When Is a Change of Registered Agent Required in Kentucky?
A domestic or foreign entity must file a statement of change with the Kentucky Secretary of State whenever it needs to replace its registered agent, update its registered office address, or both. Under the Kentucky Business Entity Filing Act (KRS Chapter 14A), KRS 14A.4-020 authorizes any entity or foreign entity to deliver a statement of change to the Secretary of State for this purpose. Because KRS 14A.4-010 requires every entity and every foreign entity qualified to transact business in the Commonwealth to continuously maintain a registered office and a registered agent, any gap in that requirement puts the business at risk of administrative dissolution or revocation of its certificate of authority.
The filing obligation applies uniformly across organizational forms. Business corporations, nonprofit corporations, limited liability companies, limited partnerships, limited liability partnerships, statutory trusts, limited cooperative associations, and unincorporated nonprofit associations all fall under the same statutory framework. A statement of change is needed whenever any of the following occurs:
- The current registered agent resigns by filing a Statement of Resignation of Registered Agent (Form SRA) with the Secretary of State.
- The current registered agent moves outside Kentucky or ceases to be a Commonwealth resident.
- The registered agent’s physical street address changes because of an office relocation, postal renaming, or building reassignment.
- The registered agent is no longer available at the registered office during normal business hours to accept service of process.
- The entity voluntarily decides to appoint a different individual or organization as its registered agent.
- The current agent notifies the entity that it no longer consents to serve.
Kentucky draws no distinction between a voluntary and an involuntary change. Whether the entity is proactively selecting a new commercial service or responding to an agent’s resignation, the same form, the same fee, and the same filing process apply.
Grounds for Changing Your Registered Agent in Kentucky
The most frequent reasons for filing a change of registered agent or registered office in Kentucky fall into a handful of well-defined categories. The table below matches each ground with the filing it triggers.
| Ground | Filing Required |
| Registered agent resigns | Entity files Form RAC – Statement of Change of Registered Agent and/or Registered Office Address to appoint a replacement |
| Registered agent relocates outside Kentucky | Entity files Form RAC to designate a new agent |
| Registered agent’s physical street address changes | Agent may file a statement of change under KRS 14A.4-020(2), or entity files Form RAC |
| Entity voluntarily selects a new registered agent or commercial service | Entity files Form RAC |
| Registered agent unavailable at registered office during business hours | Entity files Form RAC to appoint a new agent |
| Agent no longer consents to serve | Entity files Form RAC to designate a replacement |
| Entity relocates its registered office without changing the agent | Entity files Form RAC to update the registered office address |
An entity’s registered agent name and registered office address are part of the permanent public record maintained by the Secretary of State. Outdated or incorrect information should be corrected promptly, because the registered agent is the entity’s designated point of contact for service of process, government notices, and compliance correspondence. Stale agent data on file with the Secretary of State can result in missed legal notices, delayed service, and exposure to default judgments.
Kentucky Registered Agent Change Requirements
Before filing the statement of change, the entity must confirm that the proposed new registered agent satisfies the Commonwealth’s eligibility, address, and consent standards.
Eligibility of the new registered agent:
- Option A – Organization: A domestic entity organized under Kentucky law, or a foreign entity qualified to transact business in the Commonwealth, whose business address is identical to the registered office address. The entity seeking to make the filing cannot act as its own registered agent.
- Option B – Individual: An individual who resides in Kentucky and whose business address is identical to the registered office address.
These eligibility categories are set by KRS 14A.4-010, which mandates that the registered agent’s business address and the entity’s registered office be the same physical location.
Registered office address:
The registered office must be a physical street address in Kentucky where service of process can be personally delivered during normal business hours. A post office box, a mailbox-only service, or a telephone answering service does not qualify. The Form RAC instructions underscore that the registered office requires “a street address or other specific location (Highway, Rural Route, Building, etc.)” and that “a post office box is insufficient for the registered office address.”
Consent of the new registered agent:
The designated individual or entity must provide written consent before the change takes effect. Under KRS 14A.4-010(2), “the appointment of the registered agent or a successor registered agent on whom process may be given is not effective until the agent delivers a statement in writing to the Secretary of State accepting the appointment.” When the new agent signs Form RAC directly, that signature satisfies the consent requirement. If the new agent does not sign Form RAC itself, a separate Statement of Consent of Registered Agent (Form CRA) should be filed with the Secretary of State. The entity must also provide the new agent with the name, business address, and business telephone number of a natural person authorized to receive communications — the entity’s designated communications contact under KRS 14A.4-010(3).
Execution:
The statement of change must be signed by a person authorized under KRS 14A.2-020. For a corporation, the authorized signer is typically the chairman of the board, president, or another officer. For an LLC, it is a manager (if manager-managed) or a member (if member-managed). For a limited partnership, at least one general partner must sign. For a partnership, at least two partners must sign. For a statutory trust, at least one trustee must sign. The signer must state beneath the signature the person’s name and the capacity in which the document is signed. No notarization is required — the signer declares “under penalty of perjury under the laws of the state of Kentucky” that the information is true and correct.
Note: Signing a document known to be false in any material respect with the intent to file it with the Secretary of State is a criminal offense under KRS 14A.2-030.
How to File a Statement of Change of Registered Office/Agent
A Kentucky entity changes its registered agent, its registered office address, or both by filing Form RAC — Statement of Change of Registered Agent and/or Registered Office Address — with the Secretary of State. The form is a single page and serves all entity types governed by KRS Chapter 14A, including corporations, LLCs, limited partnerships, LLPs, nonprofit corporations, statutory trusts, limited cooperative associations, and unincorporated nonprofit associations.
The form requires the following information:
- Entity name — the exact legal name on record with the Secretary of State. A filing submitted under a name that does not match the Secretary of State’s records will be rejected.
- Current registered agent — the name of the agent currently on file.
- New registered agent — if the agent is being changed, the name of the new registered agent.
- Consent signature — the new registered agent’s signature on Form RAC, affirming consent to serve. If the new agent does not sign Form RAC itself, a separate Form CRA must be filed.
- Current registered office address — the address currently on record.
- New registered office address — if the address is being changed, the new Kentucky street address. A P.O. Box is not acceptable.
- Authorized signature — the signature of the entity’s authorized officer, manager, member, partner, or trustee, along with a declaration under penalty of perjury.
The form accommodates three scenarios in a single filing: changing only the agent, changing only the registered office address, or changing both simultaneously. A single filing fee applies regardless of which combination of changes is made.
Effectiveness Option A: The statement of change takes effect on the date and at the time of filing by the Secretary of State. This is the default and most commonly selected option.
Effectiveness Option B: Under KRS 14A.2-070, a document may specify a delayed effective date, which may not be later than the 90th day after the date it is filed. If a delayed effective date is specified without a time, the document becomes effective at 5:00 p.m. prevailing time in Frankfort, Kentucky, on that date. A document delivered with a delayed effective date exceeding 90 days will automatically be treated as effective on the 90th day.
Filing Method: Online vs. Mail
The statement of change may be filed online, by mail, or in person at the Secretary of State’s office in Frankfort.
| Method | Details |
| Online | File through the Statement of Change – Online Filing Portal. Search for the business entity by name or Organization ID, then complete and submit the form electronically. A typed name is accepted as an original signature. |
| Send the completed Form RAC with the filing fee to Kentucky Secretary of State, P.O. Box 718, Frankfort, KY 40602-0718. Include one exact or conformed copy of the document. Make checks payable to the Kentucky State Treasurer. | |
| In person | Deliver to Room 154, Capitol Building, 700 Capital Avenue, Frankfort, KY 40601. Office hours are 8:00 a.m. to 4:30 p.m. ET, Monday through Friday. |
Online filings are generally processed faster than paper submissions. The Secretary of State accepts payment by cash, check payable to the Kentucky State Treasurer, prepaid account, or debit or credit card issued by an approved issuer. To open a prepaid account, an applicant must submit an application and prepay a minimum of $250, after which the Secretary of State issues an account number.
Note: When filing online, you certify that you are authorized to submit the form and declare under penalty of perjury that the information is true and correct. A typed version of your name is accepted as your original signature.
Registered Agent Change Filing Fees by Entity Type
The filing fee for a statement of change of registered agent, registered office, or both is set by the Kentucky Secretary of State fee schedule. For most domestic entity types, the fee is $10 per filing. When a single registered agent files changes affecting multiple represented entities, a $2,000 cap applies to the total fees for the batch.
| Entity Type | Filing Fee (Form RAC) |
| Domestic for-profit corporation | $10 (not to exceed $2,000 total) |
| Domestic professional service corporation | $10 (not to exceed $2,000 total) |
| Domestic nonprofit corporation | $10 (not to exceed $2,000 total) |
| Domestic LLC (for-profit, nonprofit, or professional service) | $10 (not to exceed $2,000 total) |
| Domestic limited partnership | $10 (not to exceed $2,000 total) |
| Domestic limited liability partnership | $15 |
| Domestic statutory trust | $15 |
| Domestic limited cooperative association | $15 |
| Unincorporated nonprofit association | $10 |
| Foreign corporation or LLC (profit, nonprofit, or professional service) | $15 |
| Foreign limited partnership | $15 |
| Foreign statutory trust | $15 |
The fee schedule lists the $10 fee and the $2,000 cap explicitly for domestic corporations, LLCs, and limited partnerships. For entity types not specifically enumerated — including LLPs, statutory trusts, limited cooperative associations, and most foreign entities — the fee falls under the “any other document required or permitted to be filed” category for the relevant entity type. There is no filing fee for the Statement of Resignation of Registered Agent (Form SRA). There is no separate surcharge for filing online.
Effective Date of a Registered Agent Change in Kentucky
A statement of change filed with the Kentucky Secretary of State takes effect immediately upon filing unless the filer specifies otherwise.
Immediate effect: The change becomes effective on the date and at the time of filing, as evidenced by the recording method used by the Secretary of State. This is the default and the option most filers select.
Delayed effective date: KRS 14A.2-070 permits a filer to specify a delayed effective date, which may not be later than the 90th day after the document is filed. If a delayed effective date is set without a specific time, the document becomes effective at 5:00 p.m. prevailing time in Frankfort on that date. A document submitted with a delayed effective date exceeding 90 days will be deemed effective on the 90th day after filing.
Once the Secretary of State accepts the filing, the entity’s public record is updated to reflect the new registered agent and registered office information. The change is effective regardless of whether the entity also files a corresponding notice with its local county clerk under KRS 14A.2-040 — the Secretary of State filing controls.
Changing the Registered Agent Address Without Changing the Agent
When a registered agent changes its own business address but the same individual or organization continues to serve, the agent may file the update directly with the Secretary of State rather than requiring each represented entity to submit a separate Form RAC. Under KRS 14A.4-020(2), a registered agent that changes its business address must update the registered office of every entity it represents by notifying each entity in writing and then “signing and delivering to the Secretary of State for filing a statement that complies with the requirements of subsection (1) of this section and reciting that the entity or foreign entity has been notified of the change.”
This agent-initiated mechanism exists alongside the entity-initiated Form RAC but serves a narrower purpose. The table below compares the two filing paths.
| Feature | Form RAC (Entity-Initiated) | Agent-Initiated Statement Under KRS 14A.4-020(2) |
| Filed by | The entity’s authorized representative | The registered agent |
| Purpose | Change the registered agent, the registered office, or both | Update the registered office address when the agent relocates |
| Can appoint a new agent | Yes | No — the same agent must continue to serve |
| Covers multiple entities | One entity per filing | May cover all entities represented by the agent |
| Prior written notice to entity required | No | Yes — the agent must notify each represented entity in writing before filing |
| Signed by | Entity officer, manager, member, partner, or trustee | The registered agent |
The filing fee for an agent-initiated statement is $10 per affected entity, subject to the $2,000 cap noted on the fee schedule. This mechanism is especially valuable for commercial registered agent services that represent large numbers of entities and need to update addresses in bulk after an office relocation. A single filing can cover every represented entity, provided the agent has given prior written notice to each one.
What Happens After the Change Is Filed
Once the Secretary of State accepts the statement of change, several things occur:
- The entity’s registered agent name and registered office address in the Secretary of State’s records are updated immediately, or on the specified delayed effective date if one was designated.
- A file-stamped postcard confirming the filing is mailed to the entity’s principal office address, unless the filer submits a written request directing it to an alternate address.
- The new agent’s name and address become part of the entity’s public filing history and are searchable through the Kentucky Business Entity Search.
- The former agent’s authority to accept service of process on behalf of the entity terminates.
- The new agent assumes the duties set out in KRS 14A.4-050, which require forwarding all service of process, notices, and demands to the entity, and collecting and maintaining the entity’s current communications contact information.
Changing a Registered Agent for a Foreign Entity Registered in Kentucky
A foreign entity authorized to transact business in the Commonwealth is subject to the same registered agent and registered office requirements as any domestic entity. KRS 14A.4-010 applies to “each entity and each foreign entity qualified to transact business in this Commonwealth” without distinction. A foreign corporation, foreign LLC, foreign limited partnership, foreign LLP, foreign statutory trust, or other foreign entity changes its registered agent by filing the same Form RAC used by domestic entities.
The same eligibility requirements, consent provisions, physical street address rules, execution standards, and filing methods apply. The filing fee for most foreign entity types falls under the “any other document required or permitted to be filed” category at $15 per the fee schedule.
Failure to maintain a registered agent or registered office in the Commonwealth for 60 days or more is a ground for revocation of the foreign entity’s certificate of authority under KRS 14A.9-070. If the Secretary of State determines that a ground for revocation exists, the foreign entity receives written notice by first-class mail and has 60 days to correct the deficiency under KRS 14A.9-080. If the entity fails to cure within that window, the Secretary of State may revoke the certificate of authority. Upon revocation, the Secretary of State is deemed the foreign entity’s registered agent for any proceeding based on a cause of action that arose while the entity was authorized to transact business in Kentucky — a fallback mechanism that can lead to service of process being received and forwarded without the entity’s knowledge until it is too late to respond.
Frequently Asked Questions About Changing a Registered Agent in Kentucky
How long does it take to change a registered agent in Kentucky?
The Kentucky Secretary of State does not publish a guaranteed processing time for statements of change. Online filings submitted through the Statement of Change – Online Filing Portal are typically processed more quickly than paper submissions — often within a few business days or less. Paper filings sent by mail depend on current processing volume at the Division of Business Filings. For questions about current turnaround times, contact the Secretary of State’s office at (502) 564-3490.
Do I need to notify my current registered agent before changing?
Kentucky law does not require an entity to notify the outgoing registered agent before filing Form RAC. The change takes effect upon filing and acceptance by the Secretary of State, and the outgoing agent’s authority terminates at that point. Many entities choose to notify the outgoing agent as a courtesy, particularly when documents or service of process may be in transit. If the outgoing agent wishes to end the relationship independently, it may file Form SRA – Statement of Resignation of Registered Agent with the Secretary of State at no charge.
Can I change my registered office address without changing the registered agent?
Yes. Form RAC permits the entity to update only the registered office address while leaving the registered agent unchanged. The fields for the registered agent may remain as currently recorded when only the address is being updated. The same $10 filing fee applies. After the change, the registered office address must still be identical to the registered agent’s business address, as required by KRS 14A.4-010. When the agent itself relocates, the agent may file the address update directly under KRS 14A.4-020(2) rather than requiring the entity to submit a separate filing.
