2006 Kentucky Revised Statutes - .390   Certificate of authority required of foreign limited liability company for access to courts -- Civil penalty for violation.

275.390 Certificate of authority required of foreign limited liability company for access to courts -- Civil penalty for violation. (1) A foreign limited liability company transacting business in this Commonwealth without a certificate of authority shall not maintain an action, suit, or proceeding in any court in this Commonwealth until it obtains a certificate of authority. (2) The successor to a limited liability company that transacted business in this Commonwealth without a certificate of authority and the assignee of a cause of action arising out of that business shall not maintain a proceeding based on that cause of action in any court in this Commonwealth until the foreign limited liability company or its successor obtains a certificate of authority. (3) A court may stay a proceeding commenced by a foreign limited liability company, its successor, or assignee, until it determines whether the foreign limited liability company or its successor requires a certificate of authority. If it so determines, the court may further stay the proceeding until the limited liability company or its successor obtains the certificate of authority. (4) A foreign limited liability company shall be liable for a civil penalty of two dollars ($2) for each day, but not to exceed a total of five hundred dollars ($500) for each year, it transacts business in this Commonwealth without a certificate of authority. The Attorney General may collect all penalties due under this subsection. (5) Notwithstanding subsections (1) and (2) of this section, the failure of a foreign limited liability company to obtain a certificate of authority shall not impair the validity of any contract or act of the foreign limited liability company or prevent it from defending any proceeding in this Commonwealth. Effective: July 15, 1994 History: Created 1994 Ky. Acts ch. 389, sec. 78, effective July 15, 1994. Page 1 of 1