How to Reinstate an LLC in New Hampshire

How reinstatement works in New Hampshire

New Hampshire does not dissolve an LLC for one missed report. The LLC first becomes Not in Good Standing, and administrative dissolution under RSA 304-C:136 follows only when annual report fees or penalties stay unpaid for 2 consecutive years. Once dissolved, the LLC loses its authority to transact business in the state. Within 3 years of dissolution it can apply for reinstatement under RSA 304-C:138 by filing the missing reports, paying $100 plus the $50 late fee for each, and paying the reinstatement fee. If the application arrives more than 120 days after the dissolution notice was mailed, it must include a certificate from the Department of Revenue Administration. After 3 years, the only path is a late reinstatement application under RSA 304-C:145, which carries a $500 fee and is published for public comment before the Secretary of State decides. An approved late reinstatement relates back to the dissolution date.

Steps to reinstate a New Hampshire LLC

1. File all missing annual reports and pay $100 plus the $50 late fee for each
2. Pay the reinstatement fee
3. Include a tax certificate from the New Hampshire Department of Revenue Administration if the application is received more than 120 days after the dissolution notice was mailed
4. For late reinstatement after 3 years, file a late reinstatement application, which the Secretary of State publishes for public comment before deciding
5. Form to use: Application for Reinstatement (RSA 304-C:138); Application for Late Reinstatement (RSA 304-C:145).
6. Contact or file with the Secretary of State, Corporation Division in Concord; outstanding annual reports can be filed through NH QuickStart.

What reinstatement costs: a worked example

An LLC dissolved after missing 2 reports:

$135 reinstatement fee within 3 years, or $500 for a late reinstatement application after 3 years, plus $100 for each missed annual report and the $50 late fee for each. 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: A late reinstatement under RSA 304-C:145 relates back to the effective date of the administrative dissolution, as if the LLC had never been dissolved.

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

Reinstatement in New Hampshire and nearby states

Mistakes that slow down a New Hampshire reinstatement

• Applying for reinstatement more than 120 days after the dissolution notice without the required Department of Revenue Administration certificate.
• Letting more than 3 years pass, which forces the $500 late reinstatement process with public notice instead of ordinary reinstatement.
• Paying only the reinstatement fee and not the $100 report fee and $50 late fee for each missed year.