Reinstate an LLC in Georgia

Georgia's trigger for losing your LLC is simple: miss the annual registration and, after notice, the Secretary of State's Corporations Division administratively dissolves the entity. The reinstatement path is equally clear, file online through eCorp, catch up the missed registrations, pay the reinstatement fee, but it comes with a clock: Georgia generally only allows reinstatement within five years of the dissolution. This page walks the whole process, the running cost, and the point where it's worth asking whether reviving the LLC beats closing it and starting clean.

What does administrative dissolution mean in Georgia?

Every Georgia LLC has to file an annual registration with the Secretary of State's Corporations Division between January 1 and April 1 each year, confirming the company's current details and registered agent and paying the annual fee. Miss that window, and after the state sends notice, the Corporations Division administratively dissolves the LLC for failing to keep its registration current. Failing to maintain a registered agent in Georgia can lead to the same result.

A dissolved Georgia LLC loses its active status, can lose the exclusive right to its name, and shouldn't be conducting business under the entity. But the company isn't erased, Georgia keeps it on the record as administratively dissolved and eligible for reinstatement for a limited time. That limited time is the important part: unlike some states that let you reinstate more or less indefinitely, Georgia sets a five-year window, after which the only option is to form a brand-new LLC.

How do you reinstate an LLC in Georgia, step by step?

1. Confirm the status and dissolution date. Look up the LLC in the Secretary of State's records to confirm it was administratively dissolved and check the date, that starts the five-year clock.
2. Check your name is still available. Search the Corporations Division records to confirm no one else registered your name while you were dissolved.
3. File the reinstatement application in eCorp. Use the Secretary of State's online eCorp system to submit the application for reinstatement.
4. Bring the annual registrations current. File and pay each annual registration you missed while the LLC was dissolved.
5. Pay the fees. The reinstatement fee plus the accumulated annual registration fees, in one online transaction. Confirm the current amounts before filing.
6. Confirm active status. Verify the record shows the LLC active again before you rely on it for banking, contracts or licensing.

What does reinstatement cost in Georgia, and how long does it take?

Georgia's reinstatement fee is around $250, confirm the current figure with the Secretary of State, and on top of it you pay the back annual registration fees for every year you missed. The annual registration for an LLC is around $50 per year, so the arithmetic is roughly $250 plus about $50 for each missed year. A company dissolved after skipping two registrations is therefore looking at the reinstatement fee plus roughly two years of registration fees. There's no franchise-tax arrears to clear, which keeps Georgia on the moderate end for cost. Total your own figure from your missed years and confirm the current amounts before filing.

Because reinstatement is filed online through eCorp, processing is often reasonably quick, many online reinstatements are handled within a few business days, though processing times vary with volume. If a deadline is riding on good standing, confirm the realistic window with the Secretary of State.

One more thing to budget for: a valid registered agent in Georgia. If your previous agent resigned or moved on while the LLC was dissolved, common when a business winds down informally, you'll need a current one in place before the reinstatement is accepted, and a commercial provider carries its own annual cost. It's a small line item, but it's the kind of thing that stalls a filing at the last step. Add it to the reinstatement fee and the back registration fees when you total what reviving the entity actually costs, and remember the five-year window: weigh that combined figure against simply forming a fresh Georgia LLC if this one has no real history worth keeping.

What do you have to clear first in Georgia?

• Every missed annual registrationreinstatement requires catching up each one.
• The back registration feesroughly the annual LLC registration fee per missed year.
• The reinstatement feearound $250 to restore active status.
• A registered agentyou must confirm a valid Georgia registered agent in the filing.
• The five-year windownot a fee, but a hard prerequisite: reinstatement must fall within it.

Georgia's administrative dissolution is a registration lapse rather than a tax matter, so there's typically no tax-clearance certificate to obtain from the Department of Revenue for reinstatement, but any Georgia tax the LLC genuinely owes remains its own obligation to resolve.

What happens to your EIN and federal taxes in Georgia?

Here's the piece Georgia's reinstatement process never touches: your EIN and the IRS business account behind it. Whether you revive the LLC or let it go, the annual-registration catch-up only settles the state side of the ledger. The IRS keeps its own separate record, and the two don't talk to each other.

If you're reinstating to keep operatingthe federal side simply continues, the same EIN carries on and you keep filing federal returns each year as normal. Restoring active status with the Secretary of State changes nothing about your federal obligations, and a reinstated LLC that stops filing federal returns just creates a fresh problem later.

If you're leaning the other way, closing the LLC rather than reviving it, remember that the IRS never cancels an EIN. The number is permanent and is never reassigned. Instead you ask the IRS to close the business account attached to the EIN, and it won't do that until your final federal returns are filed and marked final. This is the single most-missed step when people close a company themselves: they file the state paperwork, assume they're finished, and leave an open IRS account quietly expecting returns.

None of this changes because the LLC was administratively dissolved rather than voluntarily closed, if anything, an entity that lapsed on its own is more likely to have loose federal threads: unfiled returns, or an account nobody remembered. Settling the winding-up properly, providing for any debts, filing the outstanding returns, and closing the IRS account, is what turns a dissolved-and-forgotten Georgia LLC into one that's genuinely, finally closed.

Should you reinstate, or dissolve and start fresh?

The five-year clock actually sharpens this decision: you don't have forever to dither, so it pays to decide deliberately.

Reinstate when the LLC is a real, ongoing business, contracts, licenses, property, a bank account, or a name and reputation tied to that specific company. Within the window, the modest cost buys back full continuity relating to the original formation date.

Dissolve and start fresh when the LLC never really traded and holds nothing worth keeping. If it's a dormant shell, paying the reinstatement fee plus back registrations to revive it makes little sense, and if the five-year window has nearly closed, forming a new LLC is the cleaner path anyway. We walk through that decision on reinstate or start a new LLCwith the general mechanics under administrative dissolution.

If closing it deliberately is the right move, that's the job we do. See how to dissolve an LLC in Georgia for the voluntary route, or the full dissolution guide for everything, including closing the IRS business account behind your EIN, which the state filing never touches.

Not sure which way to go?

With a five-year clock on reinstatement, it's worth deciding sooner rather than later. A specialist can give you a straight read on whether reviving or a clean close makes more sense for your situation, even when the honest answer is that you don't need us.

This page explains Georgia reinstatement for information. Filings are made with the Georgia Secretary of State directly; our own service is business dissolution, not reinstatement. Fees and windows change, confirm current requirements with the Secretary of State before filing.