Form Flc - Certificate Of Authority Flc (Foreign Limited Liability Company) Page 2

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FILING INSTRUCTIONS

CERTIFICATE OF AUTHORITY FOR A FOREIGN LIMITED LIABILITY COMPANY

TYPE OF COMPANY

The limited liability company must indicate if it is a limited liability company or a professional limited liability company, by checking the appropriate box.

LIMITED LIABILITY COMPANY NAME

The limited liability company name must contain the words "limited liability company" or "limited company" or the abbreviations "LLC" or "LC". The word

"limited" may be abbreviated as "Ltd." and the word "Company" may be abbreviated as "Co." The name of a professional limited liability company must

contain the words "professional limited liability company" or "professional limited company" or the abbreviations "PLLC" or "PLC". The limited liability

company must apply under its "real name" as filed in the state or country in which it is organized. If the "real name" is unavailable for use in Kentucky,

the company must adopt a fictitious name for use in this state and attach a resolution of fictitious name executed by an authorized person.

DATE OF ORGANIZATION AND DISSOLUTION

The date of organization is the date articles of organization were filed with the secretary of state or other official having custody of the company’s

records. If the limited liability company has a specific date of dissolution stated in its articles of organization, it is required to state the latest date upon

which it is to dissolve.

PRINCIPAL OFFICE ADDRESS

The limited liability company is required to state the street address of the office required to be maintained in the state or other jurisdiction of its formation

or if not so required, the principal office of the foreign limited liability company.

REGISTERED OFFICE AND REGISTERED AGENT

The registered office of the business entity must be in Kentucky and maintain a street address (a PO Box is insufficient for the registered office address).

In order to transact business in Kentucky, the registered agent shall be an individual resident of Kentucky, a Kentucky domestic corporation, a Kentucky

domestic non-corporation, a Kentucky domestic limited liability company, a foreign corporation, a foreign non-corporation or a foreign limited liability

company authorized to transact business in Kentucky. The registered agent is the individual or business designated to receive service of process in the

event the business is party to a legal action. The company seeking formation shall not act as its own registered agent.

CONSENT OF REGISTERED AGENT

Unless the registered agent signs the certificate, the limited liability company must deliver with the certificate of authority, the registered agent’s consent

to the appointment. The registered agent must give written consent to act as agent on behalf of the limited liability company. If the registered agent is a

corporation an officer or the chairman of the board of directors must sign on behalf of the corporation. If the registered agent is a limited liability

company and management of the company is vested in one or more managers, a manager must sign on behalf of the limited liability company. If

management of the company is vested in its members, a member must sign. The person signing on behalf of the business entity acting as agent must

designate the title or capacity in which he or she signs.

EFFECTIVE DATE AND TIME

The document will be effective on the date and time of filing, unless a delayed effective date and/or time is specified. The effective date or the delayed

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effective date cannot be prior to the date the application is filed. A delayed effective date may not be later than the 90

day after the date of filing.

WHO MAY SIGN

The document must be signed by a member or manager.

NUMBER OF COPIES

When filing online with the FastTrack system, no copies are required. If filing via mail or in person, one exact copy of the document with the filing fee

must be submitted to the address below. To make a copy of the filing for delivery to the local county clerk’s office, visit and print a copy

from the organization search tool.

DOCUMENT DELIVERY

All documents will be sent to the return address on the outer envelope. If no address is found, the documents will be sent to the principal office. If the

applicant wishes for correspondence from the Office of the Secretary of State to be sent to someone other than those above, a request must be

submitted in writing affirming that request. All other communication and notification shall follow the process prescribed in Kentucky Revised Statute.

FILING FEE

The filing fee for a limited liability company is $90.00. Checks should be made payable to the "Kentucky State Treasurer."

MAILING ADDRESS

OFFICE LOCATION

Trey Grayson

Room 154, Capitol Building

Secretary of State

700 Capital Avenue

P.O. Box 718

Frankfort, KY 40601

Frankfort, KY 40602-0718

Hours of Operation: 8:00 AM-4:30 PM ET