Reinstate or Revive Your Massachusetts Entity

Restore your entity to good standing with the state

Reinstatement is the process of restoring a delinquent entity back to good standing. Depending on the cause of delinquency, several steps may be required to reinstate your entity.

Domestic Reinstatement / Revival for Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Reinstatement Following Administrative Dissolution - A corporation that was administratively dissolved by the Division after July 1, 2004, may apply for reinstatement at any time. Application for Revival - A corporation that was dissolved voluntarily or administratively prior to July 1, 2004, may be revived for all or limited purposes by any interested person by filing an application for revival. In order to effect a general revival, all annual reports owed for the last 10 fiscal years must be filed.
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Notes:	The application for reinstatement must be accompanied by a certificate from the Department of Revenue reciting that all corporate excise taxes and any related penalties have been paid or contain a request to the department of revenue for said certificate. In order to reinstate the corporation without limitation, all annual reports owed for the last 10 fiscal years must be filed.

Foreign Reinstatement / Revival for Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Reinstatement of Authority to Transact Business
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Required Attachments:	The application for reinstatement must be accompanied by a certificate from the Department of Revenue reciting that all corporate excise taxes and any related penalties have been paid or contain a request to the department of revenue for said certificate. The application for reinstatement shall be accompanied by an original certificate of legal existence or a certificate of good standing issued, not more than 90 days prior to submission, by an officer or agency properly authorized in the jurisdiction of organization. If the certificate is in a foreign language, a translation thereof under oath of the translator shall be attached.

Domestic Reinstatement / Revival for Limited Liability Companies:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Reinstatement Following Administrative Dissolution
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Notes:	A limited liability company that was administratively dissolved by the Division may apply for reinstatement at any time. In order to reinstate the limited liability company, all annual reports owed must be filed.

Foreign Reinstatement / Revival for Limited Liability Companies:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Reinstatement Following Administrative Revocation
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Notes:	A foreign limited liability company whose registration was revoked by the Division may apply for reinstatement at any time. In order to reinstate the limited liability company, all annual reports owed must be filed and a certificate of legal existence from the state of origin must accompany the reinstatement document.

Foreign Reinstatement / Revival for Nonprofit Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Reinstatement of Authority to Transact Business
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Required Attachments:	The application for reinstatement must be accompanied by a certificate from the Department of Revenue reciting that all corporate excise taxes and any related penalties have been paid or contain a request to the department of revenue for said certificate. The application for reinstatement shall be accompanied by an original certificate of legal existence or a certificate of good standing issued, not more than 90 days prior to submission, by an officer or agency properly authorized in the jurisdiction of organization. If the certificate is in a foreign language, a translation thereof under oath of the translator shall be attached.

Domestic Reinstatement / Revival for Nonprofit Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Revival
Filing Method:	Mail or fax.
Agency Fee:	$40 + $6 if filing by fax
Notes:	A non-profit corporation may be revived at any time following its dissolution for all or limited purposes by any interested person by filing an application for revival. In order to effect a general revival, all annual reports owed for the last 10 fiscal years must be filed.

Domestic Reinstatement / Revival for Professional Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Reinstatement Following Administrative Dissolution - A corporation that was administratively dissolved by the Division after July 1, 2004, may apply for reinstatement at any time. Application for Revival - A corporation that was dissolved voluntarily or administratively prior to July 1, 2004, may be revived for all or limited purposes by any interested person by filing an application for revival.
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Notes:	The application for reinstatement must be accompanied by a certificate from the Department of Revenue reciting that all corporate excise taxes and any related penalties have been paid or contain a request to the department of revenue for said certificate. In order to reinstate the corporation without limitation, all annual reports owed for the last 10 fiscal years must be filed.

Foreign Reinstatement / Revival for Professional Corporations:

Agency:	Massachusetts Secretary of the Commonwealth - Corporations Division
Form:	Application for Reinstatement of Authority to Transact Business
Filing Method:	Mail or fax.
Agency Fee:	$100 + $10 if filing by fax
Required Attachments:	The application for reinstatement must be accompanied by a certificate from the Department of Revenue reciting that all corporate excise taxes and any related penalties have been paid or contain a request to the department of revenue for said certificate. The application for reinstatement shall be accompanied by an original certificate of legal existence or a certificate of good standing issued, not more than 90 days prior to submission, by an officer or agency properly authorized in the jurisdiction of organization. If the certificate is in a foreign language, a translation thereof under oath of the translator shall be attached.

What is the state agency that processes reinstatement?

Massachusetts Secretary of the Commonwealth - Corporations Division

Physical Address:
One Ashburton Place, Corporations Division
Boston, MA 02108

Phone: (617) 727-9640
Fax: (617) 742-4528

Website: https://www.sec.state.ma.us/divisions/corporations/corporations.htm
Name Search: https://corp.sec.state.ma.us/corpweb/CorpSearch/CorpSearch.aspx
Forms: https://www.sec.state.ma.us/divisions/corporations/filing-by-subject/corporations-file-by-subject.htm
Online Filing: https://corp.sec.state.ma.us/corpweb/loginsystem/externallogin.aspx
Email: corpinfo@sec.state.ma.us

FAQs

What is "Tax Clearance"?

Many states require you to obtain “tax clearance” or “tax good standing” before reinstating your entity. This is written evidence that your entity has cleared all overdue or past taxes with the state’s tax authority, often the Department of Revenue or Department of Taxation. States requiring tax clearance request that the letter or certificate be submitted along with the reinstatement form. Depending on the state, obtaining tax clearance can take weeks or months. If you have not obtained tax clearance, Harbor Compliance can contact your state’s taxation authority and obtain your certificate for you.

Why do I need to reinstate my company?

If your business has been administratively dissolved, or has lost "good standing", you may face state penalties, fines, and other fees for noncompliance. Transacting business with banks, government and licensing agencies, and contractors can be delayed, and at a loss of credibility to your business. Additionally, the owners of the business may be subjected to personal liability. Most states allow you to restore your business to good standing within a certain time, and it is important to take advantage of that window of opportunity. Our corporate filing services can help you reinstate your entity.

Reinstate Massachusetts Corporation, Revive Massachusetts Corporation, Massachusetts Corporation Reinstatement

Revised December 04, 2023. Complete data last reviewed December 04, 2023.

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