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Reinstatement.
Restore an administratively dissolved US company to active status. The state's record is brought current, the entity returns to good standing, and operations may resume.
What it is.
When a US company misses an annual report or fails to pay state fees for long enough, the Secretary of State administratively dissolves the entity.
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When you need it.
Founders typically discover their company has been dissolved when something practical breaks: a bank flags the account, a customer due diligence check fails, a state filing is rejected, or a contract counterparty asks for proof of good standing and there is none to give.
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How we restore it.
We pull the company's full record from the Secretary of State and the state revenue department.
Discover moreWhat it is.
When a US company misses an annual report or fails to pay state fees for long enough, the Secretary of State administratively dissolves the entity. The company stops being recognized, the name is freed up, and any further operations under the entity become technically unauthorized.
Reinstatement is the legal process of bringing that company back. The state lifts the dissolution, the entity returns to active status, and the company resumes legal recognition. It keeps the same name, the same EIN, and the same formation date.
Administrative dissolution is reversible. Voluntary dissolution, where the founders chose to close the company, is not. We only reinstate administratively dissolved entities.
When you need it.
Founders typically discover their company has been dissolved when something practical breaks: a bank flags the account, a customer due diligence check fails, a state filing is rejected, or a contract counterparty asks for proof of good standing and there is none to give.
If any of those signals show up and the entity is genuinely worth keeping (existing contracts, EIN, banking history, vendor relationships), reinstatement is the path. Forming a new entity and starting over loses all of that history.
- The bank flags the account or refuses to release funds
- A vendor or customer asks for a Certificate of Good Standing and the state cannot issue one
- A new state filing (DBA, foreign qualification, etc.) is rejected because the parent entity is inactive
- An audit, financing round, or sale of the business surfaces the inactive status
How we restore it.
We pull the company's full record from the Secretary of State and the state revenue department. Every overdue annual report, every unpaid fee, every penalty: we list them, total them, and present the exact cost to bring the entity current.
Once the obligations are settled, we file the reinstatement application with the state. The state processes it (typically 1 to 4 weeks), issues the certificate of reinstatement, and the entity returns to active status. The same name, same EIN, same formation date.
- State record review
- Itemized list of outstanding obligations and penalties
- Filing of overdue annual reports
- Reinstatement application filed with the state
- Certificate of reinstatement delivered
- Updated Certificate of Good Standing on request
Details
What's included
- State record pull and review
- Itemized obligations report
- Overdue annual report filing
- Reinstatement application
- Certificate of reinstatement delivered
- Available in all 50 states
Questions
Frequently asked
What is the difference between voluntary dissolution and administrative dissolution?
Voluntary dissolution is the founders' decision to close the company. Administrative dissolution is the state's decision, usually because the company missed annual reports, fees, or taxes. Only administratively dissolved companies can be reinstated; voluntarily dissolved ones cannot.
How do I know what I owe the state before reinstating?
We pull the company's record from the Secretary of State and the state revenue department, list every overdue annual report, fee, and penalty, and give you the exact total before we proceed. No surprises.
Does the reinstatement fee include the penalties?
No. Our service fee covers our work; the penalties and back-fees owed to the state are paid directly to the state and vary by state and by how long the company has been dissolved.
How long does the reinstatement process take?
Once outstanding obligations are paid, most states process the reinstatement within 1 to 4 weeks. Some states are faster; a few are slower. We track the timeline once the state confirms our filing.
Will the company have the same EIN after reinstatement?
Yes. The EIN does not change through dissolution or reinstatement. The IRS treats the company as the same entity with the same identifying number.
Is reinstatement always possible?
In most states, yes, as long as the company was administratively dissolved (not voluntarily), the dissolution was within the state's reinstatement window (typically 5-10 years), and the obligations can be brought current. We confirm eligibility before we start.
Ready when you are.
Tell us what you need. Our team takes it from there. Twenty-four years of doing exactly this.
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