REINSTATE A NEVADA CORPORATION COMPLETE GUIDE
What is reinstatement and when do you need to reinstate a Nevada Corporation? If a Nevada Corporation has been deemed inactive or does not have a good standing then reinstatement is the process by which different types of business entities including a C Corporation can regain their active status or good standing in the state. This inactive status can be caused by many factors including failure to file an Annual List or the filing fee for the same, franchise tax or any other state taxes.
How do I reinstate my company?
Managing a business is never the easiest thing and even the smallest mistake like missing a deadline or failing to deliver an important business document like the annual list in the state of Nevada can prove to be costly. Failure to file relevant documents with the Secretary of State can lead to businesses being put in the “revoked status” list. Being in this list can have an adverse effect on the performance of the business and also on the clients the business caters to.
Is there a way out? Yes, you can reinstate a Nevada Corporation but prior to that you need to understand what are different business statuses in the state and so you will have to identify which status your business requires you to reinstate under.
The Default Status
A Nevada Corporation can be termed as having default status if it has failed to submit its annual list or annual report or has been unable to pay state fees by the due date. According to NRS 78.170, if any corporation in the state of Nevada that is required to file as well as pay the fee pursuant to NRS 78.150 to 78.185, inclusive, neglects or refuses to do so within the due date, it shall be deemed to be in default. As a result, a corporation will lose the corporate protection it enjoys in Nevada and such a corporation will be required to pay the fee and penalty to get “active status”.
The Revoked Status
If your Nevada corporation fails to file their annual report along with the fee for a period of one year as prescribed by NRS 78.150 then the business license or “good standing” status will be revoked. If a corporation fails to comply with requirements prescribed in NRS 78.152 – subsection 3, the Secretary of State can take any action deemed necessary and this includes the suspension or revocation of the corporate charter. In such a scenario, your Nevada Corporation will not be able to conduct business in the state and this may severely hamper overall growth of the business. Hence, it is important to apply for Nevada 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 transactions with immediate effect.
How to reinstate my Nevada Corporation?
Is there a process by which you can reinstate a Nevada Corporation? It is important to know that a domestic corporation in the state can be reinstated only if specific documents pursuant to NRS 78.180 are submitted to the secretary of state. In order to reinstate, you will be required to submit the following documents:
- A list required by NRS 78.150 containing: The name of the business corporation, The file number of the business corporation, if known, The names and titles of the president, secretary and treasurer, and the directors. The address, either business or residence, of each officer and director listed and the signature of an officer of the corporation, or a person specifically authorized by the corporation to sign on the list certifying that it is complete and accurate.
- Completed and signed Declaration Page if claiming a Business License Exemption
- Certificate of Reinstatement
- A Registered Agent Acceptance signed by the agent of record for the business corporation pursuant to NRS 77.310. However, if the corporation is changing their agent then a Statement of Change of Registered Agent needs to be completed, signed and accompanied by a $60 filing fee
- Customer Order Instructions
- A completed and signed Annual List for the corporation requiring Nevada secretary of state reinstatement
If required, you may also need to submit a filled Application of Reinstatement form
- All or any filing fees and penalties due
The filings can be submitted to the office of the Secretary of State by mail, through fax, and in person along with the applicable fee and penalty. It has to be mailed to the Secretary of State, Status Division, 202 North Carson Street, Carson City NV 89701-4201. Fax: 775-684-7123
You may file for the “Certificate of Revival” after a period of 5 years PURSUANT TO NRS 78.730 and 81.010. In order to revive your corporation in the state of Nevada, you will be required to submit enclosures including Certificate of Revival, annual list (officers/directors) (managers/members) (general partners) (trustees) (managing partners), Registered Agent Acceptance, Change of Registered Agent by Represented Entity, Customer Order Instructions and ePayment Checklist. The fee for revival is based on the total number of authorized shares and the par value of the corporation at the time of the revocation.
IncParadise can file reinstate for you
Can I change my Registered Agent at the time of reinstatement?
Yes, you can change your registered agent at the time of Nevada reinstatement pursuant to NRS 77.340. You will have to file the “Statement of Change of Registered Agent by Entity” as a separate form or as a part of the “Certificate of Reinstatement” form.
IncParadise is one of the reputable and top registered agents in the state of Nevada and we can help you reinstate your Nevada Corporation with ease.
Tax Clearance or Tax Good Standing before reinstating
There are several states in the USA that requires businesses to obtain a “Tax Good Standing” or “Tax Clearance” certificate prior to filing for a Nevada reinstatement. In the state of Nevada, it is known as a Tax Status Compliance Certificate or simply a Tax Compliance Certificate. This certificate is issued by the Nevada Department of Taxation to a Corporation, LLC or a Sole Proprietorship that meets its Nevada tax obligations.
You are probably wondering what a Tax Compliance Certificate really is. It is a written evidence of the fact that your business entity has cleared any or all taxes overdue by filing for the same with the Department of Taxation or Department of Revenue. It is also known by many names such as Nevada Certificate of Good Standing, Nevada Tax Status Letter, or Nevada Tax Clearance Certificate.
You have to get this certificate before filing to reinstate Nevada Corporation and you will require the following:
- A Domestic or Foreign business entity must be registered as a legal entity with the Secretary of State – Nevada
- The Nevada Corporation in question should have paid all types of Nevada state taxes as well as any outstanding fee or penalty.
- The Nevada Corporation should not be in default or on the suspended list of businesses
Once you apply for a Nevada Tax Clearance Certificate, the process can take from weeks to months but we at IncParadise can help in speeding up the process by contacting the Nevada Department of Taxation on your behalf.
How IncParadise can help you?
Nothing hurts a business more than loss of revenue and diminished growth, and this can almost become a reality for business entities when the secretary of the state revokes their license to operate in a state. The question is whether it is possible to bring back an entity in default or one that has being revoked into good standing.
Yes, it is possible through the Nevada secretary of state reinstatement and this is where IncParadise can be an asset to your business entity!
If your business entity has been listed in “not good standing” in the state and if you are looking for someone to help you reinstate your Nevada Corporation then we at IncParadise can assist you with getting your company into the “good standing” list.
IncParadise will provide assistance towards Nevada reinstatement in the following ways:
- Pending Fee/Tax: Our team of professionals will identify any pending Nevada fee or tax. This is one of the primary reasons why business entities go into default or their licenses are revoked. We will not only identify pending fee or tax but also provide guidance regarding filing of pending fee and taxes.
- Reinstatement Forms: Different types of business entities require different Nevada secretary of state reinstatement forms. We will ensure you get the right form and if at all you require help filling the form, we can provide guidance on the same.
- Examine and Submit: We will examine the filled Reinstatement Form and check information provided in the form so that they are ready for submission. We will also submit the form with the Nevada Secretary of State – Status Division.
- Reinstatement: We will notify you or provide you with a file stamped copy of the Certificate of Reinstatement.
OUR CHARGES ARE JUST $89.00
+State fees/Annual Fees for Reinstatement