Order received

Thank you. We are on it.

We will check the company record, prepare the filings and post every document to your client portal. You will get an email when the state accepts the filing.

Administrative dissolution

Your company was administratively dissolved. You can reinstate it or dissolve it properly.

One missed annual report is enough for Wyoming or Florida to dissolve an LLC or a corporation. The company loses its right to do business, while the IRS still expects its returns. There are two clean ways out: reinstatement or voluntary dissolution. Both are below, with every state fee shown.

Not sure which one? Get your path and exact cost in 5 questions

Founder with a crumpled letter on his head
01 · What administrative dissolution means

Administratively dissolved is not the same as closed

Administrative dissolution is a penalty status set by the state. The company was not wound up. The state stopped recognising its right to operate, and every obligation outside the state record stays in place.

⛔

No right to do business

An administratively dissolved company may only wind up its affairs. New contracts, sales and invoices are outside what it is allowed to do.

🏦

Banks check status

Banks and payment providers verify good standing. A dissolved status can lead to a compliance review, a payout hold or a closed account.

🛡

Liability shield at risk

Business carried on after dissolution can be treated as the owner's personal activity, not the company's.

📄

IRS penalties keep running

The state does not notify the IRS. The EIN stays open and every federal return is still due. A missed Form 1065 or 1120-S costs $255 per owner per month, up to 12 months. A missed Form 5472 costs $25,000 per form.

⚠ Leaving an administratively dissolved company as it is ends nothing. The company stops working, the obligations stay.
02 · Before January 1

File before the new year and skip one more annual report

In Florida, a reinstatement filed on or after January 1 must also include the new year's annual report. This applies to both paths: a dissolved company has to be reinstated before it can be dissolved voluntarily.

0days left to file in this year
Get my exact cost
Florida LLC, one missed report, state fees
Filed by December 31$238.75
Filed on or after January 1$377.50
Florida corporation, one missed report
Filed by December 31$750
Filed on or after January 1$900

Wyoming works by anniversary month: each new anniversary month adds one more $60 report.

03 · The rules by state

Wyoming and Florida

WyomingFlorida
Annual report dueFirst day of the company's anniversary monthBetween January 1 and May 1, every year
Administrative dissolution60 days after the due date if the report is still not filedFourth Friday of September if the report is still not filed
Annual report fee$60, or $0.0002 per dollar of assets in Wyoming if higherLLC $138.75 · Corporation $150
Reinstatement fee$100, plus each missed annual reportLLC $100 · Corporation $600, plus each missed annual report
$400 late feeWyoming has no late feeNot charged on reinstatement. It applies only to a late report filed while the company is still active
Voluntary dissolutionPossible only for a company in good standing. An administratively dissolved company is reinstated first, then files articles of dissolution
Time limit2 years from dissolution. After that the company cannot be reinstatedNo fixed limit. After one year the state checks that the name is still free

Fees: Wyoming Secretary of State and Florida Division of Corporations (Sunbiz), November 2026.

04 · Your path and cost

5 questions, exact total to your inbox

Answer five questions and we send you the recommended path with the full breakdown of state fees.

Question 1 of 5
Where is the company registered?
Question 2 of 5
What type of company is it?
Question 3 of 5
Will the company sell, hold a bank account or receive payouts in the next 12 months?
Question 4 of 5
When was it administratively dissolved?
Question 5 of 5
How many annual reports were missed?
Almost done
Where should we send your result?
Please enter your name, a valid email and tick the box.
05 · Order

Reinstatement or voluntary dissolution

⚠ A Wyoming company administratively dissolved more than 2 years ago cannot be reinstated by law, and without reinstatement it cannot file articles of dissolution either. The state record stays dissolved. What is left is the IRS side: the final federal returns and closing the EIN account.
Path 1 · Reinstatement

Bring the company back

For a company you still use. Reinstatement relates back to the dissolution date: the company is treated as if it had never been dissolved, and keeps its name, EIN and bank history.

  • Check of the state record and every missed annual report
  • All missed annual reports prepared and filed
  • Reinstatement application filed with the state
  • All state fees paid by us from your order
  • Certificate of reinstatement in your client portal
  • Compliance Calendar, so the next report is not missed
Total$0
Path 2 · Voluntary dissolution

Dissolve the company for good

For a company you no longer need. The state accepts articles of dissolution only from a company in good standing, so we reinstate it first and dissolve it right after. The EIN account is then closed with the IRS, so no new returns or penalties follow.

  • Reinstatement: missed annual reports and the reinstatement application
  • Articles of dissolution filed with the state
  • Letter to the IRS to close the EIN account, sent by certified mail
  • Mail receipt kept as proof of delivery
  • All documents in your client portal
  • Reminder before the final tax return is due
Total$0
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06 · How it works

Four steps, no calls

Order online

Pick the path, check the total and pay. The order is your authorisation for us to file.

We check the record

We pull the company file from the state and confirm the missed reports. If anything differs from your order, we tell you before filing.

We file

Annual reports and reinstatement. For dissolution, articles of dissolution and the IRS letter right after. State fees are paid by us.

Documents in the portal

Every filing and state certificate is posted to your client portal. One email when it is done.

07 · FAQ

Questions founders ask

Can I just leave the administratively dissolved company alone?
You can, but nothing ends by itself. The state does not notify the IRS, the EIN stays open and the federal returns are still due. A missed Form 1065 or 1120-S costs $255 per owner per month, up to 12 months; a missed Form 5472 costs $25,000 per form. If the company is not needed, voluntary dissolution is the way to stop this.
Why does dissolution include reinstatement fees?
The state accepts articles of dissolution only from a company in good standing. An administratively dissolved company has to file its missed reports and be reinstated first. That is why the dissolution total includes the same state fees as reinstatement.
Is there a $400 late fee in Florida if I wait?
No. The $400 late fee applies only to an annual report filed late while the company is still active. Reinstatement costs $100 plus each missed report. Waiting still costs money: a reinstatement filed on or after January 1 also includes the new year's report.
How do I know how many annual reports I missed?
Count each annual report deadline that passed without a filing. If you are unsure, order with your best estimate: we check the state record before filing and tell you if the number is different.
My Wyoming company was dissolved more than 2 years ago. What now?
Wyoming law does not allow reinstatement after 2 years, and without reinstatement the company cannot file articles of dissolution. The state record stays dissolved. What is left is the IRS side: the final federal returns and closing the EIN account. If you need a company for business, a new one has to be formed.
Will I keep my company name?
In Wyoming, within the 2-year window, the name stays with your company. In Florida, if the company has been dissolved for more than one year, the state checks that the name has not been taken. If it has, reinstatement requires a new name.
What happens to my bank account?
After reinstatement, the company is back in good standing and you can send the certificate to the bank if it asks. Before voluntary dissolution, withdraw the funds and close the accounts yourself: banks only accept that request from the account holder.
My registered agent resigned. Is that a problem?
Both states require an active registered agent for reinstatement. If your agent is no longer active, we tell you during the record check, before anything is filed.
Does voluntary dissolution file my final tax return?
No. The final federal return is a separate filing. We send you a reminder before it is due.

Every month in dissolved status is a month the company cannot work

Reinstate it if you need it. Dissolve it if you do not. Both take one order.

Corporatee is a business formation and compliance service, not a law firm or an accounting firm. This page is general information, not legal or tax advice. State fees are set by the states and can change; the amount charged follows the fee schedule in force on the filing date.