14A.1.070 Definitions. (Effective January 1, 2011)
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14A.1-070 Definitions. (Effective January 1, 2011)
As used in this chapter, unless the context otherwise requires: <br>(1) "Business" includes every trade, occupation, and profession; <br>(2) "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 <br>by KRS Chapter 272, a nonprofit corporation governed as to its internal affairs by <br>KRS Chapter 273, and a rural electric or rural telephone cooperative corporation <br>governed as to its internal affairs by KRS Chapter 279;
(3) "Business trust" means a business trust governed as to its internal affairs by KRS
Chapter 386;
(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 method of delivery used in conventional
commercial practice, including delivery by hand, mail, commercial delivery, and <br>electronic transmission;
(6) "Electronic transmission" or "electronically transmitted" means any process of
communication not directly involving the physical transfer of paper that is suitable <br>for the retention, retrieval, and reproduction of information by the recipient;
(7) "Entity" means a corporation, business trust, partnership, limited partnership, or
limited liability company, governed as to its internal affairs by the laws of the <br>Commonwealth of Kentucky;
(8) "Foreign business trust" means a business or statutory trust not governed as to its
internal affairs by KRS Chapter 386;
(9) "Foreign corporation" means a corporation as defined in subsection (2) of this
section that is not: <br>(a) Organized pursuant to the laws of the Commonwealth of Kentucky; or <br>(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,
association, business or statutory trust, partnership, limited partnership, or limited <br>liability company not: <br>(a) Organized pursuant to the laws of the Commonwealth of Kentucky; or <br>(b) As to its internal affairs, governed by the laws of the Commonwealth of
Kentucky;
(11) "Foreign limited liability partnership" means a partnership that:
(a) Is formed under laws other than the laws of this Commonwealth; and <br>(b) Has the status of a limited liability partnership under those laws;
(12) "Foreign professional service corporation" has the same meaning as in KRS
274.005;
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(13) "Foreign rural electric cooperative" means a rural electric cooperative organized
otherwise than under KRS 279.010 to 279.210;
(14) "Foreign rural telephone cooperative" means a rural telephone cooperative
organized otherwise than under KRS 279.310 to 279.990 excepting 279.570;
(15) "Limited liability company" has the same meaning as in KRS 275.015; <br>(16) "Limited liability partnership" means a partnership that has filed a statement of
qualification under KRS 362.1-1001 or a registration as a registered limited liability <br>partnership under KRS 362.555 and does not have a similar statement of <br>registration in effect in any other jurisdiction;
(17) "Name of record with the Secretary of State" means any real, fictitious, reserved,
registered, or assumed name of an entity or foreign entity;
(18) "Nonprofit corporation," other than in the term "foreign nonprofit corporation,"
means a nonprofit corporation incorporated pursuant to and governed as to its <br>internal affairs by KRS Chapter 273 or predecessor law;
(19) "Organic act" means the law of a state or other jurisdiction governing the
organization and internal affairs of an entity or foreign entity;
(20) "Organized" means organized, incorporated, or formed; <br>(21) "Organizational filing" means a filing made with the Secretary of State as a
precondition to the formation, organization, or incorporation of an entity, including <br>articles of incorporation, articles of organization, and certificates of limited <br>partnership. A statement of qualification filed pursuant to KRS 362.1-1101 or a <br>registration as a limited liability partnership filed pursuant to KRS 362.555 is not an <br>organizational filing;
(22) "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 <br>comparable law of another jurisdiction;
(23) "Partnership agreement" means the agreement, whether written, oral, or implied,
among the partners concerning the partnership, including amendments to the <br>partnership agreement;
(24) "Person" means an individual, an entity, a foreign entity, or any other legal or
commercial entity;
(25) "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 <br>business address, the designated office of a limited partnership, or the chief <br>executive office of a limited liability partnership;
(26) "Professional service corporation" has the same meaning as in KRS 274.005; <br>(27) "Professional services" means the personal services rendered by physicians,
osteopaths, optometrists, podiatrists, chiropractors, dentists, nurses, pharmacists, <br>psychologists, occupational therapists, veterinarians, engineers, architects, <br>landscape architects, certified public accountants, public accountants, physical <br>therapists, and attorneys;
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(28) "Property" means all property, real, personal, or mixed, tangible or intangible, or
any interest therein;
(29) "Qualified person" has the same meaning as in KRS 274.005; <br>(30) "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;
(31) "Regulatory board" means the agency that is charged by law with the licensing and
regulation of the practice of the profession which the professional partnership is <br>organized to provide;
(32) "Rural electric cooperative" means a rural electric cooperative governed as to its
internal affairs by KRS 279.010 to 279.210;
(33) "Rural telephone cooperative" means a rural telephone cooperative governed as to
its internal affairs by 279.310 to 279.990 excepting 279.570;
(34) "Sign" or "signature" includes any manual, facsimile, conformed, or electronic
signature; and
(35) "State" means a state of the United States, the District of Columbia, the
Commonwealth of Puerto Rico, or any territory or insular possession subject to the <br>jurisdiction of the United States.
Effective: January 1, 2011 <br>History: Created 2010 Ky. Acts ch. 151, sec. 7, effective January 1, 2011.
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