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How to Reinstate a Corporation in Nebraska (Application and Certificate of Reinstatement, $30)

Updated September 4, 2026. Quick answer: a dissolved Nebraska corporation reinstates by filing Application and Certificate of Reinstatement (Domestic Corporation), filed with the Nebraska Secretary of State, together with a Domestic Corporation Occupation Tax Report under Neb. Rev. Stat. § 21-2,195 (Reinstatement following administrative dissolution); § 21-323.01 (occupation tax); late-reinstatement track referenced in the same section; name requirement at § 21-230 for $30, but only within 5 years of dissolution.

If you’d rather have the reinstatement filed for you

Bizee can prepare and file the Nebraska reinstatement paperwork described 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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The filing, and what Nebraska calls it

Nebraska calls this ‘reinstatement following administrative dissolution’ (with a separate ‘late reinstatement’ track for corporations dissolved more than 5 years). It is triggered by administrative dissolution for reasons such as nonpayment of occupation taxes, failure to maintain a registered agent, or expiration of corporate existence. The corporation applies to the Secretary of State stating the dissolution grounds no longer exist, pays all delinquent fees, and delivers a signed biennial/occupation tax report; the Secretary of State then cancels the dissolution and the reinstatement relates back to the dissolution date.

How long you have to reinstate

Nebraska does not let a dissolved corporation reinstate forever. You have just 5 years from the dissolution or revocation date; miss it and the only path back is forming a new entity from scratch, losing the original formation date and history. Standard reinstatement must be applied for within 5 years after the effective date of administrative dissolution. After 5 years, a corporation is not permanently barred – it may instead apply for ‘late reinstatement,’ which requires a showing that a legitimate reason exists and that reinstatement will not constitute a fraud on the public, at a higher fee. (Neb. Rev. Stat. § 21-2,195)

What you must pay before it goes through

Nebraska will not reinstate the corporation until every year it sat delinquent is paid for. Before the Secretary of State will reinstate, the corporation must have paid all delinquent fees and delivered a properly executed biennial report. The actual reinstatement packet fetched this session (a live pre-filled SOS form) shows this concretely: it combines the reinstatement fee with a ‘Domestic Corporation Occupation Tax Report’ invoice – back occupation tax plus accrued interest (based on paid-up capital stock) was billed alongside the flat reinstatement fee. (Neb. Rev. Stat. § 21-2,195; Nebraska Secretary of State reinstatement packet)

Whether your name is still yours

Whether Nebraska protects a dissolved corporation’s name against a new filer during the dissolved period was not independently confirmed this session; The reinstatement application must state that the corporate name still satisfies §21-230’s distinguishability requirement, implying the name is not guaranteed to remain reserved during dissolution. The name statute itself sets general distinguishability rules but does not explicitly address whether a dissolved corporation’s name remains protected or becomes available to others, so mechanics are not confirmed with certainty.. (Neb. Rev. Stat. § 21-230)

What the filing costs

Nebraska’s Application and Certificate of Reinstatement (Domestic Corporation), filed with the Nebraska Secretary of State, together with a Domestic Corporation Occupation Tax Report carries a $30 filing fee. $30 standard reinstatement filing fee, confirmed both on the Secretary of State’s Forms and Fee Information page and directly on the pre-filled ‘Application and Certificate of Reinstatement – Domestic Corporations’ packet, which also shows the $30 fee combined with back occupation tax and interest owed. Late reinstatement (after 5 years) costs $500 instead of $30.

What this page does not answer

Reinstating the entity at the state level and squaring things up with the IRS are two separate processes. Late federal returns, penalty abatement requests, and reinstating a lapsed EIN’s associated accounts are governed by federal law, not by Nebraska’s corporation statute, and this page does not source them. We have the state-filing answer at primary and the federal-cleanup answer not at all.

This page covers a for-profit business corporation. If you are reinstating an LLC in Nebraska instead, the filing, fee and statute are different: see reinstating an LLC in Nebraska.

Sources

Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster as a source of law; those are the only publishers of the competing versions.

See the filing option on this page