of its shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, by class of shares showing the number and class of shares held by each.
(4) A corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time.
(5) A corporation shall keep a copy of the following records at its principal office:
(a) Its articles or restated articles of incorporation and all amendments to them currently in effect;
(b) Its bylaws or restated bylaws and all amendments to them currently in effect; (c) Resolutions adopted by its board of directors creating one (1) or more classes
or series of shares, and fixing their relative rights, preferences, and limitations,
if shares issued pursuant to those resolutions are outstanding;
(d) The minutes of all shareholders’ meetings, and records of all action taken by shareholders without a meeting, for the past three (3) years;
(e) All written communications to shareholders generally within the past three (3) years, including the financial statements furnished for the past three (3) years under KRS § 271B.16-200;
(f) A list of the names and business addresses of its current directors and officers;
and
(g) Its most recent annual report delivered to the Secretary of State under KRS
14A.6-010.
Effective: January 1, 2011
History: Amended 2010 Ky. Acts ch. 151, sec. 123, effective January 1, 2011. — Created 1988 Ky. Acts ch. 23, sec. 167, effective January 1, 1989.