How to Reinstate a Dissolved LLC in California
To reinstate a dissolved California LLC, file all delinquent biennial Statements of Information (Form LLC-12) with the Secretary of State, pay $250 late penalties for each missed filing, and submit a reinstatement request to both the SOS and Franchise Tax Board. California charges no reinstatement fee. Contact the SOS at (916) 657-5448 or file online at https://bizfileonline.sos.ca.gov/.
Why Your LLC Was Dissolved
The California Secretary of State automatically suspends or forfeits LLCs that fail to file required biennial Statements of Information on time. California has zero grace period—missing the deadline triggers administrative dissolution under Cal. Corp. Code §§ 17707.01–17707.06. The Statement of Information is due within 90 days of formation, then every two years during your filing month. Each missed filing incurs a $250 penalty.
Reinstatement Steps
File Delinquent Reports
Submit all overdue Statements of Information (Form LLC-12) covering each missed filing period. Include your LLC name, SOS file number, business addresses, registered agent information, and manager/member names. File online at https://bizfileonline.sos.ca.gov/ or mail to the California Secretary of State, 1500 11th Street, Sacramento, CA 95814.
Pay Penalties
Pay the $250 late penalty for each delinquent Statement of Information filing. Include payment with your filings.
Request Revival
Contact the California Secretary of State at (916) 657-5448 to request revival of your LLC after filing delinquent reports and penalties. Simultaneously submit documentation to the Franchise Tax Board confirming tax compliance or clearance.
Verify Status
Check your LLC's status at https://bizfileonline.sos.ca.gov/search/business to confirm reinstatement has been processed.
Key Points
- No reinstatement fee applies—you only pay $250 penalties per missed filing and standard filing fees for delinquent reports.
- No grace period exists in California. Missing the biennial filing deadline immediately triggers dissolution.
- FTB clearance required. The Secretary of State coordinates with the Franchise Tax Board to verify tax compliance before reinstatement.
- Resume compliance immediately. Once reinstated, file your next Statement of Information within 90 days of your filing month to maintain active status.
This is general information, not legal advice.