How to Reactivate a Dissolved LLC in Florida

To reactivate a dissolved LLC in Florida, file an Application for Reinstatement through the Division of Corporations’ Sunbiz e-filing system, pay a $100 reinstatement fee plus $138.75 for every annual report you missed, and the state will restore your LLC as if the dissolution never happened.¹ There is no deadline. An LLC dissolved six months ago and one dissolved six years ago use the same form.

Check Your LLC’s Status First

Before filing anything, confirm what Sunbiz actually shows for your company. Search by business name or document number at sunbiz.org. You’re looking for a status of “Inactive” or “Admin Dissolved/Revoked.” If the record already reads “Active,” you don’t need reinstatement at all — you may just owe a past-due annual report or need to update your registered agent.

While you’re on the record page, write down the document number. You’ll need it to start the reinstatement filing.

What You Need Before You Start

The reinstatement application is filed online through Sunbiz.² Have the following ready:

The LLC’s document number from Sunbiz.
The exact legal name under which the LLC was dissolved. You cannot change the name on the reinstatement form; a name change requires a separate amendment filed afterward.²
Current principal office and mailing addresses. These can be updated on the form.
The name and physical Florida street address of your registered agent, plus the agent’s signature confirming consent.³
Names and addresses of the LLC’s managers or authorized representatives.
Your Federal Employer Identification Number, if the LLC has one.

The reinstatement filing doubles as a records update, so you can change officers, the registered agent, addresses, and the FEIN in the same submission.²

What It Costs

The reinstatement fee is $100. On top of that, you owe $138.75 for each year your annual report went unfiled.⁴ An LLC dissolved for three years, for example, owes $100 plus three times $138.75, or $516.25 in total. The longer you wait, the more back-report fees accumulate.

Sunbiz accepts major credit cards, debit cards carrying a Visa or MasterCard logo, and prepaid Sunbiz E-File accounts.² You can also print a voucher and mail a check or money order, but that slows processing considerably.

How Long Processing Takes

Processing time depends on how long the LLC has been dissolved and how you paid:²

Dissolved less than a year and paid by card or E-File account: posts immediately.
Dissolved more than a year and paid by card or E-File account: two to three business days, because the state has to re-check name availability.
Paid by check or money order: processing begins only after payment clears, and documents are handled in the order received. Allow one to two weeks at minimum.

The name-availability check is the real catch. If another business registered an identical or deceptively similar name while your LLC sat inactive, Sunbiz cannot reinstate you under the old name. You’d have to pick a new name and file a separate amendment, and you cannot do that through the reinstatement form itself. That risk grows with time and is one of the strongest reasons to act quickly.

What Reinstatement Actually Fixes

Once processed, the reinstatement relates back to the date of dissolution. On paper, the LLC’s existence is continuous and the dissolution is treated as though it never occurred.⁵ Contracts entered during the gap, business conducted while inactive, and the chain of corporate existence are all preserved.¹

“Relates back” has limits, though. A dissolved LLC is only supposed to be winding down its affairs, and people who kept operating and signing contracts for the inactive company can face personal liability for those obligations. Reinstatement does not automatically erase situations where someone relied on the dissolution to their detriment. If you’ve been running the business through the gap, consider talking to a lawyer about any exposure that may have accrued before you reinstated.

Staying Active Afterward

Reinstatement puts you back where you were. It does not create any grace period going forward, and the same obligations that caused the dissolution will cause another one if you miss them again.

File the Annual Report Every Year

Every Florida LLC must file an annual report between January 1 and May 1.⁶ The report costs $138.75 and updates your management, addresses, and registered agent.⁴ Filing after May 1 adds a $400 late fee.⁷ If the report still isn’t in by the third Friday in September, the Division of Corporations dissolves the LLC the following Friday.⁸ Put a January reminder on your calendar.

Keep a Registered Agent in Place

Your LLC must continuously have a registered agent with a physical street address in Florida.³ The agent accepts legal documents on the LLC’s behalf.⁹ You can serve as your own agent if you have a Florida street address, or you can hire a commercial service. If your agent resigns and you don’t replace them, that alone can trigger administrative dissolution.

Federal Taxes Don’t Pause

Florida’s dissolution does not change anything with the IRS. Federal tax obligations follow how the LLC is classified — disregarded entity, partnership, or corporation — not its state status.¹⁰ If the LLC earned income or had employees during a dissolved year, federal returns are still due. Check with a tax professional before assuming an inactive status let you skip a filing.

1
Florida Senate. Florida Code Title XXXVI, Chapter 605, Section 605-0715 – Reinstatement
2
Florida Department of State. Division of Corporations – File Reinstatement
3
Florida Department of State Division of Corporations. Instructions for Articles of Organization (FL LLC) – Section: Registered Agent Name and Address
4
Florida Department of State. Division of Corporations – LLC Fees
5
Florida Department of State. Reinstatement Filing Instructions
6
Florida Department of State, Division of Corporations. Annual Report
7
Florida Department of State. File Annual Report – Division of Corporations
8
Florida Senate. Florida Code Title XXXVI, Chapter 605, Section 605-0714 – Administrative Dissolution
9
The Florida Legislature. Florida Code 605 – Section 605.0113
10
Internal Revenue Service. Closing a Business