Reinstate a Business in Michigan | A Step-by-Step Guide

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Reinstate Michigan Business

Running a business or forming an LLC in Michigan can be a rewarding yet challenging experience. When operating a business, unforeseen circumstances may arise, leading to the suspension or dissolution of the entity. If your business has been suspended or dissolved in Michigan, you do not need to worry. This guide will provide a step-by-step process to Reinstate your Business in Michigan and get back on track.

Webinarcare Editorial Team will help you easily reinstate your Michigan business. You must be guided by all the factors gathered in this article.

How to Reinstate a Business in Michigan

Understanding Dissolution and Suspension

Before diving into the reinstatement process, it’s essential to understand the difference between dissolution and suspension.

Dissolution

Dissolution is the legal termination of a business entity. This can happen voluntarily by the owners or involuntarily by Michigan due to non-compliance with state laws and regulations. When a business is dissolved, it must cease all operations and settle outstanding debts and liabilities.

Suspension

The state can suspend a business entity for various reasons, such as failing to file Annual Reports or paying taxes. When a business is suspended, it loses its right to conduct business within Michigan, and the owners may be personally liable for any debts or liabilities incurred during the suspension period. Hiring a Resident Agent for your documents to be compliant is very important. You could check out the Best Michigan Resident Agent Services in Michigan.

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How to Reinstate a Business in Michigan

In Michigan, reinstating your business needs a lot of preparation, more specifically if it is located in Lansing. To be aware and prepared, we have gathered information on the steps to reinstate your Michigan business. If it is manageable to Dissolve a Business in Michigan, it is also bearable to reinstate your Michigan business. Keep in mind that you should follow the mentioned steps below. 

Step 1: Determine the Reason for Suspension or Dissolution

The first step in reinstating your Michigan business is determining why it is suspended or dissolved. This information can be found in the notice issued by Michigan or by contacting the Michigan Secretary of State. Common reasons for suspension or dissolution include:

  • Failure to file Annual Reports
  • Failure to pay taxes or fees
  • Failure to maintain a Resident Agent
  • Non-compliance with state laws and regulations

Step 2: Resolve Outstanding Issues

Once you have identified the reason for your business’s suspension or dissolution, you must resolve the outstanding issues. This may include:

  • Filing any missing Michigan Annual Reports and paying associated fees. In Michigan, the LLC Annual Reports costs $25 while the Corporation Annual Report costs $25.
  • Paying any outstanding taxes or fees
  • Appointing or updating your Resident Agent information. 
  • Resolving any non-compliance issues with state laws and regulations

Ensure that you keep records of all payments and documents submitted to the Michigan Secretary of State, as you may need to provide proof of compliance during the reinstatement process. We recommend hiring the Best Resident Agent Services if you plan to reinstate your business. This will ensure that your documents are up to date.

It is suggested that you speak with a legal professional before you begin reinstating your Michigan business. They’ll understand what’s best for you and your company. To safeguard your personal assets from business debts, you can always start an LLC in Michigan.

– WEBINARCARE EDITORIAL TEAM

Step 3: Obtain a Certificate of Good Standing

Certificate of Good Standing is a document issued by Michigan that verifies that your business is in compliance with all state requirements and is authorized to conduct business within the state. Although obtaining a Certificate of Good Standing is not always required for reinstatement, it can be beneficial in demonstrating your business’s compliance and may expedite the reinstatement process.

To obtain a Certificate of Good Standing in Michigan, you will need to:

Get and Submit the Form

The form is available on the Michigan Secretary of State website. You can download the form and mail it or submit it online. 

Online Application Process:
  • Visit the State Website: In Michigan, they offer an online portal for business services, which includes the option to request a Certificate of Status.
  • Register an Account: You may need to create an account or log in to your existing account to access the application process.
  • Provide Required Information and Documentation: The online application typically requires basic information about your business, such as the entity name, identification number, and business type. You may also need to upload supporting documents. 
Paper Application Process:
  • Download and Complete the Appropriate Forms: Visit the Michigan Secretary of State to download the required application forms for the Certificate of Good Standing. Complete the forms, ensuring all information is accurate and up-to-date.
  • Provide Required Documentation: In Michigan, you may need to include copies of your registration documents, Articles of Organization, Annual Reports, or other supporting materials.
  • Mail or Deliver the Application: Once you have completed the forms and gathered the necessary documents, mail or deliver the application package to the Michigan Department of Licensing and Regulatory Affairs, Corporations, Securities & Commercial Licensing Bureau — Corporations Division, P.O. Box 30054, Lansing, MI 48909, along with the required fees.
Pay Any Associated Fees

The fees for obtaining a Certificate of Good Standing cost $10, vary depending on the type of business entity. Some states also offer expedited processing for an additional fee. Check the Michigan Secretary of State website for the most up-to-date fee schedule. The Certificate of Good Standing’s processing time varies from state to state. Also, it depends on the expedited filing as well. It can take a few days to a few months to obtain the Certificate of Good Standing in Michigan.

Provide Proof of Compliance

To prove compliance with state requirements, you must file Annual Reports and pay the necessary taxes.

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Step 4: Submit Reinstatement Application

Once you have resolved all outstanding issues and obtained a Certificate of Good Standing, you can submit your reinstatement application to the Michigan’s Secretary of State. The reinstatement application process may vary depending on the state and the type of business entity (corporation, LLC, etc.).

In general, the reinstatement application process will require:

  • Completing a reinstatement application form is typically found on the Michigan Secretary of State’s website.
  • Providing proof of compliance with state requirements, such as filing Annual Reports, paying taxes, and maintaining a Resident Agent.
  • Pay the reinstatement fee in Michigan. The cost of the reinstatement fee amounts to $50. However, the cost will vary depending on the length of time your Michigan business has been suspended or dissolved.

Step 5: Wait for Approval

After submitting your reinstatement application and all required documentation, you must await approval from the Michigan’s Secretary of State. The processing time for reinstatement applications can vary depending on the Michigan and the complexity of your case. Being patient and prepared to provide any additional information or documentation requested by Michigan during this time is essential.

Step 6: Notify Creditors and Stakeholders

Once your business has been reinstated, you must notify creditors and stakeholders of your business’s renewed status. This may include:

  • Sending a formal letter to creditors and stakeholders informing them of the reinstatement.
  • Updating your Michigan business’s website and social media accounts to reflect the reinstated status.
  • Informing any relevant licensing or regulatory agencies of the reinstatement.

Step 7: Resume Business Operations

After your Michigan business has been reinstated and all relevant parties have been notified, you can resume your business operations. Be sure to maintain compliance with state laws and regulations moving forward to avoid future suspensions or dissolutions.

Reinstating or Creating a New Business?

Whether to reinstate a business or start a new one from scratch depends on several factors specific to your situation. Here are some points to consider when making your decision:

  • Costs: The costs of reinstating and starting a new business can vary significantly. Reinstating a business may involve paying outstanding taxes, fees, and penalties while starting a new business requires registration fees and potential legal costs. Compare both options’ costs to determine which is more financially viable.
  • Business History and Reputation: If your previous business has a strong reputation and established customer base, reinstating it may be more beneficial than starting from scratch. On the other hand, if your Michigan business has a negative history or unresolved legal issues, start fresh with a new business.
  • Time and Effort: Reinstating a business can be a time-consuming process, as you need to resolve outstanding issues, submit a reinstatement application, and wait for approval. Starting a new Michigan business may be faster, as you can register the business and begin operations relatively quickly. Consider which option is more time-efficient based on your situation.
  • Legal and Regulatory Compliance: If your previous Michigan business was suspended or dissolved due to non-compliance with state laws and regulations, you should carefully evaluate whether you can maintain compliance if the business is reinstated. If you are confident in your ability to comply with requirements, reinstating the business might be a good option. However, starting a new Michigan business might be a better choice if you still determine your ability to maintain compliance.

Ultimately, deciding to reinstate a business or start a new one from scratch depends on your circumstances and goals. Consider the abovementioned factors, consult with professionals such as Michigan Business Attorneys and accountants, and evaluate which option best suits your needs and long-term business objectives.

FAQs

How do I reinstate my Michigan business?
To reinstate your Michigan business, you must file the necessary forms and pay any necessary fees owed to the Michigan Department of Licensing and Regulatory Affairs (LARA).
What is the process to reinstate a Michigan business?
To reinstate your Michigan business, you must file the necessary forms and pay any necessary fees owed to LARA. This will generally involve submitting an application for reinstatement and providing any required documentation.
How much does it cost to reinstate a Michigan business?
The cost of reinstating a Michigan business will depend on several factors, including the reason that your business was dissolved and the amount of time that has passed since the dissolution.
Can I reinstate a Michigan business that has been dissolved for several years?
Yes, it may be possible to reinstate a Michigan business that has been dissolved for several years. However, the longer your business has been dissolved, the more difficult the reinstatement process may be.
What do I need to do to reinstate a Michigan LLC?
To reinstate a Michigan LLC, you will generally need to file an application for reinstatement with LARA and provide any required documentation. You may also need to pay any fees that are owed.
Can I file for reinstatement online with the state of Michigan?
Yes, you can generally file for reinstatement online with the state of Michigan. However, this will depend on the specific requirements and procedures of LARA.
How long does it take to reinstate a Michigan business?
The length of time it takes to reinstate a Michigan business will depend on several factors, including the reason that the business was dissolved and how quickly you are able to complete the reinstatement process.
Is there a deadline for reinstating a Michigan business?
Yes, there is generally a deadline for reinstating a Michigan business. The specific deadline will depend on the reason for the business dissolution.
What happens if I fail to reinstate my Michigan business before the deadline?
If you fail to reinstate your Michigan business before the deadline, it may be permanently dissolved and you will be unable to do business in the state until you file for a new business entity.
Can I reinstate a Michigan business if I owe back taxes?
Yes, you can typically reinstate a Michigan business even if you owe back taxes. However, you will need to pay any tax liabilities in full before your business can be reinstated.
Can I reinstate my Michigan business using an attorney?
You can use an attorney to help you reinstate your Michigan business if you wish, but this is not required.
Can I reinstate a Michigan business after it has been dissolved involuntarily?
Yes, you can reinstate a Michigan business after it has been dissolved involuntarily. However, the process may be more complex than if your business was dissolved voluntarily.
Will I need to file any additional paperwork after reinstating my Michigan business?
It is possible that you may need to file additional paperwork after reinstating your Michigan business, depending on the nature of your business and any changes that have occurred since the dissolution.
Do I need to have a registered agent in Michigan to reinstate my business?
Michigan law requires that all business entities have a registered agent within the state. This requirement applies regardless of whether you are reinstating your business or creating a new one.
Can I reinstate a Michigan business that has been dissolved by court order?
Yes, in some cases, it may be possible to reinstate a Michigan business that has been dissolved by court order. However, the process will be more complex than if the dissolution was voluntary.
Is there a difference between reinstating a Michigan corporation and an LLC?
There may be some differences between reinstating a Michigan corporation and an LLC, depending on the specific requirements and procedures of LARA.
Can a Michigan business be reinstated if it has been dissolved for non-payment of fees?
Yes, a Michigan business can be reinstated even if it has been dissolved for non-payment of fees. However, you will need to pay any fees owed before your business can be reinstated.
What types of businesses can be reinstated in Michigan?
In Michigan, corporations, LLCs, partnerships, limited partnerships and limited liability partnerships can all be reinstated.
Is there a time limit to file for reinstatement of a Michigan business after a dissolution?
Yes, there is generally a time limit to file for reinstatement of a Michigan business after a dissolution. The time limit will vary depending on the reason for the dissolution and other factors.
Can I reinstate a Michigan business from another state?
Yes, you can reinstate a Michigan business from another state. However, the process may be more complex because you will need to comply with Michigan laws and regulations.
What type of documentation will I need to reinstate my Michigan business?
The exact documentation required to reinstate a Michigan business will depend on several factors, including the reason for dissolution and the type of business entity you have.
Can someone else reinstate my Michigan business for me?
Yes, someone else can help you reinstate your Michigan business, but you will need to authorize them to act on your behalf and provide any necessary documentation and payment.
Will I need to pay any penalties or interest for late reinstatement in Michigan?
It is possible that you may need to pay penalties or interest for late reinstatement in Michigan, depending on the reason for the dissolution and the amount of time that has passed.
Can I conduct business while my Michigan business is being reinstated?
No, you cannot conduct business in Michigan while your business is being reinstated.
Is there a time limit to conduct business after reinstatement of a Michigan business?
No, there is not a time limit in which you must begin conducting business after reinstatement of a Michigan business.
Do I need to submit annual reports or other filings after reinstatement of a Michigan business?
Yes, you may need to submit annual reports or other filings after reinstatement of a Michigan business, depending on the nature of your business and the specific requirements of LARA.
How can I find more information about reinstatement of a Michigan business?
You can find more information about reinstating a Michigan business by contacting LARA either online, by mail, or in person at their offices.
What happens if I don’t reinstate my Michigan business?
Your Michigan business may be dissolved or administratively dissolved.
How long can my Michigan business stay in good standing before I need to reinstate it?
Your Michigan business can remain in good standing as long as you file your annual report and pay the annual fee to the Michigan Department of Licensing and Regulatory Affairs.
How much does it cost to reinstate my Michigan business?
The cost to reinstate a Michigan business varies depending on how long it has been inactive and what type of business entity it is.
Can I reinstate an LLC in Michigan?
Yes, you can reinstate an LLC in Michigan by filing a Certificate of Revival with the Michigan Department of Licensing and Regulatory Affairs.
When do I need to file my annual report for my Michigan business?
The deadline to file an annual report for your Michigan business is February 15th.
What happens if I file my Michigan business’s annual report late?
If you file your Michigan business’s annual report late, it may result in fees and penalties assessed by the Michigan Department of Licensing and Regulatory Affairs.
Can a Michigan business be reinstated if it has been inactive for many years?
Yes, a Michigan business can be reinstated after being inactive for many years.
Who do I contact if I have questions about reinstating my Michigan business?
You can contact the Michigan Department of Licensing and Regulatory Affairs for any questions regarding reinstating a Michigan business.
What documentation do I need to reinstate my Michigan business?
To reinstate your Michigan business, you need to file a Certificate of Revival with the Michigan Department of Licensing and Regulatory Affairs.
Can I reinstate a Michigan corporation?
Yes, you can reinstate a Michigan corporation by filing a Certificate of Revival with the Michigan Department of Licensing and Regulatory Affairs.
Can I reinstate my Michigan non-profit organization?
Yes, you can reinstate a Michigan non-profit organization by filing a Certificate of Revival with the Michigan Department of Licensing and Regulatory Affairs.
What is a Certificate of Revival?
A Certificate of Revival is a document filed with the Michigan Department of Licensing and Regulatory Affairs to reinstate a dissolved Michigan business.
Can I file a Certificate of Revival online with the Michigan Department of Licensing and Regulatory Affairs?
No, you cannot file a Certificate of Revival online with the Michigan Department of Licensing and Regulatory Affairs.
Can I expedite the reinstatement process for my Michigan business?
Yes, you can expedite the reinstatement process for your Michigan business by requesting expedited processing with the Michigan Department of Licensing and Regulatory Affairs.
Are there any restrictions on when I can reinstate my Michigan business?
There are no restrictions on when you can reinstate your Michigan business as long as the Michigan Department of Licensing and Regulatory Affairs has not terminated your business’s charter.
How can I check the status of my Michigan business?
You can check the status of your Michigan business by visiting the Michigan Department of Licensing and Regulatory Affairs website.
What is required to maintain good standing for my Michigan business?
To maintain good standing for your Michigan business, you must file annual reports and other required paperwork with the Michigan Department of Licensing and Regulatory Affairs and pay all necessary fees.
How long can my Michigan business be inactive before it is considered dissolved?
A Michigan business is considered dissolved if it has been inactive for six consecutive years.
Can I reinstate a Michigan limited partnership?
Yes, you can reinstate a Michigan limited partnership by filing a Certificate of Revival with the Michigan Department of Licensing and Regulatory Affairs.
Can I change the name of my Michigan business during reinstatement?
Yes, you can change the name of your Michigan business by filing the name change paperwork along with the Certificate of Revival.
Can I reinstate my Michigan business if it was dissolved voluntarily?
Yes, you can reinstate your Michigan business if it was dissolved voluntarily.
How can I file a Certificate of Good Standing for my Michigan business?
You can file a Certificate of Good Standing by requesting it from the Michigan Department of Licensing and Regulatory Affairs.
Is there a difference between administrative dissolution and dissolution in Michigan?
Yes, there is a difference between administrative dissolution and dissolution in Michigan. Administrative dissolution is imposed while dissolution is voluntary.
Can I file for reinstatement of my Michigan business on behalf of a deceased owner?
Yes, you can file for reinstatement of a Michigan business on behalf of a deceased owner if you are authorized to act on behalf of the owner.
Can I reinstate my Michigan business if there are outstanding taxes owed?
Yes, you can reinstate your Michigan business even if there are outstanding taxes owed.
What happens to my Michigan business’s shares if it is dissolved?
If a Michigan business is dissolved, the shares are no longer valid and have no value.

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Conclusion

Reinstating a business in Michigan can be complex and time-consuming. However, following the steps outlined in this guide, you can successfully reinstate your business and resume operations. Remember to stay diligent in maintaining compliance with state laws and regulations to avoid future issues and ensure the continued success of your business.

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