To revive a New Hampshire LLC, you’ll need to file the reinstatement application with the New Hampshire Secretary of State. You’ll also have to fix the issues that led to your New Hampshire LLC’s dissolution and (in some cases) obtain a Tax Compliance Certificate from the New Hampshire Department of Revenue. Below, we provide a free, step-by-step guide to reinstating your New Hampshire LLC.
The New Hampshire Secretary of State has the power to administratively dissolve your LLC if you fail to do any of the following:
To get your New Hampshire LLC back into business, you can apply for reinstatement. To reinstate your New Hampshire LLC, you’ll need to submit the following to the New Hampshire Secretary of State:
New Hampshire does not make the reinstatement application available online. When the New Hampshire Secretary of State administratively dissolves an LLC, their office will mail you the Reinstatement Charter. If you lost or never received your Reinstatement Charter, you can contact the New Hampshire Secretary of State’s Corporation Division to request one.
To file the New Hampshire Reinstatement Charter, you’ll need to provide your LLC’s name and date of administrative dissolution. You’ll also have to confirm that your LLC’s name is still unique and sign a statement affirming that your LLC has corrected the problem that led to dissolution.
If your New Hampshire LLC was dissolved because you failed to file annual reports, you’ll have to include the two most recent annual reports to your reinstatement application.
If your New Hampshire LLC has been dissolved for longer than 120 days, you’ll also have to attach a Tax Compliance Certificate from the New Hampshire Department of Revenue.
You can only file the New Hampshire Reinstatement Charter by mail.
Corporation Division
NH Dept. of State
107 N Main St, Rm 204
Concord, NH 03301-4989
The New Hampshire Reinstatement Charter will include instructions for calculating your reinstatement fee. Depending on how long your New Hampshire LLC has been administratively dissolved, reinstatement can get expensive.
The LLC Reinstatement fee is $135, and you’ll have to pay that fee for each year your LLC has been dissolved.
You’ll also have to pay $150 for each annual report you missed (although you only have to actually file annual reports for the last two years).
It usually takes the New Hampshire Secretary of State’s Corporations Division 2-4 business days to process LLC reinstatement. However, if your reinstatement application requires obtaining a Tax Compliance Certificate, reinstatement could take over a month.
Yes, you can change your New Hampshire registered agent on the New Hampshire reinstatement charter.
Yes. After your New Hampshire LLC is administratively dissolved for 120 days, your business name becomes available for other businesses to adopt. If another business has adopted your name, you’ll have to choose a new name. You can include this new name on your New Hampshire Reinstatement Charter.
You can revive a business within three years of administrative dissolution. After that time, you’ll have to form a new New Hampshire LLC.
If your New Hampshire LLC has been administratively dissolved for more than 120 days, you’ll need to obtain a letter from the New Hampshire Department of Revenue Administration clearing you of tax liability. Of course, if you’re behind on taxes, you’ll need to submit all delinquent past filings or payments first.
Not sure if your New Hampshire LLC is current on taxes? Contact the Department of Revenue Administration at (603) 271-2191.
To get a Tax Compliance Certificate from the New Hampshire Department of Taxation, you’ll need to submit Form AU-22 – Certification Request Form. You can download the application from the New Hampshire Department of Revenue website and mail your completed copy in. You’ll also need to include a check made payable to the State of New Hampshire for $30.
Form AU-22 is used to request a range of certificates and letters. In New Hampshire, the Tax Compliance Certificate is sometimes called a Statement of Good Standing, so be sure to check the box for “Statement of Good Standing.”
To complete Form AU-22, you’ll need to provide contact information for your business and your TIN, Department ID number, and SOS ID number. You’ll also have to list the date you first formed your New Hampshire LLC, the date you last did business in New Hampshire, and the years you filed New Hampshire taxes in the past. You’ll need a signature from a member or someone authorized to do business on behalf of your LLC.
It typically takes the New Hampshire Department of Revenue Administration a month to issue a Tax Compliance Certificate.
NH DRA Audit Division
PO Box 457
Concord, NH 03302-0457