How Do I Reinstate a Dissolved LLC in Delaware?
File a Certificate of Revival with the Delaware Division of Corporations and pay all delinquent annual taxes and penalties. Your LLC's Certificate of Formation is automatically canceled after three consecutive years of unpaid annual taxes under 6 Del. C. § 18-1108. Reinstatement restores your LLC's legal status retroactively to the dissolution date.
Calculate Your Delinquent Obligation
Determine each year your LLC failed to pay the $300 annual tax due June 1. For each delinquent year, you owe:
- $300 annual tax
- $200 late penalty
- 1.5% monthly interest on both the tax and penalty
Contact the Delaware Division of Corporations at (302) 739-3073 for an exact account statement. Search your LLC's status at https://icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx to confirm delinquency dates.
File Your Certificate of Revival
Submit your Certificate of Revival to the Delaware Division of Corporations online at https://icis.corp.delaware.gov/eCorp/ or by mail to:
John G. Townsend Building
401 Federal Street, Suite 4
Dover, DE 19901
Include your LLC's name, Delaware file number, and the effective revival date. There is no separate filing fee for the Certificate of Revival itself.
Submit Full Payment
Include payment for all delinquent taxes, penalties, and accumulated interest with your filing. The Division will not process your revival without complete payment. Pay online during eCorp filing or by check with your mailed submission.
Confirm Reinstatement
Once approved, your LLC's Certificate of Formation is revived and your business status is restored. Your LLC's rights, powers, and privileges are reinstated as of the revival date under § 18-1108. Verify reinstatement through the business search tool.
Resume paying annual taxes by June 1 each year going forward to maintain active status.
Contact Information
Delaware Division of Corporations
Phone: (302) 739-3073
Website: https://corp.delaware.gov/
This is general information, not legal advice.