How to Reinstate an LLC in West Virginia

How reinstatement works in West Virginia

A West Virginia LLC that ignores the June 30 deadline can be administratively dissolved once its report is more than 60 days overdue, after the Secretary of State sends notice by certified mail. Reinstatement uses Form LLD-10 and must happen within two years of the dissolution date under W. Va. Code 31B-8-811. The cost is small, a $25 application fee plus $25 and a $50 late fee for each missing year, but the paperwork has a hard requirement: a Letter of Good Standing from the State Tax Division showing every tax has been paid. The Tax Division handles that request online through MyTaxes on form GSR-01, and the Secretary of State rejects applications that arrive without the letter itself attached. A signed current annual report must also be included. Once approved, reinstatement relates back to the dissolution date.

Steps to reinstate a West Virginia LLC

1. Attach a signed annual report
2. Pay every delinquent annual report fee and late fee
3. Attach a Letter of Good Standing from the West Virginia State Tax Division (requested online at mytaxes.wvtax.gov with form GSR-01) showing all taxes are paid
4. Certify that the reason for dissolution has been eliminated and that the name still meets West Virginia's name requirements
5. Form to use: Form LLD-10, Application for Reinstatement of Revoked or Administratively Dissolved Limited Liability Company.
6. Mail or deliver Form LLD-10 with the annual report, the tax Letter of Good Standing, and payment to a Secretary of State business center in Charleston, Clarksburg, or Martinsburg.

Processing: Standard processing is 5 to 10 business days; next-business-day ($25), 2-hour ($250), and 1-hour ($500) expedite options are available.

What reinstatement costs: a worked example

An LLC dissolved after missing 2 reports:

$25 reinstatement application fee, plus $25 for each missing annual report (including the current year) and a $50 late fee for each missing 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 W. Va. Code 31B-8-811, reinstatement relates back to the effective date of the administrative dissolution and the LLC may carry on as if it had not been dissolved.
• Your LLC name: The application must confirm the name still satisfies West Virginia's name requirements; if another business has taken the name while the LLC was dissolved, a different name will be needed.

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

Reinstatement in West Virginia and nearby states

Mistakes that slow down a West Virginia reinstatement

• Sending the GSR-01 request form instead of the actual Letter of Good Standing from the State Tax Division, which causes the application to be rejected.
• Leaving out the signed current annual report that must be attached to Form LLD-10.
• Waiting more than two years after dissolution, which is past the reinstatement window in W. Va. Code 31B-8-811.