File a Delaware Reinstatement

Delaware companies that want to remain in good standing need to comply with all state obligations. Failure to do so may result in noncompliance fines and delinquency status.

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Why Do You Need A Delaware Reinstatement For Your LLC Or Corporation?

Falling into bad standing is more than just a label. A company may lose the benefits provided to its business entity type and face possible administrative dissolution until proper Delaware reinstatement.

What Is Needed To File For Reinstatement?

If you want to revive your company, you will have to submit formal paperwork and complete the reinstatement process. The steps a company needs to take will depend on the state where it operates.

In Delaware, a company may be void if it fails to keep its annual reports current. It will be forfeited if it does not appoint a registered agent after the original one resigns. To settle these issues, you need to submit the appropriate form for your business entity, file all past due reports, and pay the filing fees.

LLC – LLCs need to file a Certificate of Revival form with the Department of State by fax, by mail, or in person. You should include the corresponding filing fee and the total franchise tax that you owed. Aside from those, you have to attach a completed Filing Cover Memo.

Corporation – As for corporations, Delaware requires you to submit a completed Certificate of Renewal and Revival of Charter for a Voided Corporation form. File this with the Department of State by fax, by mail, or in person. Pay the filing fee, back taxes, and corresponding penalties. You should also include a Filing Cover Memo.

How Much Will It Cost To Reinstate?

LLC – The filing fee for the revival of a Delaware LLC is $200. To find out the amount of taxes due, contact the Franchise Tax section of the Division of Corporations of the Department of State. Expedited processing comes with additional payment.

  •   24 Working Hours – $100
  •   Same-Day Service – $200
  •   Two-Hour Processing – $500
  •   One-Hour Service – $1,000

Corporation – You need to pay $169 to reinstate a corporation. You also need to settle the corresponding fees for all Annual Franchise Tax Reports due. To find out the total amount that your company owes, contact the Franchise Tax Section. If you want expedited processing, you will have to pay more.

  •   24 Working Hours – $100
  •   Same-Day Service – $200
  •   Two-Hour Processing – $500
  •   One-Hour Service – $1,000

How Long Will This Process Take?

The normal processing of Delaware reinstatement takes about 2-3 weeks. However, you can request expedited service. It can be done in 24 working hours, on the same day, in two hours, or in one hour.

What Is Required On The Forms?

LLC – Prepare the following information to complete your Certificate of Revival form:

  •   Entity Name
  •   Date Of Original Filing With The Secretary Of State
  •   Name And Address Of The Registered Agent
  •   Name And Signature Of The Authorized Representative

Corporation – The Certificate of Renewal and Revival of Charter for a Voided Corporation form requires the following information:

  •     Entity Name
  •     Name And Address Of The Registered Agent
  •     Formation Date
  •     Specification Whether The Renewal Is Perpetual Or Not
  •     The Date When The State Voided Your Corporation Non-Payment Of Franchise Taxes
  •     Name, Signature, And Title Of An Authorized Officer

Completing the Filing Cover Memo requires information related to the person filing for reinstatement: 

  •   Name 
  •   Address
  •   Telephone Or Fax Number

What Cannot Be Changed On The Forms?

LLC – The reinstatement form does not have a portion for the principal address and list of members or managers of an LLC. Since the Department of State does not require you to disclose these pieces of information, you do not have to report them.

Corporation – Corporations cannot make changes to pieces of information related to the officers and directors of the company using the reinstatement form. However, you can update them on the current annual report you need to present to the Department of State.

 

What If My Company’s Name Is In Use When I Need To Reinstate?

In case another business entity has already adopted your company name before you reinstate it, you will have to use a new one.

How Can DoMyLLC Assist With Streamlining?

If the state voids or forfeits your Delaware company, you will have to file for Delaware reinstatement to bring it back to good standing. The process requires formal paperwork. If you need help in completing the process, a third-party organization like DoMyLLC can assist you. You can expect a personalized solution based on the specific situation and needs of your business.

Delaware Reinstatement FAQS

Can you change your registered agent on the reinstatement?

The reinstatement form requires you to disclose the name and office address of your registered agent. You can take this opportunity to change them.

How many annual reports can your company fail to submit before the state prohibits reinstatement?

The state allows reinstatement at any time. However, the penalties accumulate the longer you are under administrative dissolution. To revive your company, you need to settle all due franchise taxes, penalties, and interest.

How long can your company be inactive with the state before it has to start over as a new business entity?

The state does not have a set period for reinstatement. You can do this at any time by settling all pending obligations and completing the reinstatement process.

Delaware Business Resources

Delaware Division of Corporations
401 Federal Street, Suite 4
Dover, DE 19901

Phone: (302) 739-3073 option 3
Fax: (302) 739-3812
Email: DOSDOC_Ftax@state.de.us