How to Reinstate an LLC in Arizona – 2024 Guide


Steve Bennett
Steve Bennett
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Get Arizona LLC Reinstated

Reinstatement of an LLC in Arizona involves a simple process. In general, after dissolving a limited liability company, sometimes LLCs restore their good standing and continue their operations. Depending on the reason for dissolution, the reinstatement occurs. In most cases in Arizona, if the dissolution is administrative, the chances of reinstatement are higher.

This article will take you through the process of restoring your business. The editors from LLCBuddy focus mainly on how to reinstate an LLC in Arizona, also known as The Grand Canyon State. There might be several reasons for LLC dissolution in Arizona. This article will also list the type of dissolution in Arizona and which ones are eligible for reinstation.

What is LLC Reinstatement in Arizona?

LLC reinstatement simply refers to returning an administratively dissolved or revoked business entity to active status. In case the Limited Liability Company doesn’t comply with the state requirements, such as non-payment for necessary fees and not filing annual reports, it may dissolve by the Arizona Secretary of State. When companies have been reinstated, they regain their legal capacity, thereby facilitating continued operations. In some cases, the companies can be dissolved due to legal issues or by members’ choices.

LLC Dissolution in Arizona

There can be several reasons why a Limited Liability Company gets dissolved in Arizona. Certain types of dissolution can be identified based on the reasons given. In Arizona, reinstatement of an LLC depends on how and why the LLC got dissolved in Arizona in the first place.

  1. Administrative Dissolution: If the LLC fails to comply with the State rules, like filing proper documents (annual reports, BOI reports in Arizona), tax dues, or any other administrative issues, the state can dissolve the LLC in Arizona.
  2. Judicial Dissolution: If there is any lawsuit and court orders to dissolve the company, the said LLC has to shut it down.
  3. Dissolution Due to Expiration: In some cases, LLCs were formed for a particular reason or for a specific time. Hence, the LLC was automatically dissolved after the purpose was served or the period was over.
  4. Voluntary Dissolution: When members decide to dissolve the LLC, they file the dissolution form with Arizona Secretary of State.

How to Reinstate an LLC in Arizona

As mentioned above, reinstatement takes place depending on the type of dissolution. The steps involved in restoring your LLC are moderately simple; however, getting professional help before you start processing LLC reinstatement is recommended. Here are the initial steps to follow before you file for reinstatement in Arizona.

Initial Steps Before Filing for Reinstatement

In Arizona, most of the businesses are reinstated after administrative dissolution. That is the most common type of reinstatement for any business, such as LLC or Corporation in Arizona. There are a few steps before you start the restore process.

Identify Reasons for Dissolution

Before you start reinstating your LLC, you must know why your company was dissolved. Some common reasons are:

  • Missing annual reports.
  • Unpaid state taxes.
  • Non-compliance with specific state regulations.

If need be, contact Arizona Department of Revenue to know whether you owe any outstanding tax obligations. Besides, going through the Arizona Secretary of State correspondences or checking the Certificate of Good Standing online can help you understand why dissolution was done in your entity.

Gather Necessary Information Regarding the LLC in Arizona

To avoid delays in filing, gather all necessary information ahead of time, including:

  • Business Name: You should first check if it is still available and has not been taken by another entity.
  • Document Number: It can often be found on previous filings or notices issued by the Arizona Secretary of State.
  • Details of Previous Filings and Compliance Records: These involve past annual reports, tax returns, and other compliance materials.

How to File an LLC Reinstatement Document

Once you are determined to restore your LLC (or business), you must proceed with the filing of a reinstatement application. In Arizona, the reinstatement document is called LLC Statement of Change. The next task is to get the forms from the official Arizona Secretary of State business section. A reinstatement fee might be paid to the Arizona SOS.

Forms

In order to reinstate your LLC, you have to fill out various forms which could include:

  • LLC Reinstatement Form: You can file your LLC reinstatement offline or online (whichever is available and convenient for you).
  • Additional Forms: Depending on what type of dissolution it is, you might need to file additional forms to Arizona Tax Department [Arizona Department of Revenue] or Insurance Department [Arizona Department of Insurance]. Besides, the Certificate of Good Standing in Arizona might be needed.
  • Annual Report Filing: For administrative dissolution, the LLC must file the annual reports and pay the due annual report fees along with the reinstatement form.

