Reinstating a Business in Texas: Reinstatement Guide 2024

Embarking on a business venture in Texas, also known as The Lone Star State, comes with many rewards and challenges. Ensuring your business remains in good standing within the state is essential to its success. If your company has faced dissolution or suspension, fear not – this comprehensive guide on reinstating a business in Texas is here to help you navigate the process and breathe new life into your enterprise.

At LLCBase, we understand that forming a business can be an overwhelming experience, so we are here to help you every step of the way. Whether you’re just starting an LLC in Texas or looking to reinstate an existing business, our expert advice will provide you with the necessary knowledge and resources to get your company back on track and thriving in the vibrant Texas business landscape.

Reinstate a Business

On this page, you’ll learn about the following:

What Does Reinstating a Business Mean
6 Steps in Reinstating a Business in Texas
What Does it Mean to Be in Good Standing
Why Would a Company Be Dissolved
FAQs

What Does Reinstating a Business Mean

Reinstating a business in Texas is reviving a dissolved or suspended company to regain its good standing and legally operate within the state once again. When a business is reinstated, it is given a second chance to meet all the necessary requirements and obligations set forth by the state.

There are several reasons why a business may need to be reinstated. For instance, it may have been involuntarily dissolved or suspended due to failure to comply with state regulations, such as not filing annual reports, not paying taxes or fees, or not maintaining the appropriate licenses and permits. In such cases, reinstatement becomes necessary to rectify these issues and restore the company’s legal status.

6 Steps in Reinstating a Business in Texas

Allow us to guide you through the 6 essential steps for reinstating a business in Texas easily and accurately. We have also compiled a list of the best business attorneys in Texas to assist you with reinstating your business. Feel free to explore their services!

Step 1: Determine All Outstanding Fees

The initial step in reinstating your business in Texas is to thoroughly assess any outstanding fees, taxes, or penalties that must be paid before you can proceed with the reinstatement process. These outstanding obligations could include but are not limited to $0 because it is not mandatory, $400 minimum, or any late filing fees that may have been incurred.

To accurately determine the amounts due, you should reach out to the Texas Comptroller of Public Accounts, responsible for managing and enforcing tax regulations within the state. They can provide a comprehensive overview of any outstanding balances that must be settled before your business can be reinstated. It is crucial to resolve these financial obligations, as leaving them unpaid can result in further penalties and hinder the reinstatement process.

In some cases, you may also need to contact other state agencies responsible for overseeing business operations, such as the Texas Secretary of State or the Texas Workforce Commission. These agencies can inform you of any additional fees, penalties, or outstanding requirements that must be met before reinstatement can occur.

Once you have identified all outstanding obligations and clearly understand the amounts due, ensure that you promptly settle these payments. Doing so will allow you to move forward with the reinstatement process and demonstrate your commitment to maintaining good standing and compliance with Texas regulations.

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Step 2: Accomplish All Necessary Forms

To reinstate your business in Texas, it is essential to obtain and accurately complete all the necessary forms mandated by the Texas Secretary of State. The specific forms required for reinstatement may vary based on several factors, including the type of business entity, the reason for dissolution or suspension, and the unique regulations set forth by Texas.

To acquire the appropriate forms and instructions for your business, visit the Texas Secretary of State website or contact the office directly. They can guide you through the process and provide you with the most up-to-date forms and requirements for reinstatement. Read the instructions carefully and gather all the necessary information and documentation to complete the forms accurately.

Some common documents that may be required during the reinstatement process include the following:

Application for Reinstatement: This form typically requests basic information about the business, such as its name, address, and reason for dissolution or suspension.
Updated Annual Reports: If your business was dissolved due to failure to file an annual report in Texas, you might be required to submit any missing reports to bring your business back into compliance.
Tax Clearance Certificate: Depending on the state, you may need to provide evidence that your business has satisfied all outstanding tax obligations before reinstatement can be granted.
Certificate of Good Standing: This document from the Texas Secretary of State confirms that your business complies with all state requirements and is eligible for reinstatement.

Once you have obtained the necessary forms, allocate sufficient time to complete them accurately and thoroughly, ensuring that all information provided is up-to-date and consistent with your business records. Double-check your work to avoid any errors or inconsistencies that could delay the reinstatement process or result in further penalties.

