How to reinstate an Ohio Limited Liability Company

Revival of Ohio LLC with Ohio Secretary of State

How to reinstate an Ohio Limited Liability Company:

There is no form available online for reinstating your Ohio LLC. The reason there’s no form is because the Ohio Secretary of State has almost no power to actually cancel your LLC. Basically, the only way to get your Limited Liability Company cancelled by the Secretary of State is to send them a bad check. They’ll contact you giving you a window to redeem your check. If you don’t for some reason, they will place your Ohio LLC in cancelled status. Legally, if your LLC is in cancelled status, you’re not allowed to do business (or make any money.)

For them, “cancelled” status is like being in trouble in school. You might get some detention, but you can get back on track pretty quickly. So, it’s in your best interest to remain in good standing.

If your Ohio LLC is “dissolved,” well, it’s basically dead to them. You can file to dissolve your LLC, or a court can determine to judiciously dissolve it, either way, dead is dead…

At that point, you may as well start over from scratch and create a new Ohio LLC.

How much will it cost to revive an Ohio LLC?

It would either cost you the amount required to redeem your bad check, or the amount required to start a new Ohio LLC

Expedited processing is also available:
Level 1 (by mail or walk-in): within 2 business days for $100.00
Level 2 (walk in only): 1 business day for $200.00
Level 3 (walk in only): 4 hours for $300.00

How long does it take the state to process the filing?

Whether your paperwork is mailed in, faxed in or walked in in-person; they say it takes:
4-6 business days, plus additional time for return mailing.

Faxing it in will cut out the mailing time and save you a trip. In our experience, faxing your paperwork in can result in faster processing. To be able to fax paperwork into the Ohio SECRETARY OF STATE, you would need to set up a prepayment account.

Expedited processing:
Level 1 (by mail or walk-in): within 2 business days
Level 2 (walk in only): 1 business day
Level 3 (walk in only): 4 hours; submit by 1:00 pm for same day processing
Make sure you write “EXPEDITE” on the envelope to request expedited processing.

You will receive a confirmation copy of the change by mail. You will also be able to print a copy directly from their website once your filing is processed.

How long does your Ohio 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 Ohio LLC?

If your Ohio LLC has been placed in cancelled status or dissolved, you can start over with a new Ohio LLC. You wouldn’t have any fees to pay related to the old LLC, just the fees to start the new one. That said, if you actually owed money for a bad check, or had outstanding tax issues, you’d still have to sort that out with the Ohio Secretary of State’s office or the Ohio Department of Taxation.

Can you change your Ohio statutory agent at the same time on the Ohio reinstatement?

Yes, you can change it at the same time, but it’s a different form with its’ own filing fee. You would have to file the Statutory Agent Update form. The fee is $25.00

Can you change your principal address at the same time on the Ohio reinstatement form?

Yes. You can file articles of amendment to change your address. It’s a different form, so you have to pay an additional fee…

Can you change your members and/or managers at the same time on the Ohio reinstatement form?

Yes. Changing your members/managers would also be done by way of an amendment.

How many annual reports can you miss before you can’t revive your Ohio LLC?

Ohio doesn’t require you to file annual reports with the Secretary of State.

Ohio Secretary of State: