Reinstate a Business in South Dakota | A Step-by-Step Guide

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Reinstate South Dakota Business

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

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

How to Reinstate a Business in South Dakota

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 South Dakota 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 South Dakota, 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 South Dakota Registered Agent Services in South Dakota.

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How to Reinstate a Business in South Dakota

In South Dakota, reinstating your business needs a lot of preparation, more specifically if it is located in Pierre. To be aware and prepared, we have gathered information on the steps to reinstate your South Dakota business. If it is manageable to Dissolve a Business in South Dakota, it is also bearable to reinstate your South Dakota 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 South Dakota business is determining why it is suspended or dissolved. This information can be found in the notice issued by South Dakota or by contacting the South Dakota 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 South Dakota Annual Reports and paying associated fees. In South Dakota, the LLC Annual Reports costs $50 while the Corporation Annual Report costs $50.
  • 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 South Dakota 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 South Dakota 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 South Dakota.

– WEBINARCARE EDITORIAL TEAM

Step 3: Obtain a Certificate of Good Standing

Certificate of Good Standing is a document issued by South Dakota 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 South Dakota, you will need to:

Get and Submit the Form

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

Online Application Process:
  • Visit the State Website: In South Dakota, 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 South Dakota 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 South Dakota, 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 Secretary of State Office, 500 E Capitol Ave, Pierre, SD 57501, along with the required fees.
Pay Any Associated Fees

The fees for obtaining a Certificate of Good Standing cost $20, vary depending on the type of business entity. Some states also offer expedited processing for an additional fee. Check the South Dakota 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 South Dakota.

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 South Dakota’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 South Dakota 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 South Dakota. The cost of the reinstatement fee amounts to $50. However, the cost will vary depending on the length of time your South Dakota 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 South Dakota’s Secretary of State. The processing time for reinstatement applications can vary depending on the South Dakota and the complexity of your case. Being patient and prepared to provide any additional information or documentation requested by South Dakota 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 South Dakota 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 South Dakota 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 South Dakota 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 South Dakota 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 South Dakota 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 South Dakota 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 South Dakota Business Attorneys and accountants, and evaluate which option best suits your needs and long-term business objectives.

