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Revival of US Company: Reinstate a Dissolved or Void LLC or Corporation

Revival of a company brings a dissolved, void or forfeited US LLC or corporation back to active status and good standing. If your company lost its standing over missed annual reports, unpaid franchise tax or a lapsed registered agent, we work out what the state is owed and file the revival.

Missed filings or unpaid fees do not have to end the business. Reviving the company keeps the same legal entity, its EIN and its history, which is usually simpler than forming a new company and moving contracts, bank accounts and payment platforms across. We prepare the missing reports, pay the arrears at cost and file for reinstatement.

AT A GLANCE

Company revival at a glance

Who it is forOwners of US LLCs and corporations that were administratively dissolved, declared void, forfeited or fell out of good standing, including owners in India
Common causesMissed annual reports, unpaid franchise tax, no registered agent, or a missing statement of information
What revival doesRestores the same company to active status. In Delaware a revived corporation is restored with the same force and effect as if its charter had never become void, and contracts and acts in the void period are validated
Delaware corporationCertificate for Revival of Charter, filed once all franchise taxes, penalties and interest due are paid. A corporation void for more than five years can instead pay three times the annual franchise tax for the year of revival
Delaware LLCCertificate of Revival, filed with all annual taxes, penalties and interest owed to the State
Delaware late penalty$200 plus 1.5% interest a month on the tax and penalty, for corporations and LLCs
Your EINStays with the company: the IRS treats an EIN as the entity's permanent taxpayer number
IRS and India sideMissing IRS returns, such as Form 5472 for a foreign-owned LLC, are brought up to date. Late APR filings are regularised through your AD bank with a late submission fee
How to startSend us the company name and state: an adviser replies within 4 hours and books a free 30-minute call
Our feeQuoted in writing in rupees before you pay. State fees, back taxes and penalties are charged at cost

How we revive your US company, step by step

  1. Send us the company details. Name, state and entity type. An adviser replies within 4 hours and books a free 30-minute call.
  2. Status check. We check the record with the Secretary of State to see why the company lost its status and what it owes.
  3. Written quote. Our professional fee in rupees, plus state fees, back taxes and penalties at cost, before anything is filed.
  4. Clear the arrears. We prepare the missing annual reports and pay the franchise tax, penalties and interest due.
  5. Registered agent. We appoint or restore the registered agent, who is named in the revival filing.
  6. File the revival. We file the certificate of revival or reinstatement with the state, then obtain a certificate of good standing for your bank and partners.
  7. IRS and India side. We bring missing IRS returns up to date and, if the company is owned from India, regularise any late APR filings through your AD bank.

What Is Company Revival?

Company revival, also known as reinstatement, restoration, or reactivation, is the legal process of bringing a dissolved, suspended, or administratively revoked business entity back to active status with full legal standing. It applies to most entity types, including corporations (C-corps and S-corps), limited liability companies (LLCs), limited partnerships (LPs), and limited liability partnerships (LLPs).

When a company misses state requirements, such as filing annual reports, paying franchise tax, keeping a registered agent or filing a statement of information, the state can dissolve it administratively or revoke its authority to do business there. In Delaware, a corporation in this position can have its charter declared void. The company loses its legal standing and, with it, much of the liability protection that was the reason for forming it.

The Legal Implications of Dissolution

Until it is revived, a dissolved or void company faces these consequences:

Loss of Legal Standing

A dissolved company cannot legally conduct business, enter into binding contracts, open bank accounts, obtain business licenses, or maintain lawsuits. Any business activities conducted while dissolved may be deemed invalid or voidable, creating potential legal complications and disputes.

Liability Exposure

Owners can lose the protection the company gave their personal assets. Depending on the state, owners and officers who keep trading while the company is dissolved or void can be held personally liable for debts taken on in that period, which is one of the most serious reasons to revive a company quickly.

Asset Vulnerability

Company assets may be at risk during dissolution, and in some states, dissolved entities face escheatment proceedings where unclaimed assets revert to the state after specified periods.

Tax Complications

Dissolved status doesn't eliminate tax obligations. The IRS and state tax authorities continue to expect filings and payments, and failure to comply adds tax penalties to your revival costs.

Banking and Credit Issues

Banks may freeze accounts or refuse services to a dissolved company. Suppliers and payment platforms can close accounts too, and those relationships can take time to rebuild after revival.

Frequently Asked Questions

Revival of a US company FAQs

How do I revive a dissolved US company?

Find out why the state dissolved or voided it, then fix each cause: file the missing annual reports, pay the franchise tax, penalties and interest, and appoint a registered agent. Then file the state's revival or reinstatement form. In Delaware that is a Certificate for Revival of Charter for a corporation or a Certificate of Revival for an LLC. We handle all of it remotely.

How long does reinstatement take?

It depends on the state and on how quickly the arrears and missing reports can be cleared, which usually takes longer than the filing itself. Once the documents are ready, the state processes the revival filing, and Delaware offers paid expedited service. After the status check we give you a timeline for your state, before you pay.

Do I have to pay back franchise tax?

Yes, in most cases. Delaware requires a corporation to pay all franchise taxes, penalties and interest due, and an LLC to pay all annual taxes, penalties and interest owed. If a Delaware corporation has been void for more than five years, it can pay three times the annual franchise tax for the year of revival instead. Other states set their own rules.

Will my EIN still work after revival?

Yes. The IRS treats an EIN as the company's permanent federal taxpayer number, and revival brings back the same company, so it keeps the same EIN. If you wrote to the IRS earlier to deactivate the account, tell us, so we can contact the IRS before the next return is filed. Returns missed while the company was dissolved should be brought up to date.

Is corporate revival better than forming a new company?

Usually, if the company has contracts, a bank account, payment platforms or a trading history. Revival restores the same entity, and in Delaware it also validates contracts and acts from the period the charter was void. A new company starts with none of that and needs new bank and platform accounts. If the company never traded, a fresh formation can cost less.

Can a company be revived after many years?

In Delaware, yes: a corporation whose charter is void can apply for revival at any time. The cost changes with time, because a corporation void for more than five years can pay three times the annual franchise tax for the year of revival. Other states set their own time limits for reinstatement, so we check yours before quoting.

What is a certificate of good standing?

It is a document from the state confirming that the company exists and is up to date with its filings and taxes. Banks, payment providers and partners often ask for one. After a revival we order it for you, so you can show the company is active again.

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  1. 1We read your enquiryAn advisor replies within 4 hours, by email or phone.
  2. 2A free 30-minute callWe agree the country, the entity type and the route under FEMA.
  3. 3A written quoteOur professional fee in rupees, plus government fees at cost, before anything is filed.

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