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Administrative dissolution is an action taken by the Secretary of State that results in the loss of a business entity's rights, powers and authority. Reinstatement is the action taken that restores an administratively dissolved business entity's rights, powers, and authority.
Administrative dissolution is the taking away of the rights, powers, and authority of a domestic corporation, LLC, or other statutory business entity by the state administrator overseeing business entities, due to the entity's failure to comply with certain obligations of the business entity statute.
To end a Georgia LLC, just file form CD-415, Certificate of Termination, with the Georgia Secretary of State, Corporations Division (SOS).
A corporation that has issued shares and commenced business may dissolve by filing a Notice of Intent to Dissolve pursuant to O.C.G.A. 14-2-1403 and Articles of Dissolution pursuant to O.C.G.A. 14-2-1408. Form CD 410 and CD 412 may be used for this purpose.
How long does it take the state to process the filing in Georgia? Corporate dissolutions take seven to ten business days to process. It could be up to twelve business days during December and January. If you pay for expedited processing, your dissolution can be filed in 24 hours.
When the revocation of dissolution is effective, it relates back to and takes effect as of the effective date of the dissolution and the corporation resumes carrying on its business as if dissolution had never occurred.
You may file a reinstatement application online at ecorp.sos.ga.gov. Should you wish to file your reinstatement application by mail or hand-delivery to our office, you must print the reinstatement application form, complete it and mail it in with a check or money order for payment of the fee.
If the Corporation or LLC fails to remedy the deficiencies within the specified time period then the state will Administratively Dissolve the business. When a company has been Administratively Dissolved by the state that company cannot legally conduct business and may be breaking the law if it does conduct business.