FAQs

How do I reinstate my South Dakota business after it’s been dissolved?
To reinstate your South Dakota business, you’ll need to file a Statement of Reinstatement and pay any past due fees or taxes.
How long does it take to reinstate a South Dakota business?
It can take up to four weeks to reinstate a South Dakota business after you’ve filed the necessary paperwork and paid any fees.
What documents do I need to reinstate my South Dakota business?
You’ll need to file a Statement of Reinstatement with the South Dakota Secretary of State and provide any necessary supporting documents (such as unpaid tax returns).
Can I reinstate a South Dakota business if I owe taxes?
Yes, you can reinstate a South Dakota business even if you owe taxes; however, you’ll need to pay any past due taxes before your business can be reinstated.
What is the cost to reinstate a South Dakota business?
The cost to reinstate a South Dakota business varies depending on the type of business and the amount owed in fees or taxes.
Can I file for reinstatement of my South Dakota business online?
Yes, you can file for reinstatement of your South Dakota business online through the state’s website.
How long does it take for the South Dakota Secretary of State to process my reinstatement paperwork?
It can take up to four weeks for the South Dakota Secretary of State to process your reinstatement paperwork.
Do I need to appoint a South Dakota registered agent to reinstate my business in the state?
Yes, you are required to appoint a South Dakota registered agent when you reinstate your business in the state.
What is a South Dakota registered agent?
A South Dakota registered agent is a person or entity that can receive legal and official documents on behalf of your business in the state.
How can I change my South Dakota registered agent?
You can change your South Dakota registered agent by filing a Statement of Change of Registered Agent with the Secretary of State.
What happens to my business name if it’s been dissolved in South Dakota?
If your business has been dissolved in South Dakota, your business name will likely become available for others to use, although there may be a waiting period before it can be officially released by the state.
Can I change my business name when reinstating my South Dakota business?
Yes, you can request to change your business name when you reinstate your South Dakota business by filing an Amendment to your Articles of Incorporation or Organization.
Are there any penalties for not reinstating my South Dakota business on time?
Yes, there may be penalties for not reinstating your South Dakota business on time, including late fees and the possibility of having your business name revoked.
Can I still do business in South Dakota if my business has been dissolved?
No, you cannot legally do business in South Dakota if your business has been dissolved.
Can I keep my old South Dakota business EIN number when reinstating my business?
No, you cannot keep your old South Dakota business EIN number when reinstating your business; you will need to apply for a new one.
Do I need to file separate paperwork to reinstate my South Dakota business for state taxes and federal taxes?
Yes, you will likely need to file separate paperwork with the state and federal governments to reinstate your South Dakota business for taxes owed.
How do I check the status of my South Dakota business reinstatement?
You can check the status of your South Dakota business reinstatement by searching for your business on the South Dakota Secretary of State’s business search database.
Can I revive my South Dakota business if it’s been inactively dissolved?
Yes, you can revive your South Dakota business if it’s been inactively dissolved by filing the appropriate paperwork and paying any fees or taxes owed.
Can a third-party company help me reinstate my South Dakota business?
Yes, third-party companies can help you reinstate your South Dakota business, although they may charge additional fees for their services.
Will reinstating my South Dakota business affect my credit score?
Reinstating your South Dakota business should not directly affect your personal credit score, although it may affect your business’s credit score depending on the circumstances surrounding the dissolution.
What happens if I don’t want to reinstate my South Dakota business?
If you don’t want to reinstate your South Dakota business, you will need to properly dissolve it under state law.
Can I reinstate my South Dakota business if it’s been administratively dissolved for failure to file annual reports?
Yes, you can typically reinstate your South Dakota business if it’s been administratively dissolved for failure to file annual reports, although you will need to file all past due reports and pay any associated fines.
Can a business remain dissolved in South Dakota and still operate as a “de facto corporation”?
No, a business cannot remain dissolved in South Dakota and still operate as a “de facto corporation.” It must be properly reinstated with the state before it can operate legally.
Will reinstating my South Dakota business reinstate any contracts or agreements previously held by my business?
Reinstating your South Dakota business may not automatically reinstate any contracts or agreements previously held by your business, although it may be necessary to update those documents to reflect the reinstatement.
How long does the reinstatement process take if my South Dakota business was involuntarily dissolved?
If your South Dakota business was involuntarily dissolved, the reinstatement process may take longer than four weeks due to additional documentation requirements.
Do I need to update my South Dakota business’s address when reinstating it?
If your business’s address has changed since its dissolution, you will need to update that information when reinstating it with the state.
How do I know if my South Dakota business is eligible for reinstatement?
If your South Dakota business was dissolved voluntarily or involuntarily, it is likely eligible for reinstatement, although you will need to file the appropriate paperwork and pay any associated fees.
Can I avoid reinstatement fees if my South Dakota business was involuntarily dissolved?
No, you cannot avoid reinstatement fees if your South Dakota business was involuntarily dissolved, although you may be able to negotiate a payment plan with the state.
What should I do if I’m unsure about how to reinstate my South Dakota business?
If you’re unsure about how to reinstate your South Dakota business, you should consult with a qualified attorney or accountant who can help guide you through the process.
How can I reinstate my South Dakota business?
You can reinstate your South Dakota business by filing the required forms and paying the necessary fees with the South Dakota Secretary of State.
What are the requirements for reinstating a South Dakota LLC?
To reinstate a South Dakota LLC, you must file the necessary forms and pay the required fees with the South Dakota Secretary of State.
What documents are required to reinstate a South Dakota business?
The documents required to reinstate a South Dakota business vary depending on the type of business and the reason for the reinstatement.
Can I reinstate a South Dakota business if it has been dissolved for a certain amount of time?
Yes, you can typically reinstate a South Dakota business even if it has been dissolved for a certain amount of time, as long as you meet the requirements for reinstatement.
How much does it cost to reinstate a South Dakota business?
The cost of reinstating a South Dakota business varies depending on the type of business and the reason for the reinstatement.
What happens if I don’t reinstate my South Dakota business?
If you don’t reinstate your South Dakota business, it will be permanently dissolved, and you will have to start a new business if you wish to continue operating in South Dakota.
Can I use my old business name when I reinstate my South Dakota business?
As long as your old business name is still available, you can use it when you reinstate your South Dakota business.
How do I know if my South Dakota business has been dissolved?
You can check the status of your South Dakota business by searching for it on the South Dakota Secretary of State’s website.
Can I appeal a decision to reject my South Dakota business reinstatement application?
Yes, you have the right to appeal a decision to reject your South Dakota business reinstatement application if it is within the timeframe allowed by law.
Do I need to file a new business license if I reinstate my South Dakota business?
No, if you are reinstating a South Dakota business, you do not need to file a new business license.
Can I make changes to my South Dakota business when I reinstate it?
Depending on the type of changes you wish to make, you may be able to do so when you reinstate your South Dakota business.
Can I reinstate my South Dakota business online?
Yes, you can typically reinstate your South Dakota business online through the South Dakota Secretary of State’s website.
What is the deadline for reinstating a South Dakota business?
The deadline for reinstating a South Dakota business varies depending on the reason for the dissolution.
What are the consequences of not renewing my South Dakota business license?
If you do not renew your South Dakota business license, your business will not be able to legally operate in South Dakota.
Can I reinstate a South Dakota business if it has unpaid taxes?
Yes, you can typically reinstate a South Dakota business even if it has unpaid taxes as long as you pay the outstanding tax balance.
Do I need to provide a reason for why I wish to reinstate my South Dakota business?
Generally, you do not need to provide a reason for why you wish to reinstate a South Dakota business.
How do I dissolve a South Dakota business?
To dissolve a South Dakota business, you must file the necessary forms and pay the required fees with the South Dakota Secretary of State.
What are the requirements for dissolving a South Dakota corporation?
To dissolve a South Dakota corporation, you must file the necessary forms and pay the required fees with the South Dakota Secretary of State.
Can I reinstate a South Dakota business if there were legal disputes before dissolution?
It depends on the nature of the legal disputes that occurred before the dissolution of the business.
Can I operate my South Dakota business while it is being reinstated?
No, you cannot legally operate your South Dakota business while it is being reinstated.
What if my South Dakota business had a trademark registered with the USPTO and my business becomes inactive or dissolved?
If your South Dakota business had a trademark registered with the USPTO and becomes inactive or dissolved, the trademark may be canceled.
Can I have another business that is similar to my dissolved South Dakota business?
Yes, you can start a new business that is similar to your dissolved South Dakota business as long as you meet all legal requirements.
Can I sell my South Dakota business after it is reinstated?
Yes, you can legally sell your South Dakota business after it is reinstated.
Can I dissolve my South Dakota business if I don’t want to reinstate it?
Yes, you can legally dissolve your South Dakota business if you do not wish to reinstate it.
Is it possible to have a suspended South Dakota business reinstated?
Yes, it is possible to have a suspended South Dakota business reinstated by the South Dakota Secretary of State.
What else should I know about reinstating my South Dakota business?
You should be aware of the legal requirements for business operation in South Dakota and ensure that you have filed and paid all necessary taxes, fees, and paperwork.

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Conclusion

Reinstating a business in South Dakota 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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