KRS § 273.161 — KY Code / Title XXIII / Chapter 273 / Section 273.161
273.161 Definitions for KRS 273.161 to 273.390
Status: reserved

273.161 Definitions for KRS 273.161 to 273.390.

As used in KRS 273.161 to 273.390, unless the context otherwise requires:

(1) "Corporation" or "domestic corporation" means a nonprofit corporation subject to

the provisions of KRS 273.161 to 273.390, except a foreign corporation, and for the

purposes of KRS 273.277 to 273.293, the term "corporation" also means domestic

nonprofit limited liability companies;

(2) "Disaster" means any natural, technological, or civil emergency that causes damage

of sufficient severity and magnitude to result in a declaration of a state of

emergency by a county, the Governor, or the President of the United States;

(3) "Foreign corporation" means a nonprofit corporation organized under laws other

than the laws of this state;

(4) "Nonprofit corporation" means a corporation no part of the income or profit of

which is distributable to its members, directors or officers;

(5) "Articles of incorporation" means the original or restated articles of incorporation or

articles of consolidation and all amendments thereto, including articles of merger;

(6) "Bylaws" means the code or codes of rules adopted for the regulation or

management of the affairs of the corporation irrespective of the name or names by

which such rules are designated;

(7) "Member" means one having membership rights in a corporation in accordance with

the provisions of its articles of incorporation or bylaws;

(8) "Board of directors" means the group of persons vested with the management of the

affairs of the corporation irrespective of the name by which group is designated;

(9) "Insolvent" means inability of a corporation to pay its debts as they become due in

the usual course of its affairs;

(10) "Principal office" means the office, in or out of this state, so designated in the

annual report where the principal executive offices of a domestic or foreign

corporation are located;

(11) "Secretary" means the corporate officer to whom the board of directors has

delegated responsibility for custody of the minutes of the meetings of the board of

directors and the members and for authenticating records of the corporation;

(12) "Individual" includes the estate of an incompetent or deceased individual;

(13) "Entity" includes a domestic or foreign corporation; not-for-profit corporation;

profit and not-for-profit unincorporated association; business or statutory trust,

estate, partnership, limited partnership, limited liability company, trust, and two (2)

or more persons having a joint or common economic interest; and state, United

States, and foreign government;

(14) "Person" includes individual and entity.

(15) "Name of record with the Secretary of State" means any real, fictitious, reserved,

registered, or assumed name of an entity;

(16) "Real name" shall have the meaning set forth in KRS 365.015;

(17) "Deliver" or "delivery" means any method of delivery used in conventional

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

electronic transmission;

(18) "Effective date of notice" means notice when effective under KRS 273.162(3);

(19) "Electronic transmission" or "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;

(20) "Notice" means notice as described in KRS 273.162;

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

signature; and

(22) "Limited liability company" or "LLC" means a domestic nonprofit limited liability

company.