What is the agent-initiated address change form and when is it used?
When a registered agent changes its own business address but continues to serve as the agent, it may file a statement of change directly with the Secretary of State under KRS 14A.4-020(2) rather than requiring each represented entity to file a separate Form RAC. The agent must notify each affected entity in writing before filing. This mechanism is particularly useful for commercial registered agent services that represent large numbers of entities and need to process a bulk address update after an office relocation. The filing fee is $10 per affected entity, subject to the $2,000 cap. This form cannot be used to appoint a different agent — only to update the current agent’s address.
Is there a penalty for not filing a change of registered agent?
Kentucky requires every entity to continuously maintain a registered agent and registered office in the Commonwealth. Under KRS 14A.7-010, the Secretary of State may commence administrative dissolution proceedings if a domestic entity is without a registered agent or registered office for 60 days or more, or if it fails to notify the Secretary of State within 60 days of a change, resignation, or discontinuation. The entity receives a written notice and has 60 days to cure the deficiency. If uncured, the Secretary of State signs a certificate of dissolution and the entity may carry on only such business as is necessary to wind up its affairs. For foreign entities, the same failure triggers revocation proceedings under KRS 14A.9-070 and KRS 14A.9-080. Practical consequences include loss of standing to maintain lawsuits in Kentucky courts and the risk of default judgment through substitute service on the Secretary of State.
Can I change my registered agent and the registered office address in the same filing?
Yes. Form RAC accommodates a change of registered agent, a change of registered office address, or both in a single filing. Only one filing fee — $10 for most domestic entity types — applies regardless of whether one field or both fields are updated. After the filing, the registered office address must be identical to the new registered agent’s business address.
What happens if my registered agent resigns?
A registered agent may resign by filing Form SRA – Statement of Resignation of Registered Agent with the Secretary of State. Under KRS 14A.4-030, the resignation becomes effective on the earlier of two dates: the appointment of a successor registered agent, or the 31st day after the statement of resignation is filed. There is no filing fee for the resignation form. After the filing, the Secretary of State mails one copy of the resignation to the registered office (if not discontinued) and another to the entity at its principal office. The entity should promptly file Form RAC to appoint a replacement agent before the 31-day window expires, because operating without a registered agent for more than 60 days can trigger administrative dissolution proceedings under KRS 14A.7-010.
Does the new registered agent need to sign the change form?
Yes. Kentucky’s Form RAC includes a dedicated consent signature line for the new registered agent, where the agent signs with the statement “I consent to serve as the registered agent on behalf of the business entity.” This differs from some states that rely solely on the entity’s affirmation of consent. If the new agent does not sign Form RAC directly, a separate Statement of Consent of Registered Agent (Form CRA) should be filed with the Secretary of State. In either case, the entity’s authorized representative also signs the form under penalty of perjury. Under KRS 14A.4-010(2), the appointment of a registered agent “is not effective until the agent delivers a statement in writing to the Secretary of State accepting the appointment.”
Can I use a P.O. Box for the new registered office address?
No. The registered office must be a physical street address in Kentucky where service of process can be personally delivered during normal business hours. The Form RAC instructions state explicitly that “a post office box is insufficient for the registered office address.” A mailbox-only service or a telephone answering service is equally inadequate. The address of the registered office must be identical to the registered agent’s business address, as mandated by KRS 14A.4-010.
Is the filing fee the same whether I file online or by mail?
Yes. The filing fee for the statement of change is $10 for most domestic entity types regardless of whether the form is submitted online or by mail, as established by the Kentucky Secretary of State fee schedule. There is no additional surcharge for online filing. Payment may be made by cash, check payable to the Kentucky State Treasurer, prepaid account, or debit or credit card issued by an approved issuer. If the filing fee is tendered by a method other than cash and the payment is not ultimately collectible, the Secretary of State may declare the filed document null and void after five days’ written notice.