Instructions/Introduction for Filing a Reinstatement Online

Any corporation, limited liability company, or limited partnership that has been administratively dissolved or its status administratively revoked for failure to file an annual report in the last 10 years, may now submit an online reinstatement application.

The online reinstatement contains the same data fields and instructions for completing as the paper reinstatement application, only the processing time is quicker.

Payment Options: Payment may be made by credit card (VISA, MASTERCARD, AMERICAN EXPRESS or DISCOVER), debit card (with a VISA or MASTERCARD logo), a Sunbiz E-file Account (a pre-established account) or by check or money order.

Processing Time: Processing time is dependent on the length of time the business entity has been administratively dissolved or its status revoked on our records.

Business entities administratively dissolved or revoked for less than one calendar year: Online reinstatement applications submitted for business entities that have been administratively dissolved or their status administratively revoked for less than one calendar year will automatically be directed to our payment page once the online reinstatement application has been completed. The online reinstatement application will be posted on sunbiz.org once the payment has been processed by this office.

Business entities administratively dissolved or revoked for more than one calendar year: Because the name of a business entity that has been administratively dissolved or revoked for more than one calendar year must be checked for availability, the online reinstatement application may take an additional 1-2 days to process. The online reinstatement application must be submitted and the name of the business entity reviewed and approved by an examiner before the required reinstatement fees may be submitted.

If the name is available, you will receive an e-mail informing you the name is available and advising you to submit the required fees in order to complete the online reinstatement process. Simply click on the link provided in the e-mail to complete the payment process. If the name is not available, you will receive an e-mail informing you the name is not available and instructing you to file the required name change amendment and reinstatement by mail.

Payment by Credit or Debit Card or Sunbiz E-File Account: Most reinstatement filings paid for with a credit or debit card or Sunbiz E-file account will post daily at 6 p.m. Those business entities that have been administratively dissolved or revoked on our records for more than one calendar year may experience a slight delay.

Payment by Check or Money Order: Checks and money orders cannot be processed online. If you are opting to pay by check or money order, you will be directed to a payment voucher. Please print the voucher and mail the voucher and payment to the address noted. The payment voucher and fee must be received in this office prior to the voucher’s expiration date. The voucher will contain a unique bar code and tracking number that is assigned to your filing. Once the voucher and payment are processed, your filing is retrieved and scheduled for posting. The reinstatement should post within 2 weeks of the payment voucher.

For the purpose of filing documents online, the typed name of the individual "signing" the document is sufficient under s.15.16, Florida Statutes. Electronic signatures have the same legal effect as original signatures. Typing someone´s name/signature without their permission constitutes forgery.

Pursuant to s.817.155, Florida Statutes, it is a 3rd Degree Felony to knowingly file a false document with the Division of Corporations.

Please read the following instructions prior to completing and submitting your Reinstatement.

Document Number: Enter your document number and you will be taken to the Reinstatement application. (Note: Only the first digit of your document number may be a letter of the alphabet. All other digits are numeric. Do not use the letter "o" on your keyboard for a zero.)

Entity Name: The entity name cannot be changed on the reinstatement. An amendment must be filed to change the name. The amendment forms are available for download. Note: If the entity has been administratively dissolved or revoked on our records for more than one calendar year, the entity name must be checked for availability by an examiner in our office before the online reinstatement can be processed. If the name is not available, you will be instructed to file the required name change amendment and reinstatement application by mail.

Federal Employer Identification Number: Enter your Federal Employer Identification (FEI/EIN) number in the space provided if the number is not already listed. If you have "Applied For" the FEI/EIN number or if it is "Not Applicable," click in the appropriate circle. If the "Applied For" circle is already marked, you reported the FEI/EIN number was previously applied for and you must list the number in space provided to proceed. Call the Internal Revenue Service (IRS) at 1-800-829-4933 to obtain a FEI/EIN number. If the displayed FEI number is not correct, highlight the number and enter the correct FEI number. Call the Internal Revenue Service (IRS) at 1-800-829-4933 to obtain a FEI/EIN number.

Certificate of Status: A certificate of status is optional. A certificate of status will verify your business entity is active on our records and has paid all fees for through the current year. If a certificate of status is desired, please check the box and you will be charged the appropriate fee. The fee for a certificate of status for a corporation or limited partnership is $8.75. The certificate fee for a limited liability company is $5.00. Requested certificates will be e-mailed to the e-mail address you provide on the reinstatement form, regardless of the payment method you choose. The certificate will be e-mailed to you once the reinstatement has posted on our website.

E-mail Address: Please provide a valid e-mail address. Future annual report notices, the e-mail acknowledging the reinstatement of your business entity, and your certificate of status, if requested, will be sent to the e-mail address you provide. All future annual reports will be due between January 1 and May 1 of every calendar year. All business entities except non-profit corporations must pay a $400 late fee if the annual report and fee are submitted after May 1st. It is the business entity’s responsibility to ensure the annual report and fee are submitted on or before May 1st of every year, even if the business entity fails to receive an annual report filing notice.

Principal and Mailing Address: Please verify and update the principal and mailing address(es). A principal address is required and must be a street address. A mailing address is optional. The mailing address can be a post office box. If no mailing address is provided, the principal address will be duplicated in the mailing address. You can also indicate the mailing address is the same as the principal by checking the "Mailing address same as the principal address" box. The Address, City, State, and Zip Code lines must be completed. Suite, Apt #, etc. and Country lines are optional.

Out of Country Addresses: If the address is an out-of-country address, please enter as much of the address as possible. In the city field, enter as much of the city and country as possible. In the state field, enter XX. Enter the zip code (postal code), or as much as will fit. Do not enter anything in the country field.

