Reinstate a Business in North Carolina | A Step-by-Step Guide

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Reinstate North Carolina Business

Running a business or forming an LLC in North Carolina 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 North Carolina, you do not need to worry. This guide will provide a step-by-step process to Reinstate your Business in North Carolina and get back on track.

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

How to Reinstate a Business in North Carolina

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 North Carolina 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 North Carolina, and the owners may be personally liable for any debts or liabilities incurred during the suspension period. Hiring a Registered Agent for your documents to be compliant is very important. You could check out the Best North Carolina Registered Agent Services in North Carolina.

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How to Reinstate a Business in North Carolina

In North Carolina, reinstating your business needs a lot of preparation, more specifically if it is located in Raleigh. To be aware and prepared, we have gathered information on the steps to reinstate your North Carolina business. If it is manageable to Dissolve a Business in North Carolina, it is also bearable to reinstate your North Carolina 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 North Carolina business is determining why it is suspended or dissolved. This information can be found in the notice issued by North Carolina or by contacting the North Carolina 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 Registered 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 North Carolina Annual Reports and paying associated fees. In North Carolina, the LLC Annual Reports costs $200 while the Corporation Annual Report costs $20.
  • Paying any outstanding taxes or fees
  • Appointing or updating your Registered 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 North Carolina Secretary of State, as you may need to provide proof of compliance during the reinstatement process. We recommend hiring the Best Registered 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 North Carolina 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 North Carolina.

– WEBINARCARE EDITORIAL TEAM

Step 3: Obtain a Certificate of Existence

Certificate of Existence is a document issued by North Carolina 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 Existence 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 Existence in North Carolina, you will need to:

Get and Submit the Form

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

Online Application Process:
  • Visit the State Website: In North Carolina, 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 North Carolina Secretary of State to download the required application forms for the Certificate of Existence. Complete the forms, ensuring all information is accurate and up-to-date.
  • Provide Required Documentation: In North Carolina, 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 The Secretary of State, Business Registration Division, P.O. Box 29622, Raleigh, NC 27626, along with the required fees.
Pay Any Associated Fees

The fees for obtaining a Certificate of Existence cost $15, vary depending on the type of business entity. Some states also offer expedited processing for an additional fee. Check the North Carolina Secretary of State website for the most up-to-date fee schedule. The Certificate of Existence’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 Existence in North Carolina.

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 Existence, you can submit your reinstatement application to the North Carolina’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 North Carolina Secretary of State’s website.
  • Providing proof of compliance with state requirements, such as filing Annual Reports, paying taxes, and maintaining a Registered Agent.
  • Pay the reinstatement fee in North Carolina. The cost of the reinstatement fee amounts to $100. However, the cost will vary depending on the length of time your North Carolina 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 North Carolina’s Secretary of State. The processing time for reinstatement applications can vary depending on the North Carolina and the complexity of your case. Being patient and prepared to provide any additional information or documentation requested by North Carolina 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 North Carolina 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 North Carolina 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 North Carolina 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 North Carolina 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 North Carolina 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 North Carolina 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 North Carolina Business Attorneys and accountants, and evaluate which option best suits your needs and long-term business objectives.

FAQs

How do I reinstate my North Carolina business?
To reinstate your North Carolina business, you must file an Application for Reinstatement with the North Carolina Secretary of State.
What information do I need to include in my reinstatement application?
Your reinstatement application should include your business name, business address, North Carolina identification number, and the reason for your business’s dissolution.
How much does it cost to reinstate a North Carolina business?
The fee to reinstate a North Carolina business varies depending on the entity type and years the entity has been dissolved.
Is there a deadline for reinstating my North Carolina business?
No, there is no deadline for reinstating a North Carolina business, but it’s always best to act quickly to avoid additional penalties and fees.
Can I reinstate my North Carolina business if I didn’t file taxes?
Yes, but you will need to file your missing tax returns and pay all related taxes and fees before you can reinstate your North Carolina business.
How long does it take to reinstate a North Carolina business?
The processing time for reinstating a North Carolina business can vary, but it typically takes between one and three weeks.
What happens if I don’t reinstate my North Carolina business?
If you don’t reinstate your North Carolina business, it may be terminated. Additionally, you may be subject to late fees and penalties.
Can I register a new North Carolina business if my old business was terminated?
Yes, you can register a new North Carolina business, but you may be subject to greater scrutiny during the registration process.
Can I reinstate my North Carolina business online?
Yes, you can reinstate your North Carolina business online through the North Carolina Secretary of State’s website.
Do I need to file annual reports to keep my North Carolina business in good standing?
Yes, North Carolina businesses are required to file annual reports with the Secretary of State’s office each year to maintain good standing.
How do I file annual reports for my North Carolina business?
You can file annual reports for your North Carolina business online, or by mail using the appropriate form available on the Secretary of State website.
What is a North Carolina business identification number?
A North Carolina business identification number is a unique number assigned by the state to identify a business.
How do I find my North Carolina business identification number?
You can find your North Carolina business identification number on any documentation issued by the state, such as your original certificate of incorporation.
Can I reactivate my North Carolina business using the same name?
Yes, once your business is reinstated, you can reactivate your business and use the same name.
Can I amend my business filings during the reinstatement process?
Yes, you can make amendments to your business filings during the reinstatement process.
Can I file my reinstatement application by mail?
Yes, you can file your North Carolina business reinstatement application by mail with the Secretary of State’s office.
Can a reinstatement be denied?
Yes, a North Carolina business’s reinstatement application may be denied if there are any outstanding fees or taxes owed or if the application is not completed accurately.
What happens after I file my North Carolina business reinstatement application?
After you file your North Carolina business reinstatement application, the North Carolina Secretary of State’s office will process your application and notify you of your current standing.
What is the Registered Agent requirement for reinstating my North Carolina business?
As part of the reinstatement requirements, you must maintain a registered agent for your business with a North Carolina address on your reinstatement application.
Will my reinstatement restore any dissolved North Carolina operating authorities like sales tax license, trade name registration under my LLC etc?
Reinstating your North Carolina business will not restore operating authorities, registrations, or licenses that were terminated when the business was dissolved.
Can I complete multiple business filings through the Secretary of State’s office?
Yes, you can complete multiple business filings through the Secretary of State’s office, including dissolutions and annual filings.
How do I dissolve my North Carolina business?
You can dissolve your North Carolina business by filing Articles of Dissolution with the North Carolina Secretary of State.
What is required to dissolve a North Carolina business?
To dissolve your North Carolina business, you will need to file Articles of Dissolution and pay any outstanding fees or taxes owed to the state.
What happens if I fail to dissolve my North Carolina business properly?
Failing to dissolve your North Carolina business properly can result in additional fees and penalties, as well as continued obligations to file annual reports and tax returns.
Can I sell my North Carolina business while it’s in the reinstatement process?
Yes, you can sell your North Carolina business while it’s in the reinstatement process, but your business will not be eligible for reinstatement until it’s released to the new owners.
How can I check the status of my North Carolina business’s reinstatement application?
You can check the status of your North Carolina business’s reinstatement application by contacting the Secretary of State’s office.
What is the penalty for late filing of annual reports in North Carolina?
If you file your annual reports late, you will be subject to a late fee of $25.
Can I change my North Carolina business’s name during the reinstatement process?
Yes, you can change your North Carolina business’s name during the reinstatement process by making the appropriate amendments.
What forms do I need to file to reinstate my North Carolina business?
The forms that need to be filed depend on the business entity type. For example, a corporation needs to file Articles of Reinstatement and an Annual Report.
Why was my North Carolina business dissolved, and what can I do to rectify it?
Your North Carolina business could be dissolved for several reasons, such as failure to file timely reports or pay taxes. To rectify it, you need to file the necessary forms and pay any outstanding fees or taxes.
Can I use the same business name after reinstating my North Carolina business?
Generally, as long as the business name is available, you can use the same name. However, it’s recommended to conduct a business name search to ensure it’s available.
What is the fee for reinstating a North Carolina business?
The fee depends on the business entity type and the reason for dissolution. For example, a corporation reinstatement fee is $100 for a voluntary dissolution.
Can I reinstate my North Carolina business if I have outstanding tax liabilities?
No, you must pay your tax liabilities first before reinstating your North Carolina business.
Do I need to have a registered agent to reinstate my North Carolina business?
Yes, North Carolina law requires all business entities to have a registered agent.
Can I file to reinstate my North Carolina LLC any time of the year?
Yes, you can file at any time of the year.
Is there a penalty for late filing of the Annual Report in North Carolina?
Yes, there is a $25 fee for late filing of the Annual Report in North Carolina.
Can I still reinstate my North Carolina business if it has been inactive for several years?
Yes, you can still reinstate your North Carolina business as long as it was dissolved for the proper causes and you have the necessary documents.
Will I receive any notification of my North Carolina business dissolution?
Yes, the Secretary of State’s office will typically send a notice to the registered office address of your business before the dissolution occurs.
Is there a difference between reinstating and reviving a North Carolina business?
Yes, reinstating a North Carolina business refers to restarting a business that was dissolved due to administrative, legal, or tax-related reasons, while reviving refers to restarting a business that was dissolved voluntarily.
Do I have to file a new registration form when reinstating my North Carolina business?
No, you don’t have to file a new registration form. You can file the necessary reinstatement forms instead.
Can I change my North Carolina business name when reinstating it?
No, you cannot change the business name when reinstating it, but you can file a name change form after the reinstatement is approved.
Can I file for reinstatement by mail in North Carolina?
Yes, you can file for reinstatement by mail or in person at the Secretary of State’s office.
What happens to the business assets when a North Carolina business is dissolved?
The assets are usually liquidated to pay any outstanding liabilities before being distributed among the owners.
What are the consequences of running a North Carolina business after its dissolution?
Continuing to run a dissolved North Carolina business may result in legal and financial consequences, such as personal liability for debts and damages.
Can the Secretary of State reject my reinstatement application in North Carolina?
Yes, the Secretary of State may reject your reinstatement application if the necessary forms and fees are not properly filed or if there are other legal issues.
How can I check the status of my North Carolina business reinstatement application?
You can check the status of your application online using the Secretary of State’s website.
Can I apply for expedited reinstatement in North Carolina?
Yes, you can request expedited processing of your reinstatement application for an additional fee.
Is there a specific time frame for reinstating a North Carolina business after its dissolution?
There is no time frame for reinstating a North Carolina business, but it’s recommended to do it as soon as possible to avoid any further legal or financial consequences.
Can I reinstate a North Carolina business entity on behalf of somebody else?
Yes, you can reinstate a North Carolina business entity on behalf of somebody else if you have the proper documentation proving your authority.
Will my North Carolina business automatically go back to good standing after the reinstatement is approved?
Yes, your North Carolina business will typically be restored to good standing after the reinstatement is approved.
Can I reinstate a North Carolina business that was involuntarily dissolved by court order?
Yes, you can file necessary documentation in court and reinstate the North Carolina business.
What should I do if my reinstatement application is denied by the North Carolina Secretary of State?
You should review the reason for the denial and resubmit your application with the necessary corrections and documentations.
Can I change my business structure when reinstating my North Carolina business entity?
No, when reinstating your North Carolina Business, you cannot change the business entity type.

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Conclusion

Reinstating a business in North Carolina 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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