How to Reinstate a Florida LLC

The reinstatement process, step by step

1. Confirm your entity's status

   Search your company at dos.fl.gov/sunbiz. A status of "Inactive" with a dissolution date means the state administratively dissolved it. Note your document number, you will need it.

2. File the delinquent annual report

   The reinstatement application covers the annual report for the year of dissolution. The $400 late fee is not charged on this path, because section 607.193(2)(b) excepts entities that were administratively dissolved for failure to file and then applied for reinstatement and paid the reinstatement fee.

3. Submit the reinstatement application

   After the delinquent report is on file, the reinstatement application is submitted with the reinstatement fee. It is signed by an authorized person for the company.

4. Wait for the state to process it

   Once both filings are accepted and fees clear, the Division of Corporations restores the entity to "Active." Under Florida Statutes section 605.0715, reinstatement relates back to the dissolution date, so the company is treated as if it never lapsed.

Exact reinstatement costs

These are the amounts the Division of Corporations publishes in its own reinstatement instructions. The $400 late fee is not among them:

All amounts are set and published by the Florida Division of Corporations and are paid directly to the state. Those are the minimums for reinstating within the same calendar year as the dissolution. File on or after January 1 and the Division also collects the following calendar year's report, taking the LLC minimum to $377.50 and the corporation minimum to $900. Add $5 for an LLC certificate of status or $8.75 for a corporation certificate. If more than one year is delinquent, confirm your exact figure with the Division before you file.

What Sunbiz asks for during reinstatement

You provide the same information the annual report requires, plus the reinstatement authorization:

• Entity name and document number
• Principal place of business and mailing address
• Registered agent name and Florida street address, with the agent's acceptance
• Names and addresses of managers, managing members, officers, or directors
• Federal employer identification number (FEIN)
• A contact email and the signature of an authorized person
• Payment for the annual report fee and the reinstatement fee

Common rejection reasons

• Name no longer available. If another business registered your name after your name-hold period ended, the state cannot reinstate under that name until you change it.
• Registered agent problem. A missing agent acceptance, an out-of-state agent address, or an agent who has resigned will hold up the filing.
• Missing prior-year reports. If more than one year lapsed, every delinquent year must be filed. Skipping a year stalls reinstatement.
• Signature or authority issues. The person signing must be authorized to act for the company.
• Payment failure. A declined card or short payment stops processing until the full amount clears.

How long reinstatement takes

Online reinstatements are commonly processed within a few business days once both filings are accepted and fees clear. Right after the late-September dissolution date, filing volume spikes through October, so expect processing to run slower during that window. File early in the day and double-check every field to avoid a rejection that sends you to the back of the line.

What if my LLC was dissolved a long time ago?

Florida does not set a deadline to reinstate an administratively dissolved LLC, so an old dissolution does not, by itself, close the door. The practical catch is your name. Under section 605.0715, your name is protected against other filers for only one year after dissolution. If someone else claimed it after that, you will need to reinstate under a different name or resolve the conflict first. Check current name availability on Sunbiz before you start, and if the situation is complicated, a Florida attorney can advise on your options.