Why Do You Need New York Reinstatement For Your LLC Or Corporation?
When a company loses its good standing status with the state, it may have to face noncompliance fines and lose the benefits available to its entity type. New York reinstatement is a way to get back into that status so you can continue doing business without worry.
What Is Needed To File For Reinstatement?
Returning to good standing requires a company to go through a certain process. The necessary documents and steps will vary depending on the state where your company conducts business.
New York, unlike other states, does not administratively dissolve companies even if they fail to pay biennial fees.
LLC – The Department of State does not involuntarily dissolve LLCs in New York. If your company has filed for voluntary dissolution but wants to do business again, the only way to reinstate is to petition the court.
Corporation – The Department of State does not impose administrative dissolution to corporations that have delinquent biennial reports and fees. However, it may dissolve your corporation by proclamation if the Department of Taxation and Finance instructs it to do so.
If that is the case, you will need to file all missed franchise tax returns, including those that are due during the period after your dissolution. You should also pay any additional charges and interest.
The first thing you have to do is to contact the Department of Taxation and Finance. Ask them about the payment of corporate taxes. Once you submit all the past-due returns and pay all the fees, they will send you a written consent for your New York reinstatement and a Certificate of Payment of Taxes. File this document with the Department of State by mail, by fax, or in person.
New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231
Phone: (518) 473-2492
Fax: (518) 474-1418
If you submit by mail, do not pay in cash. You can use Mastercard, Visa, American Express, money order, or a check payable to the Department of State. Fax filings require debit or credit card authorization.
How Much Will It Cost To Reinstate?
LLC – If you have missed a biennial report filing, the state will only change your business status to Past Due. To return it to good standing, file the report. You also need to pay the corresponding $9 fee.
Corporation – Ask the Department of Taxation and Finance the total amount you owe for delinquent taxes and fees. Then, submit the $55 filing fee along with your New York reinstatement documents to the Department of State. However, if your company files for reinstatement three months after the dissolution date, you may have to pay an additional amount.
How Long Will This Process Take?
An administratively dissolved corporation will have to give the Department of Taxation and Finance a couple of weeks to send the written consent for reinstatement. Meanwhile, the Department of State normally takes seven business days to process New York reinstatement filings.
What Is Required On The Forms?
A New York corporation needs to complete formal paperwork to reinstate its business. You may need to prepare the following information:
- Business Entity Name
- Type Of Entity
- Name And Contact Information Of The Authorized Representative
What Cannot Be Changed On The Forms?
New York corporations that need to change pieces of information related to their registered agent will have to file a Certificate of Change form with the Department of State. Filing it comes with a $30 fee.
What If My Company’s Name Is In Use When I Need To Reinstate?
The names of administratively dissolved corporations in New York may be taken by other business entities. Find out if your original company name is still available. You can verify this with the Department of State. If it is already in use, you will have to think of a new one and file a Certificate of Amendment.
How Can DoMyLLC Assist With Streamlining?
Getting back into good standing with the state of New York requires you to settle all your pending obligations and submit formal paperwork.
The New York reinstatement process in the state is only for specific circumstances. If you need help, contact a reputable third-party organization like DoMyLLC. Our team of experts can provide personalized solutions that will fit your needs, and we are available for live support to assist you throughout the whole process.
New York Reinstatement FAQs
Can you change your registered agent on the reinstatement?
No, you cannot. You will have to file a Certificate of Change form.
How many biennial reports can your company fail to submit before the state prohibits reinstatement?
There is no limit to the number of missed reports. The New York Department of State will not administratively dissolve your company for this reason. Instead, they will change your status to Past Due.
How long can your company be inactive with the state before it has to start over as a new business entity?
If you have voluntarily dissolved your business, the only way to reinstate it is through a petition to the court. There is no time limit for this.
Administratively dissolved corporations may also file for reinstatement at any time. However, the delinquent fees will continue to add up.