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Reinstating a Suspended California LLC

If the FTB suspended your LLC for non-payment of franchise tax, you can reinstate by filing all delinquent returns and paying all owed taxes, penalties, and interest. For all compliance, see our post-formation guide.

Why LLCs Get Suspended

How to Reinstate

FTB Suspension:

  1. File all delinquent Form 568 returns
  2. Pay all back franchise taxes ($800 x number of years delinquent)
  3. Pay all penalties and interest
  4. FTB lifts suspension (usually within 5 business days of full payment)

SOS Suspension:

  1. File all delinquent Statements of Information (LLC-12, $20 each)
  2. Pay any applicable penalties
  3. SOS lifts suspension

Cost Estimate

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Item Amount
Back franchise taxes $800 per delinquent year
Penalties (5% per month, up to 25%) Up to $200 per year
Interest Varies (FTB published rate)
Delinquent SOI filings $20 each
Typical 3-year reinstatement $3,000-$4,000

FAQ

Can I sue while my LLC is suspended?

No. A suspended LLC cannot maintain or defend lawsuits in California courts . Any pending lawsuits may be dismissed.

Is reinstatement retroactive?

Yes. Upon reinstatement, the LLC is treated as if it was never suspended. However, contracts entered during suspension may have enforceability issues.

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