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How to Reinstate an Administratively Dissolved LLC in Georgia

The form, the fee, and the five-year deadline that ends the option entirely.

Administrative dissolution

If your Georgia LLC was administratively dissolved, the state ended its ability to do business but did not end the company. Here is what it costs to bring it back, how long you have, and what the LLC can and cannot do in the meantime.

What the state doesAdministrative dissolutionGeorgia Secretary of State, Corporations Division
Deadline to fix5 yearsHard cutoff
Filing fee$260eCorp
What you fileApplication for Reinstatement

Before you file anything

Only domestic entities reinstate. A foreign LLC whose authority was revoked must re-qualify with a new Application for Certificate of Authority instead.

How it happened, and what the state did

Administrative dissolution

Georgia Secretary of State, Corporations Division

What triggers it

Annual Registration, with all required fees and penalties, not delivered within 60 days after it is due. Also: no registered agent or registered office for 60 days or more; failure to notify of an agent or office change within 60 days; a dishonoured payment not cured within 60 days.

The state warns you first

The warning is the Notice of Administrative Dissolution. You have 60 days from that notice to fix the default. First-class mail to the last known address of the principal office, or to the registered agent. Not certified, no personal service. O.C.G.A. 14-11-603(b)(2).

No separate tax clearance

None. O.C.G.A. 14-11-603(b)(4)(D) requires only a statement by the LLC that all taxes owed have been paid. The Department of Revenue issues nothing and charges nothing.

Statute
O.C.G.A. section 14-11-603(b)(1)
Filed through
eCorp
Online filing
Yes
Processing time
7 to 14 business days online, 15 to 21 business days by paper. Two SOS pages give slightly different figures.
Expedited service
$120 for 2 business days; $275 same business day if received by noon; $1,200 one-hour service.

What else you have to pay

The $260 reinstatement fee is separate and includes no annual registration. The application must state that the grounds for dissolution have been eliminated, which for a missed Annual Registration means bringing it current at $60 per year ($50 filing fee plus $10 service charge). The late penalty is $25. How many years are collected, and whether the $25 is charged once or per delinquent year, is not published.

What the LLC can and cannot do while it is dissolved

  • Continues its existence but may not carry on any business except what is necessary to wind up and liquidate. O.C.G.A. 14-11-603(b)(3).
  • May run the known-claims and unknown-claims procedures under 14-11-607 and 14-11-608.
  • Administrative dissolution does not terminate the authority of the registered agent, so the LLC remains servable.

Does fixing it undo the gap?

Yes, with limits. O.C.G.A. 14-11-603(b)(4): reinstatement relates back to and takes effect as of the effective date of the administrative dissolution, and the LLC resumes carrying on its business as if the dissolution had never occurred.

Can someone take your LLC name?

O.C.G.A. 14-11-603(b)(6) reserves the name for the LLC’s specific use for five years after dissolution, or until reinstatement, whichever is sooner. Within that window the name is blocked in eCorp. If the LLC does not reinstate within five years, another entity may reserve or file under the name.

How to reinstate a Georgia LLC

  1. Check the entity’s current status first. Search your LLC on the Georgia SOS business database and read the exact status word the state shows. That word decides which filing you need, and filing the wrong one is a rejected filing and a lost fee.
  2. Confirm you are still inside the deadline. O.C.G.A. 14-11-603(b)(4): must apply within five years after the effective date of dissolution. Hard cutoff. After it, reinstatement is unavailable and the remedy is forming a new entity, which is a new legal person with no relation back and no continuity of contracts or licences.
  3. Fix the thing that caused it. The $260 reinstatement fee is separate and includes no annual registration. The application must state that the grounds for dissolution have been eliminated, which for a missed Annual Registration means bringing it current at $60 per year ($50 filing fee plus $10 service charge). The late penalty is $25. How many years are collected, and whether the $25 is charged once or per delinquent year, is not published. The application is not accepted until the underlying default is cleared.
  4. File Application for Reinstatement. The filing fee is $260. It is filed through eCorp.
  5. Check that your name is still available. O.C.G.A. 14-11-603(b)(6) reserves the name for the LLC’s specific use for five years after dissolution, or until reinstatement, whichever is sooner. Within that window the name is blocked in eCorp. If the LLC does not reinstate within five years, another entity may reserve or file under the name.
  6. Verify it on the state record, not in your inbox. Search the entity again on the Georgia SOS business database and confirm the status has changed. A confirmation email is not the record. While you are there, check that the address and the agent on file are ones you actually monitor, because that is where the next notice goes.

Two ways to stop this happening twice. You can put the deadline in your own calendar and file it yourself every year. That costs $60 a year to the state plus your own attention, and the failure above is what happens on the year the reminder does not land. Or you can hand the recurring filing to a compliance service, which is the same decision people make after the second time. Compare what the major services charge before you pick one.

Put the recurring filing on a compliance service

Harbor Compliance handles registered agent service and ongoing state compliance in all 50 states, so the filing that caused this is tracked rather than remembered. State filing fees are still yours to pay.

See Harbor Compliance ↗
$99 first year, then $149/year · All 50 states

Other options

Registered Agents Inc
$200/year · Annual report filing included, state filing fee extra
Visit site ↗
Northwest Registered Agent
$125/year · Registered agent only, if the agent is the problem
Visit site ↗

Comparing services first? Our full Northwest Registered Agent review and Harbor Compliance review cover pricing, renewal behavior, and what each is best at.

What we could not establish

These are the things Georgia does not publish, or publishes in a form we could not verify against a primary source. They are listed rather than left out, because a gap you can see is more useful than a page that looks complete.

  • how many years of back Annual Registrations are collected at reinstatement, and whether the $25 late penalty stacks per year
  • real-world lag between the ground arising and the SOS mailing notice, so no month is published
  • whether a dissolved GA LLC may bring an affirmative suit unrelated to winding up: 14-11-604 has no prosecute-and-defend clause
  • what happens if the name is unavailable at reinstatement: no primary procedure located

More Georgia guides

Keeping it in good standing from here

What Georgia calls the certificate, what it costs, and what must be current before the state will issue one.

Georgia good-standing guide ↗

Need to change your registered agent?

The form, the fee, and the step-by-step process for changing your registered agent in Georgia.

Georgia change of agent guide ↗

Operating in another state too?

What Georgia law says about running an LLC there without a certificate of authority, and what it costs.

Georgia penalty guide ↗

Check your compliance

Answer 3 questions to find out if your LLC needs to register in other states.

Start free compliance check ↗

This page provides general information based on publicly available Georgia statutes and Georgia Secretary of State publications. It is not legal advice and is not a substitute for advice from a licensed attorney about a specific situation. Statutes, forms, and fees change. Verify current requirements with the Georgia SOS before filing. If you are facing enforcement action or a pending lawsuit, consult a Georgia business attorney.