Fees

The following fees may be incurred during reinstatement:

  • Reinstatement Fee: In Arizona, the LLC reinstatement fee is Depends on which form to submit.
  • Annual Report Fees: Your company could have to pay for each year it didn’t file the annual reports. The annual report fee in Arizona is $0.
  • Late Fees and Penalties: There are possible late fees and penalties if you miss the filing deadlines set by Arizona.

Accepted methods of payment are as follows:

  • Credit Card – Visa, MasterCard, American Express or Discover.
  • For offline payment – Check with the Arizona Secretary of State for details.

Supported browsers include:

  • Chrome
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  • Firefox
  • Safari
  • Opera

Processing Time and Confirmation

The processing time for reinstatement of your LLC in Arizona varies depending on the filing method. For online filing (if available), it takes less time to process than that of offline filing. However, sometimes it takes almost the same time for both methods.

  • Processing time for LLC reinstatement: It takes 2-3 weeks to process the reinstatement in Arizona. This is a standard timing. However, if anyone is willing to get it done sooner can pay for expedited filing. It takes around 5 business days to get the processing done.

Updating LLC Information During Reinstatement

Upon reinstatement, you have an opportunity to update your LLC’s information.

  • Update members’ or managers’: Changing Members and Managers: You can add, delete, or change Members and Managers.
  • Update names and addresses as necessary.
  • Update Registered Agent Information: Change the registered agent or office address.

Changing the Statutory Agent in Arizona

To change the existing Statutory Agent for your LLC, you must attach a separate application for the same. Check how to change a registered agent in Arizona to know more about the process.

Updating Business Address

Principal Office & Mailing Address changes may also be made in these areas:

  1. Fill out the Address Change Form – where required by Arizona Secretary of State.
  2. Submit LLC Amendment Form – to update the business address or other details of your LLC, you might submit the Arizona LLC Amendment to the SOS.
  3. Submit with Reinstatement Application – Ensure all information provided is correct.

Post-Reinstatement Requirements

After getting a company back into good standing, more steps are necessary to maintain compliance:

  • Obtain a Copy of the Reinstatement Certificate
  • Updating Business Licenses
  • Make sure that all business licenses are up-to-date:
    • General Business License- Verify with do not need to obtain.
    • Specific Permits and Licenses- Check for any industry-specific requirements.
  • Verifying Good Standing Status
    • Arizona Annual Reports – File on time each year.
    • Tax Payments – Pay all state taxes due.

It might look like the steps are simple to reinstate your LLC. However, it is not as simple as it looks. Considering all the paperwork and legal complexities, it is recommended to hire professionals. You must read the best LLC services in Arizona where you can explore the professional services for your consideration.

Additional Considerations

  • Federal Requirements: Reporting Beneficial Ownership Information: Federal requirement for reporting beneficial ownership information since January 1, 2024. Visit the Beneficial Ownership Page on Arizona Secretary of State website for more details.
  • Name Availability: Name change is one of the options to consider when an original business name is not available. DBA in Arizona can also be filed if the previous name is not available. Fill out the correct amendment form with Arizona Secretary of State.
  • Contracts and EIN Reinstatement: Contracts and your EIN might be impacted by reinstating your LLC:
  • Renew Contracts: You will need to talk with vendors, banks, and customers about the revival.
  • Get a New EIN: When this becomes necessary, you should acquire it from the IRS.

Benefits of Reinstatement

There are certain important advantages of restoring your company’s existence:

  • Restores Good Standing: This makes the company become legally recognized again within the state.
  • Maintains Limited Liability Protection: This will protect the business’s owners from being liable for any company’s debts.
  • Ensures Business Continuity: The company can, therefore, continue operating without any legal challenges.
  • Preserve Business Credibility: For instance, a good relationship with clients is necessary for maintaining trust amongst suppliers and financial institutions.

Common Reasons for Administrative Dissolution

  • Failure to File Annual Reports: Filing annual reports that many states like Arizona require companies such as Limited Liability Companies (LLCs) is a must; otherwise, it may lead to dissolution.
  • Unpaid Taxes: An LLC could be dissolved until taxes are paid if any franchise taxes are pending or some state tax has not been settled.
  • Non-Compliance with Other State Requirements: For instance, where there isn’t a registered agent maintained within a specified period while being subjected to several business regulations set by the state.

Reinstatement After Dissolution in Arizona

  • Depending on the type of dissolution, reinstatement takes place. For Administrative Dissolution, reinstatement is very common and possible in Arizona.
  • For voluntary dissolution, reinstatement is not common. Because the LLC dissolution in Arizona is voluntary by members, it is not common for them to restore the LLC in Arizona.
  • For Judiciary Dissolution, it is very uncommon to reinstate in Arizona. Most of the time, court orders do not allow the LLCs to restore their business in the state they are located in. In very exclusive cases, they can be reinstated if the court passes such an order.

FAQs

How do I reinstate my LLC in Arizona?
To reinstate your LLC in Arizona, you will need to file an application for reinstatement with the Arizona Corporation Commission.
What is the deadline to reinstate an LLC in Arizona?
There is no specific deadline to reinstate an LLC in Arizona, but it is recommended to do so as soon as possible to avoid any additional fees or penalties.
What happens if I don’t reinstate my LLC in Arizona?
If you do not reinstate your LLC in Arizona, it may be administratively dissolved and lose its legal standing, including its ability to transact business in the state.
How much does it cost to reinstate an LLC in Arizona?
The cost to reinstate an LLC in Arizona varies depending on the circumstances of dissolution, but generally includes a filing fee and any outstanding fees or penalties.
Can I reinstate my LLC in Arizona if it was dissolved voluntarily?
Yes, you can reinstate your LLC in Arizona if it was dissolved voluntarily by filing the necessary paperwork and paying any required fees.
Can I reinstate my LLC in Arizona if it was dissolved involuntarily?
Yes, you can reinstate your LLC in Arizona if it was dissolved involuntarily, but you will need to resolve the issues that led to the dissolution before filing for reinstatement.
How long does it take to reinstate an LLC in Arizona?
The processing time for reinstating an LLC in Arizona varies, but it typically takes a few weeks to process the application and receive confirmation of reinstatement.
What documents do I need to reinstate my LLC in Arizona?
To reinstate your LLC in Arizona, you will typically need to file an application for reinstatement, pay any outstanding fees or penalties, and provide any other required documentation.
Can I change my LLC name when reinstating in Arizona?
You may be able to change your LLC name when reinstating in Arizona, but you will need to follow the state’s guidelines for changing an LLC name and pay any associated fees.
Can I change my LLC’s registered agent when reinstating in Arizona?
Yes, you can change your LLC’s registered agent when reinstating in Arizona, but you will need to file the appropriate paperwork and update the information with the Arizona Corporation Commission.
Can I reinstate my LLC in Arizona if it has outstanding taxes or fees?
Yes, you can reinstate your LLC in Arizona even if it has outstanding taxes or fees, but you will need to pay any arrears before filing for reinstatement.
How can I check the status of my reinstatement application in Arizona?
You can check the status of your reinstatement application in Arizona by contacting the Arizona Corporation Commission or checking online through their business entity search tool.
What is the annual report requirement for LLCs in Arizona?
LLCs in Arizona are required to file an annual report with the Arizona Corporation Commission each year to keep their information up to date and maintain their legal standing in the state.
Can I revive a terminated LLC in Arizona?
Yes, you can revive a terminated LLC in Arizona by filing an application for revival with the Arizona Corporation Commission and paying any back taxes or fees owed by the LLC.
Is there a grace period for reinstating an LLC in Arizona?
There is no specific grace period for reinstating an LLC in Arizona, but it is recommended to do so as soon as possible to avoid any additional penalties or fees.
Can I reinstate my LLC in Arizona if it has been inactive for a long period?
Yes, you can reinstate your LLC in Arizona even if it has been inactive for a long period, but you will need to follow the state’s reinstatement procedures and pay any required fees.
