To reactivate an LLC in Florida, file a reinstatement application through the Division of Corporations’ Sunbiz portal, update your company information, and pay $100 plus $138.75 for each year of missed annual reports. The filing is entirely online, there is no deadline to apply, and once it posts the state treats your LLC as though the dissolution never happened.1Florida Senate. Florida Code 605 – Reinstatement
Gather This Information Before You Start
The Sunbiz application moves quickly if you have everything ready. Collect the following before you open the form:
- Your LLC’s six- or twelve-digit document number from the Division of Corporations. If you don’t have it, search by entity name on Sunbiz.2Florida Department of State. Corporation Records – Search Guide
- The current name and Florida street address of your registered agent. The agent must sign the reinstatement along with an authorized representative of the company.1Florida Senate. Florida Code 605 – Reinstatement
- The LLC’s principal office address and mailing address.
- Your federal EIN, or a statement that one has been applied for. Your original EIN remains valid; the IRS treats it as a permanent identifier, so you don’t need a new one.1Florida Senate. Florida Code 605 – Reinstatement
- Updated names and addresses for all current managers or managing members. These go on the public record.
What Reinstatement Costs
Every reinstatement is $100, plus $138.75 for each year the LLC missed its annual report.3Florida Department of State. LLC Fees – Division of Corporations The $138.75 is the standard annual report fee, and it applies for every delinquent year whether or not the LLC did any business. Common totals:
- One year dissolved: $238.75
- Two years dissolved: $377.50
- Three years dissolved: $516.25
- Five years dissolved: $793.75
Fees are calculated at the rates in effect when you apply, not the rates from the years you missed.1Florida Senate. Florida Code 605 – Reinstatement Partial payments are not allowed; the full balance has to clear in a single transaction.
Filing the Application on Sunbiz
Go to the reinstatement section of the Division of Corporations website and enter your document number. The system pulls up your existing LLC record so you can review and update the information, then moves you to payment.4Florida Department of State. File Reinstatement – Division of Corporations
Three payment methods are accepted:5Sunbiz. Reinstatement Filing Instructions
- Credit or debit card (Visa, MasterCard, American Express, or Discover). This is the fastest option.
- A prepaid Sunbiz E-File account.
- Check or money order payable to the Florida Department of State, drawn in U.S. currency on a U.S. bank. The system generates a voucher you print and mail with payment.4Florida Department of State. File Reinstatement – Division of Corporations
Once payment is authorized or the voucher is printed, you’ll get a tracking number confirming receipt.
How Long It Takes
Processing time depends on how long the LLC was dissolved and how you paid. If the LLC was dissolved less than one calendar year and you paid by credit card or E-File account, reinstatement posts immediately. If it was dissolved more than one calendar year, allow two to three business days for electronic payments. Check and money order filings are processed in the order received and take longer.4Florida Department of State. File Reinstatement – Division of Corporations
A confirmation email arrives at the address you provided during filing. Verify the status by searching your LLC on Sunbiz; the entity should display as “Active.” Save a copy of the filing with your permanent business records.
What Reinstatement Restores
Reinstatement is retroactive. Under Florida law it relates back to the effective date of the administrative dissolution, so the LLC is treated as if it was never dissolved. Contracts signed during the dissolved period, liability protections, and the LLC’s continuous existence are preserved.1Florida Senate. Florida Code 605 – Reinstatement
One limit matters: the rights of anyone who relied on the dissolution in good faith before learning about the reinstatement are not affected.1Florida Senate. Florida Code 605 – Reinstatement If a creditor acted against the LLC based on its dissolved status, those actions stand.
If Someone Else Took Your Name
Florida protects your dissolved LLC’s name for one year after the effective date of dissolution. After that year, the name is available to anyone.1Florida Senate. Florida Code 605 – Reinstatement If another entity has claimed your name by the time you apply, the Division of Corporations will require you to amend your articles of organization and choose a different name before reinstatement can proceed.4Florida Department of State. File Reinstatement – Division of Corporations
The amendment can’t be submitted inside the online reinstatement form. You’d need to download the amendment form, fill it out, and mail it with payment to the Division separately, which adds both time and cost.4Florida Department of State. File Reinstatement – Division of Corporations
Don’t Forget Federal Taxes
Reinstating with Florida doesn’t resolve anything with the IRS. The IRS expects tax returns for every year the LLC existed, whether or not it was active at the state level. A partnership-taxed LLC owes a Form 1065 for each year; a single-member LLC owes Schedule C on the owner’s personal return. Skipping those filings during the dissolved period can produce penalties that compound.6Internal Revenue Service. Closing a Business
If you had treated the LLC as closed and filed a final return, you may need to amend it or file returns for the gap years before resuming activity.6Internal Revenue Service. Closing a Business A short conversation with a tax professional before you reinstate is worth it, especially if the LLC was dissolved for several years.