How do I reinstate a Virginia Limited Liability
Company?
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Whether your Virginia Limited Liability Company was administratively terminated by the Commission or voluntarily cancelled, you need to request a Reinstatement Requirements Packet at , or call (804) 371-9733. The packet will include an Application for Reinstatement/Reentry and all items needed for reinstatement, plus an invoice of all back annual registration fees and penalties due, and also whether or not your business name is still available.
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How much will it cost to revive a Virginia LLC?
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The filing fee for a certificate of reinstatement is $100 plus all back annual registration fees and penalties. The fee is $50 per year plus $25 penalty totaling $75 for each year your business was cancelled in Virginia up to five years.
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How long does it take the state to process the filing?
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Normal processing time is one to two weeks.
Expedited Service: You can request next day processing of the Application for Reinstatement for an additional $50.
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How long does your Virginia 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 Virginia LLC?
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After five years of an inactive status, you must start over with a new Virginia LLC and you will have no back fees and penalties. If you wish to bypass the back fees and penalties prior to the five-year timeline, you can just file new Articles of Organization. If the Virginia Corporation Commission notices that the organizer of a new LLC is an individual with a dissolved LLC that has not reached the five-year deadline, they will ask for one year to be paid, or an extra $75 along with the $100 filing fee for the Articles.
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Can you change your Virginia registered agent at the same time on the Virginia reinstatement?
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Yes.
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Can you change your principal address at the same time on the Virginia reinstatement form?
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Yes. |
Can you change your members and/or managers at the same time on the Virginia reinstatement form?
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Yes.
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How many annual reports can you miss before you can’t revive your Virginia LLC?
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After the 5th anniversary of your LLC’s cancellation for unpaid annual registration fees, you can no longer revive your company in Virginia. It is preferable for businesses to reinstate prior to the 5th anniversary because the Commission’s records will reflect that you continued in existence without interruption. However, you can file new Articles of Organization at any time and possibly skip some back fees and penalties. The Commission will ask for one year’s worth of fees and penalties if they notice that a new organizer has unpaid fees and penalties from a dissolved Virginia LLC within the five-year period.
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