REINSTATE A CALIFORNIA LLC COMPLETE GUIDE
What is reinstatement and how does the process work in the state of California? Most often than not, you will need to reinstate California LLC if the limited liability company has been administratively dissolved or a business entity license have been revoked. The procedure for reinstatement will vary from one state to another.
Why do I reinstate my company?
The importance of California reinstatement lies in the fact that the Secretary of State – Business Programs Division can find your business to be in default due to several reasons like non-submission of Statement of Information within the due date. Once a business entity goes into default, its license can be revoked and that is definitely not good for business growth.
- Suspension: A domestic business entity in the state of California can face suspension if it fails to file a statement of information pursuant to Title 2.6 California Revised Uniform Limited Liability Company Act, section 17713.10 and Revenue and Taxation Code Sections 23301 and 23301.5. On the other hand, a foreign LLC will face forfeiture.
Due to the suspension, a domestic or foreign limited liability company will lose its powers, rights, and privileges and will not be able to defend itself if it is sued. Hence, it is important to apply for California secretary of state reinstatement as soon as possible so that your business is back in “good standing” with the state and you can start conducting your business with immediate effect.
How to reinstate my California LLC?
Is there a process by which you can reinstate California LLC? The procedure for reinstatement is as follows:
- California SOS Reinstatement: If your limited liability company has been suspended due to non-filing of the Statement of Information then you can request a California secretary of state reinstatement by filing current Statement of Information form LLC-12 along with the outstanding fee and the Agent for Service of Process information. This form can be submitted through mail, e-filing, and in person.
- California FTB Reinstatement: If a domestic or foreign limited liability company has been forfeited or suspended due to non-filing of franchise tax then you will be required to file FTB 3557 LLC Application for Certificate of Revivor – LLC with the Franchise Tax Board (FTB). Payment of pending franchise tax, penalties, and due interest should be made along with the application.
Note: If your limited liability company has been suspended or forfeited by both FTB and SOS then you will be required to file both Statement of Information and Application for Certificate of Revivor with either department.
IncParadise makes LLC Reinstatement with FTB or SOS in California easy for you!
Can I change my Registered Agent at the time of reinstatement?
Yes, you can change your registered agent at the time of California reinstatement pursuant to California Financial Code section 14101.6 and California LLCs Code section 202, 1502, 2105, or 2117.
IncParadise is one of the reputable and top registered agents in the state of California and we can help you reinstate California LLC with ease. You can check our services here.
Tax Clearance or Tax Good Standing before reinstating
It is important to know that several states in the USA require a business entity to acquire a Tax Clearance or Tax Good Standing certificate prior to reinstatement. The question is – do you require such a certificate to reinstate California LLC? Here’s what you should know:
- If a domestic or foreign business entity has been suspended by California secretary of state due to failure to file statement of information then you need to ensure that form AB 2341 has been filed as it allows LLC’s to avoid the minimum annual tax or franchise tax for the current taxable year.
- If your domestic or foreign business entity has been suspended by California Franchise Tax Board due to failure to file final annual or franchise tax return for the preceding taxable year then you will have to obtain a California Tax Clearance Certificate prior to California reinstatement.
Once you apply for a California Tax Clearance Certificate, the processing time can vary from a few weeks to almost a month. We at IncParadise can help in speeding up the process by communicating directly with the California Franchise Tax Board (FTB) on your behalf.
How IncParadise helps you?
A business that has been suspended or forfeited by the Secretary of State or the Franchise Tax Board will lose its rights to not only operate in the state of California but also will not be able to file any lawsuit or defend against a lawsuit. This is where IncParadise can help you to reinstate California LLC and regain your “good standing status”.
IncParadise will provide assistance towards California reinstatement in the following ways:
- Pending Franchise Tax: Experts at IncParadise will identify any pending California franchise tax and ensure you are filling and filing the correct franchise tax form
- Reinstatement Forms: Different types of business entities require different California secretary of state reinstatement forms. We will ensure you fill the correct “Application for Certificate of Revivor” and we can provide guidance on the same.
- Examine and Submit: We will ensure that the Reinstatement Form or Certificate of Revivor filled by you contains correct information and is ready for submission. We will also submit the form with the California Secretary of State or the Franchise Tax Board.
- Reinstatement: We will notify you or provide you with a file stamped copy of the Certificate of Revivor (Reinstatement).