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Step 3: Audit the Reinstatement Forms

A crucial aspect of the reinstatement process is conducting a thorough audit of the completed forms before submitting them to the appropriate state agencies. Meticulously reviewing your reinstatement forms for any errors or discrepancies will significantly increase the likelihood of a smooth and efficient reinstatement process and minimize the risk of delays or incurring additional fees due to inaccuracies.

Here are some tips to help you audit the reinstatement forms effectively:

Verify all business information: Double-check that all the details provided in the forms, such as the business name, address, and contact information, are accurate and up-to-date. Ensure your information is consistent across all forms and matches your business records.
Review financial information: If your forms require financial information, such as tax payments or fees, ensure that the provided figures accurately reflect your business’s financial obligations. Cross-check the numbers with your financial records to avoid any discrepancies.
Check for completeness: Go through each form and ensure all required fields have been filled out. Only complete forms can ensure the processing or even denial of your reinstatement request.
Proofread for grammar and spelling: While minor grammatical or spelling errors may not significantly impact the reinstatement process, you must present professionally prepared documents that reflect your commitment to maintaining good standing within the state.
Consult with professionals: If you need clarification on the reinstatement forms or need assistance reviewing them, consider consulting with a legal or financial professional familiar with your state’s reinstatement requirements. Their expertise can be invaluable in ensuring that your forms are error-free and compliant with state regulations.

By dedicating time and effort to auditing your reinstatement forms before submission, you can prevent potential issues and expedite the reinstatement process, ultimately allowing your business to return to good standing and resume operations within Texas more quickly.

Step 4: Submit Completed Reinstatement Forms

After diligently completing and reviewing the reinstatement forms, it’s time to submit them to the relevant state agencies responsible for overseeing business compliance and reinstatement in Texas. These agencies may include the Texas Secretary of State, Texas Secretary of State, and the Texas Workforce Commission.

To ensure a seamless submission process, adhere to the following guidelines:

Identify the correct submission method: Different state agencies may have varying preferences for submission methods, such as online, mail, or in-person. Please consult the respective agency websites or contact them directly to determine the appropriate submission method for each form.
Follow submission requirements: Pay close attention to the specific requirements outlined by each agency, such as attaching supporting documents or including payment for any applicable fees. Please comply with these requirements to ensure your reinstatement request is completed on time.
Keep track of deadlines: Each state agency may have its own deadlines for submitting reinstatement forms. Ensure you submit your forms on time to avoid late fees or further complications in the reinstatement process.
Maintain copies of submitted forms: Keep copies of all completed forms and supporting documents for your records. This can be helpful in case any issues arise during the reinstatement process or if you need to reference the submitted information in the future.
Request confirmation of receipt: When submitting your forms, requesting confirmation from the respective state agencies may be beneficial. This can provide peace of mind knowing that your forms have been received and are being processed.

By carefully following the submission requirements and guidelines the appropriate state agencies provide, you can increase the likelihood of a successful reinstatement process and get your business back on track in Texas more efficiently.

Step 5: Pay the Applicable Filing Fee

In addition to submitting your completed reinstatement forms, including the required filing fees as part of your application is essential. These fees can vary depending on factors such as the type of business entity, the specific requirements of Texas, and the nature of the outstanding obligations that led to the dissolution or suspension of your business.

In Texas, the reinstatement filing fee of $75 for your business, consult the Texas Secretary of State website or contact the office directly. They can provide the most up-to-date information on the applicable fees and any additional charges required for the reinstatement process.

When submitting your reinstatement forms and the filing fee}}, ensure that you follow the payment guidelines provided by the Texas Secretary of State. This may include paying through a check or money order, or an online payment portal. Include any necessary payment references or documentation to ensure your fees are correctly applied to your reinstatement request.

Step 6: Sit Back and Be Officially Reinstated

Once you have submitted all the necessary reinstatement forms and paid the required fees, the state agencies responsible for reviewing reinstatement requests, such as the Texas Secretary of State, Texas Secretary of State, and Texas Workforce Commission, will begin processing your application. During this time, it’s essential to exercise patience as the processing time for reinstatement requests may vary depending on factors such as the agencies’ workload, the complexity of your case, and the specific requirements of Texas.