Registered Agent Name, Address, and Signature: Correct the Registered Agent and/or Registered Office, if applicable. The Registered Agent is the person designated to accept service of process on behalf of your business entity. A Registered Agent can be a person or business entity. A business entity cannot serve as its own Registered Agent, but an individual or principal associated with the business (i.e., owner, officer, director, member, manager, director, etc.) can serve as the Registered Agent. The Registered Agent MUST have a physical/street address in Florida. Do not list a post office box address. A Registered Agent name and address is required.

The Registered Agent must sign the application. The Agent’s signature shall confirm the Agent’s familiarity with the Florida Statutes and the acceptance of the obligations of this designation. The Agent´s typed name will serve as the signature. If an entity is designated as the Agent, a principal (officer/director, member, partner, owner, etc.) of that entity would sign accepting the designation.

If the Chief Financial Officer is listed as the registered agent, the registered agent information cannot be changed. Each "authorized insurer" in Florida is required by s.48.151, F.S., to designate the "Chief Financial Officer" as its registered agent for Service of Process. A signature is not required for the Chief Financial Officer. Type "NOT REQUIRED" in the signature field. For more information about changing the registered agent for an insurance company, please contact the Department of Financial Services.

Principals (Officer/Director/Managers/Managing Members/General Partners) Names and Addresses: The names and addresses of the officers, directors, managing members, managers, and/or general partners must be provided. Our database can hold up to 6 principals. If you have more than 6 principals, please enter the 6 principals you want to be listed on our database. Business entities that have more than 6 principals, may contact our office for special filing instructions. At least 1 principal must be provided. Enter or change the names and street addresses of the principals in the spaced provided.

There are four spaces provided in the "title" field for each principal. Use abbreviations to designate the title(s) for each individual listed. Use "P" for president/pastor; "V" or "VP" for vice president; "S" for secretary, "AS" for assistant secretary; "T" for treasurer or trustee; "D" for director; "C" for chairman or clerk; "CEO" for chief executive officer; "CFO" for chief financial officer; "MGR" for manager; "MGRM" for managing member; etc. A person may serve in more than one capacity. For example, use the letters "PST" for an individual who is president, secretary and treasurer. Note: If filing a limited partnership reinstatement, the general partners cannot be changed on the reinstatement form, a separate amendment changing the general partners is required. Only the address for a general partner can be changed on the reinstatement.

Signatures: The reinstatement must be "electronically signed" by one of the principals (i.e., officers, directors, managers, managing members, partners, etc.) listed on the reinstatement and the Registered Agent. If the principal or Registered Agent is a business entity, a person with the authority to sign on behalf of the entity will sign the report. Please insert the individual’s appropriate title and complete name in the appropriate signature blocks.

Processing: Once you have completed the reinstatement, press the "Continue" button at the bottom of the page. If there is a deficiency in the reinstatement, you will receive an error message and instructions to correct the error. You may press the "Reset" button to start over.

After you press the "Continue" button, the reinstatement will be displayed. Please review and verify the information contained in the reinstatement. If the information is not correct, use the browser "Back" button to return to the online reinstatement form and make the corrections. Once the corrections are made, please press the "Continue" button. Using the browser "Forward" button will not capture and save the changes. You may print this page for your records. Once you have verified the reinstatement to be accurate, press "Continue".

Entities that have been administratively dissolved or revoked for less than one calendar year will be immediately directed to the payment page. Reinstatement applications submitted for entities that have been administratively dissolved or revoked for more than one calendar year must be pre-cleared by an examiner before the required fees may be submitted. If the name is available, you will receive an e-mail from our office. The e-mail will contain the link to our payment page. In the event the name is no longer available, you will receive an e-mail with instructions on how to file the required name change amendment and reinstatement application by mail.

FEES:
Corporations: Profit Corporation Non-Profit Corporation
Reinstatement Fee $600.00 $175.00
Annual Report Fee $150.00 (for each year) $61.25 (for each year)
Minimum Amount Due $750.00 $236.25

Limited Liability Company
Reinstatement Fee $100.00
Annual Report Fee $138.75 (for each year)
Minimum Amount Due $238.75

Limited Partnership
Penalty Fee $500.00 (for each year)
Annual Report Fee $500.00 (for each year)
Minimum Amount Due $1000.00

Payment Process: If your business entity has been administratively dissolved or revoked on our records for less than one year, you will be immediately directed to our payment page. If your business entity has been administratively dissolved or its status revoked on our records for a period of more than one year, the name of your business entity must be checked for availability before your reinstatement application and payment can be processed.

The name of an administratively dissolved or revoked business entity is only held for a period of one year. Therefore, all reinstatements for those business entities administratively dissolved or revoked for more than one year reinstatements must be submitted to an examiner for review before your payment may be submitted. If the name of the business entity is available, you will receive an e-mail instructing you to complete the payment process. If the name is not available, you will receive an e-mail instructing you to file a name change amendment and a reinstatement application.

To submit your payment, simply select the form of payment, Credit/Debit card, Sunbiz E-file account, or check or money order. Most reinstatement filings paid for with a credit or debit card or Sunbiz E-file account will be processed and posted daily at 6 pm Eastern Standard Time. Those business entities that have been administratively dissolved or revoked on our records for more than one calendar year may experience a slight delay.

Reinstatements paid for with a check or money order will be issued a payment voucher to print along with mailing instructions. The check or money order must be made payable to the Florida Department of State and issued for the amount designated on the payment voucher. The payment voucher and fee must be received in this office prior to the voucher’s expiration date.

Once the credit/debit card payment has been submitted or the payment voucher created, no changes can be made to the reinstatement. You may print this page for your records.