How to Reinstate an LLC in Georgia

How reinstatement works in Georgia

When a Georgia LLC goes more than 60 days past its April 1 deadline, the Secretary of State can mail a notice to the principal office or registered agent. If the problem is not fixed within 60 days of that notice, the LLC is administratively dissolved. Georgia gives a firm five-year window to reinstate, measured from the dissolution date in the state's certificate. The application must state that the grounds for dissolution are gone and that all of the LLC's taxes are paid, and it must be signed by the registered agent or a member or manager listed on the last Annual Registration. The fee is $250 online, plus all back registrations and late penalties. Georgia's statute says reinstatement relates back to the dissolution date, so the LLC is treated as if it never stopped existing. The name is held for the full five years unless the LLC comes back sooner.

Steps to reinstate a Georgia LLC

1. Application for reinstatement reciting the LLC name and the effective date of dissolution
2. Statement that the grounds for dissolution did not exist or have been eliminated
3. Statement that all taxes owed by the LLC have been paid
4. Signature of the registered agent or a member or manager named in the most recent Annual Registration (or a notarized assent from a former member or manager)
5. File all missing Annual Registrations and pay the fees and penalties
6. Form to use: Application for Reinstatement.
7. Online through the Georgia Corporations Division eCorp system, or on paper by mail to the Corporations Division, 2 MLK Jr. Dr., Suite 313, Floyd West Tower, Atlanta, GA 30334.

What reinstatement costs: a worked example

An LLC dissolved after missing 2 reports:

$260 reinstatement fee ($250 plus the $10 service charge under the September 2025 fee schedule), plus every missed Annual Registration at $60 and the $25 late penalty for each late year. Whether late penalties are charged again at reinstatement varies; the state calculates the exact total when you file. Taxes, interest and tax-clearance costs are extra where they apply.

What happens to the LLC and its name

• Effect: Yes. Under O.C.G.A. 14-11-603(b)(4), reinstatement relates back to and takes effect as of the effective date of the administrative dissolution, and the LLC continues as if the dissolution never happened.
• Your LLC name: The name of an administratively dissolved LLC is held for 5 years after dissolution or until the LLC is reinstated, whichever comes first.

The most common cause is a missed Annual Registration. See the Georgia Annual Registration guide for deadlines so it does not happen again.

Reinstatement in Georgia and nearby states

Mistakes that slow down a Georgia reinstatement

• Waiting past five years from the dissolution date, after which Georgia offers no reinstatement and the name may be taken.
• Paying the $250 reinstatement fee without also filing every missed Annual Registration and paying the late penalties.
• Having someone sign who is not the registered agent or a member or manager listed on the most recent registration, which can get the application rejected.