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How To Reinstate A Tennessee Corporation


Reinstate Or Revive A Tennessee Corporation:

If your Tennessee corporation was administratively dissolved, and you want to reinstate, you must file an original Form SS-4439, Application for Reinstatement following Administrative Dissolution/Revocation with the Office of the Department of State, Division of Business Services (DBS). The DBS form is in your online account when you sign up for registered agent service and is available on the DBS website. You are not required to use the DBS forms; you may draft your own articles of dissolution or termination. The application must include any missing annual reports and payment for delinquent costs and fees. You can get the annual reports you need by contacting the DBS.  DBS accepts checks, cashier’s checks, money orders etc., payable to the “Tennessee Secretary of State.”

Submit reinstatement documents and fees by mail or in person:

Department of State
Division of Business Services
312 Rosa L. Parks Avenue
Snodgrass Tower, 6th Floor
Nashville, TN 37243
Phone: 615-741-2286

How much will it cost to reinstate a Tennessee Corporation?

The filing fee for an application for reinstatement is $70.
The filing fee for each past due annual report is $20.

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

If you mail your application for reinstatement to DBS, it is processed in 3-5 business days. If you deliver documents in person DBS will process them while you wait. Tennessee DBS does not offer expedited processing.

Tax clearance can lengthen processing times if your Tennessee corporation has unpaid taxes.

How long does your Tennessee 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 Tennessee Corporation?

If your Tennessee corporation was administratively dissolved, you may choose to start a new company instead of reinstating.  You could even use the same business name.  But the old corporation would still be liable to the Department of Revenue for unpaid taxes.

An application for reinstatement costs $70 plus filing fees for annual reports ($20 each). A Charter to start a new Tennessee corporation would cost $100 to file.

Can you change your Tennessee registered agent at the same time on the Tennessee reinstatement?

The Application for Reinstatement form does not give you the option to change your Tennessee registered agent on the form. If you need to change your registered agent, you can do it on the annual report filed with the reinstatement form.

Remember that you will have to pay the annual report fee as well as the $20 change of agent fee.

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

The Application for Reinstatement form does not give you the option of changing your principal address. But you can change your principal address on your annual report.

Can you change your officers and directors at the same time on the Tennessee reinstatement form?

The Application for Reinstatement does not allow you to change your officers or directors on the form. You can change your officers and directors in the annual report you will file with your application for reinstatement.

How many annual reports can you miss before you can’t revive your Tennessee Corporation?

There is no limit on the reinstatement period for Tennessee corporations.  You can reinstate a corporation or LLC at any time following administrative dissolution, even if you’ve missed a number of annual reports.

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