How to Reinstate an LLC in North Dakota
A not good standing North Dakota LLC can be reinstated through the North Dakota Secretary of State. $135 reinstatement fee plus the past-due $50 annual report fee and $50 late penalty, about $235 in total within the first year; a court-ordered reinstatement after 1 year requires fees for all past-due reports plus the reinstatement fee. Time limit: Within 1 year after involuntary termination through the Secretary of State; after 1 year, only by petition to the district court serving Burleigh County (N.D.C.C. 10-32.1-91).
How reinstatement works in North Dakota
In North Dakota, a missed annual report leads to Not Good Standing, and if the report and fees are still unfiled six months after the November 15 deadline, the LLC ceases to exist by operation of law under N.D.C.C. 10-32.1-90. There is no separate dissolution order to wait for. For the first year after termination, the LLC can be reinstated with the Secretary of State by filing the past-due annual report and paying the $50 report fee, the $50 late penalty and a $135 reinstatement fee, about $235 in all. After that year, the only route is a petition to the district court serving Burleigh County, which reviews the termination fresh and can order reinstatement on payment of every past-due report fee. Reinstatement validates contracts and acts back to the termination date, but any business licenses or permits that lapsed must be applied for again.
Steps to reinstate a North Dakota LLC
- File the past-due annual report
- Pay the $50 annual report fee and the $50 late penalty
- Pay the $135 reinstatement fee
- Complete the filing and payment within 1 year of termination, or petition the Burleigh County district court after that
- Reapply for any state licenses or permits that lapsed with the termination
- Form to use: Past-due Annual Report with reinstatement (FirstStop Portal).
- Through the FirstStop Portal or by contacting the Secretary of State's business services at 701-328-2900 for reinstatement options.
What reinstatement costs: a worked example
An LLC dissolved after missing 2 reports:
| Item | Amount |
|---|---|
| Reinstatement fee | $135 |
| 2 missed Annual Reports at $50 | $100 |
| Late penalties, if charged on each ($50 each) | $100 |
| Estimated state total | $335 |
$135 reinstatement fee plus the past-due $50 annual report fee and $50 late penalty, about $235 in total within the first year; a court-ordered reinstatement after 1 year requires fees for all past-due reports plus the reinstatement fee. 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: Under N.D.C.C. 10-32.1-91, reinstatement retroactively validates contracts and acts back to the termination date and restores the LLC's assets and rights, except those affected by acts or transfers after termination; for third parties adversely affected, active status runs from the reinstatement date.
The most common cause is a missed Annual Report. See the North Dakota Annual Report guide for deadlines so it does not happen again.
Reinstatement in North Dakota and nearby states
| State | Reinstatement fee | Time limit |
|---|---|---|
| North Dakota | $135 | 1 year |
| Minnesota | $65 | No time limit |
| South Dakota | $150 | Not published |
| Montana | $35 | 5 years |
Mistakes that slow down a North Dakota reinstatement
- Waiting more than 1 year after termination, which takes reinstatement out of the Secretary of State's hands and requires a district court petition.
- Paying only the $135 reinstatement fee without the past-due $50 report fee and $50 late penalty.
- Resuming licensed activity right after reinstatement without reapplying for state licenses and permits that lapsed during termination.
North Dakota LLC reinstatement: questions
How much does it cost to reinstate a terminated North Dakota LLC?
Within one year of termination, the LLC files its past-due annual report and pays the $50 report fee, the $50 late penalty and a $135 reinstatement fee, for about $235 in total. Reinstatement after one year requires a court order and payment of fees for every past-due report.
What if my North Dakota LLC was terminated more than a year ago?
The Secretary of State can no longer reinstate it directly. The LLC must petition the district court serving Burleigh County, attaching its articles and the termination notice. The court reviews the matter anew and can order reinstatement, after which the LLC files its latest past-due report and pays all past-due fees.
Do my North Dakota business licenses come back after reinstatement?
Not automatically. N.D.C.C. 10-32.1-91 requires a reinstated LLC to reapply for any license or permit under the law that governs it. Reinstatement does validate the LLC's contracts and acts back to the termination date and restores its assets and rights, with exceptions for later transfers.
- sos.nd.gov/business/business-services/maintain-registration
- sos.nd.gov/business/business-services/business-structures/limited-liability-comp
- codes.findlaw.com/nd/title-10-corporations/nd-cent-code-sect-10-32-1-89
- codes.findlaw.com/nd/title-10-corporations/nd-cent-code-sect-10-32-1-90
- codes.findlaw.com/nd/title-10-corporations/nd-cent-code-sect-10-32-1-91
- codes.findlaw.com/nd/title-10-corporations/nd-cent-code-sect-10-32-1-92
Related: North Dakota annual requirements · Starting an LLC in North Dakota · Reinstatement in every state
Is your North Dakota LLC dissolved or about to be?
Get a free call to work out what you owe, what to file first, and whether reinstating or starting over makes more sense.
Request a free callLaunch.llc is free. If a formation or compliance partner fits and you choose to move forward, the partner may pay us a referral fee. We are not a law firm or a government agency.
Last reviewed October 30, 2026 against the sources listed above. Figures marked † could not be confirmed on an official page. General information, not legal or tax advice.