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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.
A nonprofit corporation that has commenced activities may dissolve by filing a Notice of Intent to Dissolve pursuant to O.C.G.A. 14-3-1404 and Articles of Dissolution pursuant to O.C.G.A. 14-3-1409. Form CD 525 and CD 530 may be used for this purpose.
To end a Georgia LLC, just file form CD-415, Certificate of Termination, with the Georgia Secretary of State, Corporations Division (SOS). The certificate of termination is available on the Georgia SOS website or your Northwest Registered Agent online account. You are not required to use SOS forms.
Yes, in certain circumstances. You may be able to sue a dissolved corporation or a dissolved limited liability company for a period of time after dissolution, especially if it failed to wind up its business and dissolve properly.
Corporation \u2013 The name of an administratively dissolved corporation in Georgia will be safe for five years after the dissolution. If you fail to reinstate within that period, your company name will be available to other business entities, and you will have to file under a new name.
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Georgia's Business Corporation Code ("BCC") provides for voluntary dissolution through a shareholder vote at a shareholder meeting. Before the vote, your board of directors must submit a proposal to dissolve to the shareholders.
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.

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