A company may be required to undertake the reinstatement process when it has fallen out of good standing with its state of incorporation or state of qualification (if it has registered to transact business in a state other than the state of incorporation), or is dissolved by the state due to failure to comply with state rules and regulations. If a company is in bad standing with the state and wishes to dissolve, most states require a reinstatement to be filed prior to allowing the dissolution. Some states also allow a reinstatement to be filed if the company has dissolved but would like to reverse the dissolution to again begin transacting business under the same company.
What risks are associated with being in "bad standing"?
When a company has not met all the requirements of its state of incorporation or state of qualification (if the company has registered to transact business in a state other than its state of incorporation), such as filing annual reports and paying the necessary fees, that company is considered to be out of good standing or in bad standing in that state. Companies that are in bad standing long enough risk administrative dissolution or revocation by the state. When a state administratively dissolves a corporation or limited liability company (LLC) or revokes the company’s corporate or LLC status, the benefits of being a corporation or LLC, such as the limited liability protection provided to the owners, are lost.
BizFilings helps you through the reinstatement process by determining outstanding or overdue fees that your company owes to the state; identifying steps your business must take to become compliant with the state; obtaining the forms you must complete; auditing your reinstatement forms for common errors prior to submission; submitting your completed reinstatement forms to the appropriate state agency or agencies; and notifying you when reinstatement is complete.