How to revive a Maryland Corporation:
If your Maryland corporation was forfeited and you would like to continue to do business, you will need to revive your corporation. File Articles of Revival with the Maryland State Department of Assessments and Taxation (SDAT). The Maryland SDAT does not require the use of their revival form, you can draft your own articles. The Articles of Revival form is in your online account instantly when you sign up for Maryland resident agent service with Northwest. If the forfeiture was because you didn’t file your Maryland personal property return, you have to file the missing reports and fees before you can reinstate your Maryland corporation. If you have any other unpaid taxes or penalties, you must pay those fees prior to revival as well. You can submit your revival documents to the SDAT by mail, fax, or in person.
You can’t submit a late personal property return by fax, but you can submit your Articles of Revival and tax clearance by fax if you have already taken care of the late property tax return and obtained your tax clearance certificate. If you fax file, you have to pay an expedite fee. It is really the best option though, because it is so much faster and worth the extra fee. If you fax your Articles of Revival you need to include your Visa or MasterCard information on the Expedited Request by Fax Cover Sheet.
If you mail your revival documents to SDAT, include a check for fees. You can file your reinstatement documents in person for same day processing if you are in line at the Maryland SDAT counter by 4:15 pm. You will also have to pay the expedite fee. When you file in person you can pay by cash, check, or money order. Make checks payable to the State Department of Assessments and Taxation.
Deliver documents to:
Maryland State Department of Assessments and Taxation
Charter Division
301 West Preston Street
8th Floor
Baltimore, MD 21201-2395
Phone: 410-767-1340
Fax file: 410-333-7097
Does the Maryland resident agent have to sign the articles of revival?
Yes, the resident agent has to consent to the appointment, so they have to sign the articles of revival before your corporation can be revived.
Do you have to include a current property return when you file articles of revival?
What you need to include depends on when you file your Maryland corporation articles of revival.
- If you file between January 1 and April 15, you do not have to include the current year’s annual report.
- If you file between April 15 and September 30, you have to include the current years report, but you don’t have to pay the personal property taxes prior to filing the revival.
- If you file between October 1 and December 31, you must have already filed your current year’s report, certified the assessments to the local government(s) and paid your personal property taxes.
Will I need tax clearance to revive a Maryland corporation?
Yes, Maryland does require tax clearance certificate(s). But they are really only required if you ever had personal property in Maryland.
- Submit your past due annual personal property returns to the Maryland SDAT
- Then submit the assessment(s) generated from the personal property reports to the city/county government where the property is located
- Finally, you request a tax clearance certificate from that local government and submit it with your articles of revival
If you are still unsure about your tax clearance requirements, call the Maryland SDAT at (410) 767-1170.
How much will it cost to revive a Maryland Corporation?
It will cost $100 to file articles of revival for a Maryland corporation.
Expedited processing costs $50.
Penalty fees will depend on how late you are filing your personal property return and what the county assessment was. Follow the link below for an explanation of the Maryland SDAT late filing penalty procedure.
How long does it take the state to process the filing?
Normally, it takes the Maryland SDAT at least 8 weeks to process documents. And you shouldn’t expect to get a confirmation of the filing in the mail for at least 10 weeks.
We recommend that you pay the expedited processing fee to get your documents filed within 7 business days.
Mailed documents are processed normally, unless you request expedited service and pay the fee. If you wish to expedite processing of mailed documents write “EXPEDITED SERVICE REQUESTED” on a cover letter and the envelope.
Faxed documents are automatically expedited, so the Maryland SDAT will charge the fee to the card you pay with. It takes the SDAT about 7 business days to process faxed documents.
Walked in documents are expedited. So if you pay the expedite fee and drop them off by 4:15, you can have them processed the same day.
Will the Maryland State Department of Assessment and Taxation return my filed documents to me?
The Maryland SDAT does not mail your filed original back to you unless you pay an additional $5 fee. If you do not request the return and include the fee, they destroy the original. You can, however, view and print your documents by searching the Maryland Business Database on the SDAT website. Your filed documents are available online about 10 days after they are processed.
How long does your Maryland Corporation have to be inactive with the state before you wouldn’t have any fees, and would just have to start over with a new Maryland Corporation?
There is no time limit on reviving a Maryland Corporation. You can revive the corporation any time and you wouldn’t have to start over with a new entity.
Many states do not actively pursue corporations that don’t pay their annual report fees. The Maryland SDAT will refer unpaid penalties to the State of Maryland Central Collection Unit, which will add an additional 17% to the amount you owe. This will happen even if the corporation has been forfeited.
Can you change your Maryland registered agent at the same time on the Maryland reinstatement?
Yes. You can name a new Maryland resident agent right on the form. The resident agent has to sign the form to show that they consent.
Can you change your principal address at the same time on the Maryland revival form?
Yes. If your principal address has changed, you should list the new address in the articles of revival. If there is no change from the address in your corporations charter, you do not need to list it in the articles of revival.
Can you change your officers and directors at the same time on the Maryland revival form?
You can’t change your officers or directors on the revival. You can list your corporations current officers and directors in your annual report if you need to file one with the revival.
What if my Maryland corporations name is unavailable when I file articles of revival?
If your Maryland corporations name is unavailable when you file articles of revival, you can change it right on the reinstatement form. You will have to list the corporations old name as well as the new name you have chosen.
How many annual personal property returns can you miss before you can’t revive your Maryland Corporation?
There is no limit on how many annual personal property returns you can miss. You can revive a Maryland corporation at any time.
Maryland SDAT - Forms:
Maryland SDAT - Late filing penalties:
|