While you wait for the official confirmation of your business reinstatement, consider taking the following steps to ensure a smooth transition back to good standing:

Monitor your application status: Keep track of your reinstatement request by periodically checking its status through the state agency websites or contacting them directly. This can provide you with updates on the progress of your application and alert you to any potential issues that may arise.
Prepare for resuming operations: As you await reinstatement, begin preparing to resume your business operations by ensuring that all necessary Texas business licenses, permits, and insurance policies are up-to-date and in compliance with Texas regulations.
Develop a compliance plan: To maintain good standing in the future, create a plan to ensure ongoing compliance with state requirements, such as timely filing of annual reports, payment of taxes and fees, and maintaining necessary licenses and permits.
Stay informed: Keep up-to-date with any changes to the state regulations that may affect your business, and be prepared to adapt your operations accordingly.

Once you receive official confirmation that your business has been reinstated in Texas, you can confidently resume your operations, knowing that your company is in good standing and compliant with all state requirements. Remember to maintain ongoing compliance to avoid future dissolution or suspension, and focus on growing and strengthening your business within Texas.

What Does it Mean to Be in Good Standing

Being in good standing in Texas means that your business complies with all state requirements, including timely filing of annual reports, paying taxes and fees, and maintaining necessary licenses and permits. A good-standing business can legally operate in Texas and is less likely to face penalties or dissolution.

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Why Would a Company Be Dissolved

A company may face dissolution for several reasons, often stemming from non-compliance with state regulations and requirements. When a company is dissolved, its legal existence is effectively terminated, and it must undergo the reinstatement process to resume operations in Texas. Here are some common reasons for company dissolution:

Failure to file annual reports: Most states require companies to submit annual reports detailing their activities, financial status, and other relevant information. Please file these reports on time or provide accurate information to avoid the dissolution of a company.
Non-payment of taxes or fees: Companies must pay various taxes and fees, such as Texas sales tax permit, income tax, and franchise tax, depending on the state and the nature of their operations. Non-payment or underpayment of these obligations can result in dissolution.
Non-compliance with licensing or permit requirements: Companies must maintain the necessary licenses and permits to operate within Texas legally. Failure to obtain or renew these licenses and permits or operating outside the scope of the granted permissions can lead to dissolution.
Legal violations: Companies that engage in fraudulent or illegal activities, or violate state regulations in other ways, can face dissolution.
Voluntary dissolution: Company owners may dissolve business in Texas for reasons such as retirement, changes in business direction, or financial difficulties. In such cases, specific procedures must be followed to legally end the company’s existence.

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Business owners must remain vigilant and comply with state requirements to prevent dissolution. By actively addressing compliance issues and staying informed about state regulations, companies can maintain good standing within Texas and operate successfully.

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FAQs

What does it mean to reinstate a business in Texas?

Reinstating a business in Texas means restoring its ability to conduct business within the state after it has fallen out of compliance with state regulations.

How much does it cost to reinstate a business in Texas?

There is a fee of $250 to reinstate a Business in Texas.

Can I reinstate my Texas corporation online?

Yes, Texas corporations can be reinstated online using the Texas Secretary of State website.

What are some reasons a business might need to be reinstated in Texas?

Some reasons a business might need to be reinstated in Texas include non-payment of taxes, failure to file annual reports, or failure to maintain a registered agent.

Do I need an attorney to reinstate my Texas business?

No, you do not need an attorney to reinstate your Texas business. You can do it yourself or hire a service to handle it for you.

Can an LLC be reinstated in Texas?

Yes, an LLC can be reinstated in Texas by filing the necessary paperwork and paying any fees.

How long does it typically take to reinstate a business in Texas?

It can take about 10-15 business days for a business to be reinstated in Texas once all required paperwork has been submitted and approved.

What happens if I don’t reinstate my Texas business?

If you don’t reinstate your Texas business, it will be administratively dissolved or terminated, which means it will no longer be able to do business in the state.

How do I know if my Texas business has been dissolved or terminated?

You can check the Texas Secretary of State website to see if your business has been administratively dissolved or terminated.

Can I appeal the administrative dissolution of my Texas business?

Yes, you can appeal the administrative dissolution of your Texas business by filing the necessary paperwork with the Texas Secretary of State.

What should I do if I receive a Notice of Administrative Dissolution for my Texas business?

If you receive a Notice of Administrative Dissolution for your Texas business you should act quickly to reinstate your business to avoid any further consequences.

What is the difference between a suspended and terminated Texas business?

A suspended Texas business cannot do any business within the state and a terminated Texas business has been dissolved and no longer exists.

Can a Texas business be reinstated after being terminated?

No, once a Texas business has been terminated it cannot be reinstated.

Does reinstating a Texas business reset the start date of the business?

No, reinstating a Texas business does not reset the start date of the business.

What is required to reinstate a Texas business?

To reinstate a Texas business, you typically have to file the appropriate paperwork, pay any required fees, and bring the business back in compliance with state regulations.

How long can a Texas business be inactive before being administratively dissolved?

In Texas, a business can be inactive for one year before it may be subject to administrative dissolution.

Can the Texas Comptroller waive reinstatement fees?

The Texas Comptroller does not have the authority to waive reinstatement fees.

If I have a Texas LLC, will the LLC being dissolved dissolve my personal liability protection?

If your Texas LLC is dissolved, it may dissolve the personal liability protection that comes with it.

Do I need to obtain a new Texas tax ID number when reinstating a business?

No, you can use your original Texas tax ID number when reinstating your business.

Can I reinstate an assumed name or DBA in Texas?

Yes, you can reinstate an assumed name or DBA in Texas by filing the necessary paperwork and paying any required fees.

What should I do if my Texas business has been dissolved without my knowledge?

If your Texas business has been dissolved without your knowledge, you should contact the Texas Secretary of State for more information.

Should my Texas business pay any outstanding taxes before reinstating?

Yes, your Texas business should pay any outstanding taxes before reinstating to avoid further complications.

Will my Texas business be liable for penalties or interest if it was dissolved for non-payment of taxes?

Yes, your Texas business may be liable for penalties or interest if it was dissolved for non-payment of taxes.

Do I need to renew any licenses or permits when reinstating my Texas business?

Depending on your business’ line of work, you may need to renew any licenses or permits that were previously held by your Texas business.

Can I operate my Texas business while it is in the reinstatement process?

No, you cannot operate your Texas business until the reinstatement process has been completed.

Does restoring my Texas LLC’s Certificate of Formation also restore the LLC’s status with the Texas Comptroller?

Restoring a Texas LLC’s Certificate of Formation does not automatically restore its status with the Texas Comptroller, you need to file a Texas Franchise Tax Public Information Report.

Is an annual report required to be filed during the reinstatement process in Texas?

Usually, no. Texas does not require an annual report to be filed during the reinstatement process, but you will still need to pay any late fees after reinstatement, once the process has completed.

What should I do if I have questions about reinstating my Texas business?

If you have questions about reinstating your Texas business, it is advisable to contact the Texas Secretary of State or consult with your attorney.

How do I reinstate a business in Texas?

To reinstate a Texas business, you must first file the proper paperwork with the Texas Secretary of State’s Office.

What is the paperwork I need to file to reinstate my Texas business?

The paperwork required to reinstate a Texas business will depend on the type of entity your business is registered as, but generally, you will need to file a reinstatement application and must pay any associated fees.

What fees are associated with reinstating a business in Texas?

The fees associated with reinstating a business in Texas will depend on the type of entity, but generally, the fees start at around $100.

How long will it take for my Texas business to be reinstated?

The time it takes to reinstate a Texas business can vary based on the backlog of applications at the Texas Secretary of State’s Office, but generally, it can take a few weeks.

Can I reinstate my Texas business if it has been dissolved for several years?

Yes, you can still reinstate your Texas business even if it has been dissolved for several years, as long as the appropriate paperwork and fees are filed.

What happens if I do not reinstate my Texas business?

If you fail to reinstate your Texas business, it can lead to costly penalties and even administrative dissolution or revocation of your business charter.

Can I reinstate my Texas business online?

Yes, businesses in Texas can file reinstatement applications online through the Texas Secretary of State’s website.

Can I get a new EIN number when I reinstate my Texas business?

No, you cannot get a new EIN number when you reinstate your Texas business, as this number is tied to the original entity.

What is the minimum amount of time I must wait to reinstate my Texas business if it has been administratively dissolved?

In Texas, businesses that have been administratively dissolved must wait at least 20 days before requesting reinstatement.

Can I keep my original Texas business name when I reinstate my business?

Yes, you should be able to keep your original Texas business name as long as it is still available and in compliance.

What happens to my Texas business’s tax filing when it is dissolved?

When a Texas business is dissolved and fails to file a final tax return, the Texas franchise tax representation rule may kick in and assign someone to replace your business as the responsible taxpayer.

Can I sell my Texas business after it has been dissolved and reinstated?

Yes, you can sell your Texas business after it has been dissolved and reinstated, as long as you are in compliance with all applicable laws.

Can I change my business structure when I reinstated my Texas business?

To change your business structure in Texas, you must register a new entity.

Can I still operate my Texas business while it is in an administratively dissolved status?

In short, no, it is illegal to operate your business during dissolution period. So, it is still recommended to file for a reinstatement.

Are there any penalties associated with reinstating a Texas business?

The State of Texas can impose some penalties they deem applicable if you are clearly overdue or delinquent in certain payments, but generally, the fees are the only penalties.

Is there an appeal process for denied reinstatements in Texas?

Yes, if your Texas business reinstatement is denied, you can make an appeal request to the Texas Secretary of State’s Office.

Can I request an expedited reinstatement in Texas?

Yes, in Texas, you can request expedited reinstatement for an additional fee.

Are there any qualifications or requirements for reinstating a Texas business?

In general, any business in Texas that was properly formed and in good standing when dissolved is eligible for reinstatement.

If I use my old bank account, will any funds owed from the Texas franchise tax collections go to that old account when I reinstate?

It is likely that any funds owed from franchise tax collections in Texas will be sent to the same bank account on file as when the account was dissolved.

Is there a limit on how long I have to seek reinstatement of my Texas business?

No, there is no limitation on how long you can wait to seek reinstatement for a Texas business, assuming the entity is considered in good standing.

What happens to any liens or judgments against my Texas business during the dissolution period?

Any liens or judgments attached prior to the dissolution period will survive the administrative dissolution; however, depending on the statute, liens that were attached after the dissolution simply won’t be recognized pending reinstatement and will need to be attached again if reinstatement is ultimately granted.

Will filing a request for reinstatement in Texas erase any accrued liabilities?

No, filing for reinstatement will not erase existing liabilities; rather, it is for the purpose of resuming legal operation of the company.

When should I pay any outstanding fees or penalties for my business in Texas?

You should try to pay any outstanding fees and penalties for your business in Texas prior to requesting reinstatement to avoid delays and issues.

How do Registered Agents come into play with reinstating a business in Texas?

Registered Agents are relevant to the reinstatement process in Texas because they are listed in the official charter documents as a key point of contact for the Secretary of State’s Office and must also be filed on your reinstatement form.

What happens if my Texas business doesn’t fully satisfy all documentation requirements?

If you fail to fully satisfy all of the required documentation when reinstating a Texas business, your application will likely be denied, so you should ensure all documents are complete and accurate.

If my Texas business is reinstated but I want or need to dissolve it again in the future, is that alright?

It is generally legal to dissolve your Texas business again in the future if needed, as long as all applicable regulations are followed.

What certifications or verification might I require when reinstating my Texas business to good standing?

Your Texas business will usually require some form of lien search document when requesting reinstatement and certificates of authentication from your lender or the Secretary of State’s office.

What forms of payment can I use for associated fees when reinstating my Texas business?

Texas Secretary of State’s Office accepts online payments (standard or ACH payments) via credit/debit cards or online bank transactions. You can also pay by mailing out a check or money order if preferred.

Conclusion

Reinstating a business in Texas is critical in revitalizing your company and ensuring its success. As you navigate the reinstatement process, remember that diligence, attention to detail, and compliance with state regulations is essential to maintaining good standing and avoiding future dissolution. Following the steps outlined in this guide, you can confidently bring your business back to life and seize the opportunity to grow and thrive within Texas. So, don’t hesitate – to take action today, embrace the challenges, and unlock the full potential of your business as you forge ahead on your exciting entrepreneurial journey.

Visit our website today for more resources, guidance, and assistance tailored to your needs. Take the first step towards a brighter future for your company by visiting LLCBase now. Let’s make your business flourish in Texas!