How to reinstate a Maine Limited Liability Company:
If your Maine LLC has been administratively dissolved and you would like to continue your business, you will need to reinstate first. File an Application for Reinstatement with the Maine Secretary of State, Bureau of Corporations, Elections, and Commissions (SOS). You need to contact the SOS to request the proper form to reinstate the LLC. They can also tell you which annual reports to file and the total amount you owe. The Maine SOS requires original signatures. You should also include a Filer Contact Cover Letter, which is attached to most Maine SOS forms. The cover letter is also in your online account immediately when you sign up for registered agent service with Northwest. You can submit the completed application for reinstatement by mail or in person.
You can request expedited processing by checking the box on the cover letter and including the additional fee. To expedite mailed documents, write “Expedited Service” in the lower right hand corner of your envelope. You can also request expedited processing at the SOS Corporations Division filing counter from 9-4 on business days. You can pay the expedite fee in cash or include a separate check, debit or credit card for each request.
Checks should be payable to the Maine Secretary of State.
You may pay by credit card if you include a Credit Card Payment Voucher with your form.
Mail or deliver reinstatement forms to:
Secretary of State
Division of Corporations, UCC and Commissions
101 State House Station
Augusta ME 04333-0101
Phone: 207-624-7752
Fax: 207-287-5874
What is the difference between reviving and reinstating a Maine LLC?
Revival is when the SOS allows a Maine LLC (that was dissolved in any manner) to resume business for a limited time and purpose.
Reinstatement is not limited in time or purpose and occurs after a Maine LLC has been dissolved administratively.
Do you need to get a tax clearance letter from Maine Revenue Services to reinstate?
No. You do not need clearance from Maine Revenue Services to reinstate a Maine LLC.
How much will it cost to reinstate a Maine LLC?
The administratively dissolved LLC will have to file any missed annual reports. The filing fee is $85 each. The LLC will also have to pay a $150 reinstatement penalty for each Maine annual report it has failed to file. There is a $600 limit on the LLC reinstatement penalty.
There is an additional $50 expedite fee for 24 hour processing.
The expedite fee for immediate processing is $100.
How long does it take the state to process the filing?
It takes the Maine SOS 5-10 business days to process a reinstatement.
The Maine SOS also offers 24 hour or immediate expedited processing options.
How long does your Maine LLC have to be inactive with the state before you wouldn’t have any fees, and would just have to start over with a new Maine LLC?
You can reinstate your Maine LLC for up to six years after being administratively dissolved. After six years, the LLC can no longer be reinstated and you would have to start over with a new Maine business entity. Your LLCs name is only protected for three years, so if it has been longer than that, you will have to do a name search to see if it is available.
If you do not want to reinstate the LLC and you would like to start a new Maine entity instead, you may do that at any time. The new entity would not be connected to the administratively dissolved LLC in any way so you would not be held responsible for those fees.
Can you change your Maine registered agent, principal address, etc., on the reinstatement form?
The form you file to reinstate a Maine LLC varies depending on the reason that the LLC was administratively dissolved. The information required will vary as well. You have to contact the SOS to get the reinstatement application that is specific to your Maine LLC.
How many annual reports can you miss before you can’t reinstate your Maine LLC?
You can reinstate your Maine LLC for up to six years after it has been administratively dissolved. If it has been more than six years since the date of administrative dissolution, you cannot reinstate and you would have to start over.
Maine SOS - Forms:
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