Reopening a Dissolved LLC in Wisconsin: Is it Possible?

Can you reopen a dissolved LLC in Wisconsin?
The Wisconsin Department of Financial Institutions (WDFI) has the power to administratively or involuntarily dissolve your LLC if you don’t file an annual report. To get your Wisconsin LLC back into business again, you can apply for reinstatement.

A Wisconsin Limited Liability Company’s (LLC) decision to dissolve effectively signals the end of the business. Articles of Dissolution must be filed with the Wisconsin Department of Financial Institutions (DFI) in order to dissolve an LLC in Wisconsin. However, LLC owners might seek to revive their disbanded corporation in particular circumstances. So, in Wisconsin, is it feasible to reestablish a dissolved LLC?

The quick response is no. In Wisconsin, an LLC cannot be reinstated once it has been dissolved. However, LLC owners are permitted to establish a new LLC with the same name and objective as the disbanded LLC. With a new EIN and tax ID number, this new LLC will be recognized as a new entity. To register the new LLC, the owners must additionally submit Articles of Organization to the DFI.

On the other hand, owners may ask for reinstatement by submitting an Application for Reinstatement and paying any outstanding costs and penalties if the LLC was involuntarily dissolved by the state as a result of failing to submit annual reports or pay taxes. The LLC will be revived and regarded as active after the application is approved.

The procedure is slightly different if you are dissolving a nonprofit organization in Wisconsin. Articles of Dissolution must be filed with the Wisconsin Department of Justice (DOJ) by nonprofit organizations. The Wisconsin DFI must receive the Certificate of Dissolution that the DOJ will thereafter issue. Additionally, nonprofit organizations must submit a final tax return to the Wisconsin Department of Revenue.

Articles of Organization are available on the Wisconsin DFI website if you’re trying to start a new LLC in Wisconsin. The LLC’s name, objectives, registered agent information, and members’ names and addresses must all be listed in the Articles of Organization. Articles of Organization must be filed for a charge of $130.

Finally, you can ask the DFI for a Certificate of Status if you need to demonstrate that your LLC is in good standing with the state of Wisconsin. This certificate attests to the fact that your LLC is officially registered and permitted to operate in Wisconsin. A Certificate of Status costs $10 to get.

In Wisconsin, an LLC that has been dissolved cannot be reopened. However, LLC owners are permitted to establish a new LLC with the same name and objective as the disbanded LLC. The DOJ must receive articles of dissolution from nonprofits, and the Department of Revenue must receive a final tax return. The Wisconsin DFI website has articles of organization for new LLCs, and for a charge of $10, a certificate of status can be obtained.

FAQ
What is an administrative dissolution of corporation?

An administrative dissolution of a corporation is a legal procedure in which the state government revokes the legal status of the corporation, typically as a result of the corporation’s inability to adhere to state laws or pay state fees.