A limited liability company, or LLC, is a relatively simple business structure to establish. Hence, sometimes an individual or group will create an LLC for a particular business purpose but shift their attention to other businesses or opportunities and ignore the LLC, allowing it to lapse. If the group then decides to refocus on building that business, they will need to reactivate that LLC. This is possible as long as the dormancy or inactive period has not exceeded state maximums.
Check with the Secretary of State in the state the LLC was formed and determine its status. Does it say “administratively dissolved”? Your state may use different wording but the concept is the same. This terminology means that you did not comply with the annual filing requirements and therefore, the state dissolved your LLC.
Determine how long it has been since your LLC was in full compliance with your state’s requirements. Did you forgo submission of the annual renewal documents and payment of the annual fee for one year? Two years? More? As long as the LLC has been inactive less than the maximum time allowed by your state, you will be able to reactivate it. If it has been inactive for longer the maximum, you will have to form a new LLC.
Complete the “Request for Reinstatement Application ” paperwork if your LLC qualifies for reinstatement. This typically is available for download on the Secretary of State’s website. Complete the paperwork in its entirety and electronically sign it. You must be the organizer or other officer to sign and submit the paperwork or must be acting in an official capacity as the registered agent.
Electronically submit the paperwork and pay the required reactivation fee online via debit or credit card. If your state does not allow online submissions, then print out the form in its entirety, ensure all applicable documents are signed, and submit the paperwork with a business check, cashier’s check or money order. (Some states do not accept personal checks. Check with your state.)
If you must submit paperwork through the mail, then send the documents via certified mail. That way, you can track that it was received should an issue arise stating the contrary.
Make sure you submit your limited liability company annual filing and fees on time during the initial year following renewal. This will ensure that your LLC retains its active status.
Tiffany C. Wright has been writing since 2007. She is a business owner, interim CEO and author of "Solving the Capital Equation: Financing Solutions for Small Businesses." Wright has helped companies obtain more than $31 million in financing. She holds a master's degree in finance and entrepreneurial management from the Wharton School of the University of Pennsylvania.