How to Reinstate an LLC: A Step-by-Step Guide

If your LLC was administratively dissolved or revoked, it isn't gone for good. Most states let you restore the company to active status by curing whatever caused the dissolution and filing for reinstatement. Here is the process most owners follow.

1. Confirm your company's status

Start by searching your company on the Secretary of State's business entity database. The record will show a status such as "administratively dissolved," "revoked," "forfeited," "inactive" or "not in good standing," and usually the date the status changed.

Some states list the reason, such as a missed annual report or a lapsed registered agent. If they don't, the most likely cause is a missed annual report or unpaid fee. Our guide to administrative dissolution covers the common causes.

2. Check whether reinstatement is still available

Many states allow reinstatement at any time. Others set a window, often between two and five years after dissolution, after which the company can't be reinstated and a new entity has to be formed. If you're close to a deadline, file as soon as possible.

3. Cure the problem

The state will usually require you to fix whatever led to the dissolution before it approves reinstatement. That can include:

• Filing every missing annual or biennial report
• Paying past-due state fees, late penalties and interest
• Paying franchise taxes or obtaining a tax clearance letter
• Appointing or updating a registered agent

In many states, these items are submitted together with the reinstatement application. When you order with us, we review your company's status and confirm any past-due amounts with you before we file.

4. Confirm the name is still available

While a company is dissolved, some states let other businesses register its name. If your name has been taken, you may need to reinstate under a slightly different name. We'll let you know if that applies.

5. File the reinstatement application

Depending on the state, the form is called an Application for Reinstatement, Certificate of Reinstatement, Articles of Revival or Petition for Reinstatement. It usually asks for:

• The LLC's exact legal name and state file number
• The date of dissolution or revocation, if known
• The principal office address and registered agent
• A signature from an authorized member, manager or other authorized person

Base state fees range from nothing to a few hundred dollars. You can look up your state's fee before you order.

6. Keep it in good standing

Once reinstated, the company is generally treated as if it had never been dissolved, although the rules vary by state. To avoid a repeat, put annual report deadlines on your calendar and keep your registered agent current.

How long does it take?

Preparation can be done in a day. State processing ranges from same-day approval to several weeks. With Reinstate LLC Online, your filing is submitted within 1 business day of your order, and we email the approved document as soon as the state returns it.

Short version: confirm the status, check the deadline, cure what's past due, confirm the name, then file for reinstatement.

This article is for general informational purposes only and is not legal or tax advice. Requirements vary by state; consult an attorney or tax professional about your situation.