How to Reinstate a Virginia LLC

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To reinstate a Virginia LLC, you’ll need to file a Virginia reinstatement packet with the Virginia State Corporation Commission (SCC), resolve the outstanding issues that led to your LLC being dissolved, and pay the $100 reinstatement fee.

Below we’ll walk you through everything you need to know about reinstating or reviving your LLC in Virginia. It’s a costly inconvenience, but the solution is pretty simple.

Reviving a Virginia Limited Liability Company

You can revive an inactive limited liability company in Virginia by applying for reinstatement. To revive your Virginia LLC, you’ll need to:

• Submit a completed Virginia reinstatement packet
• Pay the $100 reinstatement fee
• Pay any other owed fees

These are the general steps. In your particular case, if there are any other circumstances that led to your LLC being involuntarily or administratively dissolved, you’ll need to resolve those issues as well.

What Is a Virginia LLC Dissolution?

A Virginia LLC dissolution means an LLC has been legally terminated. When an LLC has been dissolved, it is no longer recognized as a legal entity in the state. As such, the LLC no longer has the lawful right to conduct business in Commonwealth of Virginia.

Why Would a Virginia LLC Be Dissolved?

There are several reasons why an LLC in Virginia might be dissolved either by the LLC owners or by the Virginia SCC. We’ll group those reasons below under “Voluntary Dissolution” and “Involuntary Dissolution”.

Voluntary LLC Dissolution

A voluntary LLC dissolution takes place when the LLC owners choose to dissolve the company. Here are some common reasons for voluntarily dissolving an LLC:

• The company is no longer profitable
• Unfavorable changes to state business laws
• LLC members deciding to part ways

Sometimes, owners might just want to pursue new ventures, making a voluntary dissolution a good move for them so that they are no longer subject to state fees.

Involuntary LLC Dissolution

An involuntary LLC dissolution (also referred to as an administrative dissolution) takes place when the local government dissolves the company. Typical reasons for a business being dissolved involuntarily include

• Failure to maintain a registered agent
• Failure to pay annual registration fees
• Failure to pay required taxes

In essence, if a business fails to maintain compliance with the state, it risks becoming administratively dissolved.

What Information Is Required for the Virginia Reinstatement Packet?

Completing the Virginia reinstatement packet will require the following information:

• Entity name and type
• Edits to your Virginia LLC’s existing information (if applicable)
• All missed state fees
• Payment information
• Signature from an LLC member or a person authorized to do business on behalf of your LLC

How Much Does It Cost to Revive a Virginia LLC?

It will cost at least the $100 reinstatement fee. However, keep in mind that if your LLC was administratively dissolved due to missed annual reports or taxes, you’ll need to settle those debts as well.

How Long Does it Take the Virginia SCC to Reinstate an LLC?

If you want immediate reinstatement, you can access the Virginia Clerk’s Information System (CIS) and reinstate your business online today. Paper filings can take up to 2 business days to process, and you’ll need to request your reinstatement packet.

How Do I Know If My LLC Has Been Dissolved?

You can find out if your LLC has been dissolved by doing a Business Entity Search. There, you can see if your business is active, inactive, or pending.

Will My LLC Name Still be Available?

If your LLC was involuntarily cancelled by the Commonwealth of Virginia, then it is possible that another business has adopted your name. In the event that your business name is no longer available, you’ll need to file an amendment to change your LLC’s name.

How Long Do I Have to Reinstate My LLC with the Virginia SCC?

You have up to five years to revive your business after being involuntarily dissolved. After that, if you want to do business in Virginia, you’ll need to form a Virginia LLC from scratch.

Where Do I Submit My Virginia Reinstatement Packet?

You can submit your physical reinstatement packet to the State Corporation Commission of Virginia by mail or in-person.

Can I Change My Virginia Registered Agent on the Virginia Reinstatement?

Yes, you can! It is free to change your registered agent on your Virginia reinstatement packet.