What happens to my LLC assets if it is dissolved in Arizona?
If your LLC is dissolved in Arizona, its assets may be liquidated to pay off any debts or liabilities, and any remaining assets may be distributed to the LLC members.
Can I reinstate my LLC in Arizona if I no longer want to do business?
If you no longer want to do business with your LLC in Arizona, you can still reinstate it to formally dissolve and wind up its affairs according to state regulations.
Can a foreign LLC reinstate in Arizona?
Yes, a foreign LLC can reinstate in Arizona by following the state’s reinstatement procedures, paying any required fees, and updating its registration with the Arizona Corporation Commission.
Can I reinstate my LLC in Arizona without a registered agent?
No, you cannot reinstate your LLC in Arizona without a registered agent, as the registered agent is required to accept legal documents and notices on behalf of the LLC.
Can I reinstate my LLC in Arizona if it was dissolved for failure to file an annual report?
Yes, you can reinstate your LLC in Arizona if it was dissolved for failure to file an annual report by filing the necessary paperwork, paying any outstanding fees, and submitting the overdue reports.
Can I reinstate my LLC in Arizona if it was dissolved for failure to maintain a registered agent?
Yes, you can reinstate your LLC in Arizona if it was dissolved for failure to maintain a registered agent by appointing a new registered agent, filing the necessary paperwork, and paying any required fees.
Is professional help necessary to reinstate an LLC in Arizona?
While professional help is not necessary to reinstate an LLC in Arizona, it may be helpful, especially if you are unfamiliar with the process or have complex issues to resolve before reinstatement.
Can I reinstate my LLC in Arizona if it was administratively dissolved for not paying taxes?
Yes, you can reinstate your LLC in Arizona if it was administratively dissolved for not paying taxes by resolving the tax issue, filing for reinstatement, and paying any associated fees or penalties.
Can I reinstate my LLC in Arizona if it was dissolved due to noncompliance with state regulations?
Yes, you can reinstate your LLC in Arizona if it was dissolved due to noncompliance with state regulations by correcting the compliance issues, filing for reinstatement, and paying any outstanding fees.
What are the consequences of operating an LLC in Arizona without being reinstated?
Operating an LLC in Arizona without being reinstated may result in legal consequences, such as fines, penalties, or loss of liability protection for the LLC members.
Can I reinstate my LLC in Arizona if it was dissolved for failure to pay filing fees?
Yes, you can reinstate your LLC in Arizona if it was dissolved for failure to pay filing fees by paying the outstanding fees, filing for reinstatement, and following any other required procedures.
Can I reinstate my LLC in Arizona by submitting paperwork online?
Yes, you can reinstate your LLC in Arizona by submitting paperwork online through the Arizona Corporation Commission’s website, but you may also need to submit physical documents depending on the circumstances.
Can I reinstate my LLC in Arizona while avoiding in-person visits?
Yes, you can reinstate your LLC in Arizona without in-person visits by submitting all required documents and payments online or by mail, depending on the preferences of the Arizona Corporation Commission.
What is the process for reinstating an LLC in Arizona?
To reinstate an LLC in Arizona, you must file the necessary forms and pay any required fees.

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In Conclusion

LLC reinstatement or restoration in Arizona mostly depends on the type of dissolution. If it is a voluntary dissolution by the members or managers, then probably the reinstatement won’t occur. However, the LLC reinstatement will be done for other types of involuntary dissolutions in Arizona. As mentioned, you must submit the Certificate of Good Standing and updated Annual Report to the SOS to restore the LLC.

Besides, every LLC gets a certain time limit after dissolution. Within that period, reinstatement can be registered. In some states, there is no such time limit. Hence, they can file for restoration of their business any time after the dissolution process is completed. Though this article explains the DIY methods of filing your LLC reinstatement, it is highly recommended that you get professional help.

Always remember to meet state requirements consistently, which will prevent further involuntary dissolutions in the future and maintain the reputation of your company while at the same time preserving its basic features.

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