How to reinstate a West Virginia Limited Liability Company:
If your West Virginia LLC was administratively dissolved, you can reinstate within two years of the dissolution. To reinstate your LLC, file one original West Virginia Application for Reinstatement of a Revoked or Administratively Dissolved Limited Liability Company with the West Virginia Secretary of State, Business Division (SOS). File two if you want SOS to return a file stamped copy to you. You do not have to use SOS forms. Your documents do not have to have original signatures. You have automatic access to the reinstatement forms in your online account when you sign up with Northwest.
You will have to include a letter of good standing from the West Virginia Tax Department when you submit your application.
You can pay filing fees by check, money order, or credit card. If you file in person, you can pay with cash, too. Checks should be payable to “West Virginia Secretary of State.”
Submit reinstatement documents by fax, mail, or in person to:
West Virginia Secretary of State
1900 Kanawha Blvd E.
Bldg 1, Suite 157-K
Charleston, WV 25305
Phone: (304) 558-8000
Fax: (304) 558-8381
How do you get a letter of good standing from the West Virginia Tax Department?
- You can get a Request for Statement of Good Standing on the West Virginia Tax Department website (see link below) or in your online account when you sign up for registered agent service with Northwest
- You can then mail or fax the completed request to the West Virginia Tax Department
- The Tax Department will either mail or fax the Statement of Good Standing to you, not the SOS
- Finally, you submit the Statement of Good Standing with to the SOS with your application for reinstatement
To contact the West Virginia Tax Department:
Administrative Support Unit
WV State Tax Department
Internal Auditing Division
1001 Lee Street East
Charleston, WV 25301
Phone: (304) 558-0678
Fax: (304) 558-8643
How much will it cost to reinstate a West Virginia LLC?
Reinstatement application: $25
Late annual reports: $25 plus $100 delinquency fee ($125 for each report)
How long does it take the state to process the filing?
West Virginia SOS processes the LLC reinstatement in 24-48 hours.
If you personally deliver your documents, SOS will process them immediately.
West Virginia SOS does not offer expedited processing.
How long does your West 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 West Virginia LLC?
A West Virginia LLC can apply for reinstatement within two years after the effective date of dissolution. After that time, you would have to form a new LLC with the state. Remember that your name is only protected during the two year reinstatement period.
Can you change your West Virginia registered agent at the same time on the West Virginia reinstatement?
No, there is no place on reinstatement to change your West Virginia registered agent. But there is an annual report attached to the reinstatement form and you can change your registered agent on the report.
Can you change your principal address at the same time on the West Virginia restoration form?
No, there is no place on reinstatement to change your principal address. But there is an annual report attached and you can update address information on the report form.
Can you change your members and/or managers at the same time on the West Virginia reinstatement form?
No, there is no place on reinstatement to change your LLCs members and managers. But there is an annual report attached so you can just change or update member and manager information on the report.
How many annual reports can you miss before you can’t reinstatement your West Virginia LLC?
You can apply for reinstatement up to two years after the effective date of your administrative dissolution. Basically, you can miss three annual reports and still reinstate, but you have to do it by the second anniversary of your administrative dissolution.
West Virginia SOS forms:
WV Tax Department forms: