While Monarch doesn’t provide direct reinstatement services, we recognize that such situations can occur. This guide serves as a comprehensive resource to assist you in successfully reinstating your Wyoming Corporation and resuming business operations. Timely action is crucial – Wyoming law grants a two-year window from the dissolution date to reinstate your corporation. Let’s delve into the steps involved in this process.
The key to successful reinstatement is acting swiftly. Wyoming law grants you only two years from the dissolution date to revive your corporation. After this two-year window closes, forming a new corporation becomes the only option.
Locate Your Business Identification Number (BIN):
Your Business Identification Number (BIN) serves as a unique identifier for your corporation. To find it, visit the Wyoming Secretary of State’s website (https://wyobiz.wyo.gov/). If your memory fails you, utilize the “Business Name Search” feature to locate your BIN.
Corporation Application for Certificate of Reinstatement:
Once you have your BIN, the website will automatically generate a “Corporation Application for Certificate of Reinstatement” form. Print this form out and complete it thoroughly.
Appoint (or Maintain) a Registered Agent:
A registered agent acts as your corporation’s official contact person for legal documents and notices from the state. Having a registered agent is mandatory for both forming and reinstating a Wyoming Corporation.
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- Changing Registered Agents: If you’re switching agents, file a “Change by Entity” form along with a completed “Consent to Appointment by Registered Agent” form (provided by your new agent).
- Maintaining Your Previous Agent: You can keep your previous agent if they’re still active and in good standing.
- Dissolved for Lack of Registered Agent: If your corporation dissolved due to lacking a registered agent, you must appoint a new one during reinstatement.
File Back Annual Reports:
The Wyoming Secretary of State requires filing all outstanding annual reports for the period your business was inactive. Gather these reports and include them with your reinstatement application. Remember to pay any associated fees and any unpaid taxes from those years.
File and Pay Fees:
Completed Documents:
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- Corporation Application for Certificate of Reinstatement
- Statement of Change by Entity (if applicable)
- Consent to Appointment by Registered Agent (if applicable)
- All Back Annual Reports
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Fees:
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- $100 Reinstatement Fee (failure to file/pay annual report tax)
- Back Annual Report Fees + unpaid taxes for those years
- $250 Additional Fine (dissolution for failing to maintain a registered agent – cannot be filed online)
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Payment Options:
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- Online Reinstatement Fee: The $100 reinstatement fee can be conveniently paid online using a credit card (with a $2 convenience fee).
- Check or Money Order: Alternatively, you can submit a check or money order for the total fees.
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Await Approval:
The Secretary of State typically processes reinstatement requests within one week. Upon approval, they will mail you a Certificate of Reinstatement, signifying your corporation’s successful revival.
Additional Considerations:
Changing Your Principal Business Address: You cannot modify your principal business address during the reinstatement process. To update this information, file a separate Update Form with the Secretary of State after reinstatement.
Amending Members or Managers: If your corporation’s members or managers have changed, you’ll need to file an Amendment to the Articles of Incorporation to reflect these updates.