Updated August 24, 2026. Quick answer: Georgia gives an administratively dissolved LLC five years from the effective date of dissolution to apply for reinstatement, the statute’s reinstatement fee is $250, and once it is granted the reinstatement relates back to the dissolution date as if it had never happened. The part that actually stops applications is the signature block: the application has to be executed by the registered agent or by a member or manager as shown on your most recent annual registration. If the person running the company today is not on that filing, you need a notarized statement instead, and most people find that out after the application is rejected.
If you’d rather have the reinstatement filed for you
Bizee can prepare and file the Georgia reinstatement paperwork above on your behalf. State filing fees and any back taxes owed are separate, and you pay those directly either way.
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Five years, and the clock starts at dissolution
The window is not measured from the filing you missed. It runs from the date the Secretary of State made the dissolution effective, which is later, and knowing which date applies to you is the difference between being inside the window and outside it.
“A limited liability company administratively dissolved under this Code section may apply to the Secretary of State for reinstatement within five years after the effective date of such dissolution.”
O.C.G.A. § 14-11-603(b)(4)
Before that date there are two 60-day periods, and they are easy to confuse. The first is the ground itself: the Secretary of State may start the process if the LLC “does not deliver its annual registration to the Secretary of State, together with all required fees and penalties, within 60 days after it is due.” The second is the warning: after written notice, you have 60 more days to correct the ground before the certificate of dissolution is signed. Miss both and the five-year clock starts.
The signature block is where these applications die
This is the Georgia-specific trap, and it is written into the statute rather than into any form instruction. Read who is allowed to sign:
“Either be executed by the registered agent or a member or manager of the limited liability company, in each case as set forth in the most recent annual registration of the limited liability company filed with the Secretary of State, or be accompanied by a notarized statement, executed by a person who was a member or manager, or an heir, successor, or assign of a person who was a member or manager, of the limited liability company at the time that the limited liability company was administratively dissolved, stating that such person or decedent was a member or manager of the limited liability company at the time of administrative dissolution and such person has knowledge of and assents to the application for reinstatement”
O.C.G.A. § 14-11-603(b)(4)(C)
The reason this catches people is ordinary business life. An LLC that stopped filing annual registrations also stopped updating them, so the “most recent annual registration” names whoever was in charge years ago, a former partner, a resigned agent, sometimes someone who has died. The statute anticipates exactly that and gives you the second route: a notarized statement from a person who was a member or manager at the time of dissolution, or from that person’s heir, successor or assign. Work out which of the two routes is yours before you fill anything in.
What it costs: $250, plus everything you did not file
“Reinstatement fee 250.00”
O.C.G.A. § 14-11-1101(a)(16)
That is one line of a fee schedule that also prices the filings you skipped: annual registration $50, and a late-filing penalty of $25. Those matter because the application has to state that the ground for dissolution “either did not exist or ha[s] been eliminated”, and if the ground was an unfiled annual registration, eliminating it means filing it.
| Annual registrations owed | Reinstatement fee | Registrations + late penalties | Floor |
|---|---|---|---|
| 1 | $250 | $75 | $325 |
| 2 | $250 | $150 | $400 |
| 3 | $250 | $225 | $475 |
| 5 | $250 | $375 | $625 |
Treat that as a floor and nothing more. It is the statutory fee plus the statutory cost of the registrations themselves; it is not a quote, it does not include anything the Department of Revenue may want, and only your own filing history says how many years you actually owe. What the entity costs to keep alive in the first place is on the Georgia cost page.
It relates back, and that is worth more than the fee
“When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution, and the limited liability company resumes carrying on its business as if the administrative dissolution had never occurred.”
O.C.G.A. § 14-11-603(b)(4)
Read that as covering the gap, not just the future. Everything the company did while it was administratively dissolved is treated as the act of a company that was never dissolved. That is the reason to reinstate rather than form a fresh LLC: a new company starts today, and leaves whatever happened in the gap sitting outside any entity at all.
The tax line is a representation, not a formality
“Contain a statement by the limited liability company reciting that all taxes owed by the limited liability company have been paid”
O.C.G.A. § 14-11-603(b)(4)(D)
Unlike California, Georgia does not route reinstatement through the tax authority. You file with the Secretary of State. But you are signing a statement about your tax position to get there, and the statute puts no qualifier on the word “all.”
If they say no, you have 30 days
“The limited liability company may appeal the denial of reinstatement to the superior court of the county where the limited liability company’s registered office is or was located within 30 days after service of the notice of denial is perfected.”
O.C.G.A. § 14-11-603(b)(5)
The denial notice has to explain its reasons, so in most cases the cheaper move is to fix what it names and re-apply while the five-year window is still open. The 30-day appeal exists for the case where you think the denial is wrong.
What this page does not do
- It does not confirm the $250 against the Secretary of State’s own published fee schedule. That figure is the fee the statute sets, read from the Georgia Code this session; sos.ga.gov refused automated retrieval (HTTP 403) on every attempt, so the agency’s current posted schedule was not read and could differ.
- It does not tell you the exact back-filing total for your LLC. The statute requires the ground for dissolution to be eliminated, not a stated arrears figure, and how many annual registrations you owe depends on dates only your own filing history has.
- It does not cover judicial dissolution under subsection (a) of the same Code section, which is a court proceeding and not a reinstatement at all.
- It is not legal advice, and it does not tell you whether reinstating is the right call rather than forming a new company.
Related: dissolving a Georgia LLC on purpose, and what actually happens when you stop filing annual reports. Other states in this series: Oklahoma and Wyoming.
Sources
Reinstating so you can move the entity, not keep running it here? See moving an LLC out of Georgia for the state-of-organization change itself, once the LLC is back in good standing.
Reinstating an LLC, not a corporation? See reinstating a corporation in Georgia for the statute-specific filing, deadline and fee.