Home› Reinstatement› New York
🗽 New York

How to Reinstate Your LLC in New York

New York LLC dissolved? You'll need tax clearance from the NY Department of Taxation and Finance before the Secretary of State will process your reinstatement. Two agencies, mandatory clearance, $250 late penalty per year. We handle both sides in 45 days.

$55
SOS Filing Fee
45 days
Processing Time
Yes
Tax Clearance Required
$250/yr
Late Penalty
Check My New York Business → See the steps ↓
Step-by-step process

New York LLC Reinstatement: The Exact Steps

New York requires coordination between two agencies: the Department of Taxation and Finance (DTF) and the Secretary of State (SOS). You must resolve all tax obligations and obtain DTF clearance before the SOS will accept your reinstatement filing. Attempting to skip the DTF step wastes time and filing fees.

Two-agency process: Filing with the NY SOS without DTF tax clearance will be rejected outright. The clearance letter must be obtained first and submitted as part of the reinstatement package. This is the step most people miss.

1

Verify dissolution status with NY SOS

Check the NY Department of State Division of Corporations database (apps.dos.ny.gov) to confirm current status, exact dissolution date, and entity file number. This is your starting reference for all subsequent filings.

Same day
2

File all delinquent NY tax returns

File all overdue New York State and New York City (if applicable) tax returns with the Department of Taxation and Finance. LLCs with NYC operations may need to file both state and city returns. All must be current before clearance can be issued.

1–5 days per return
3

Pay outstanding NY tax liability

Pay all taxes, penalties ($250/year), and interest owed to the DTF. The DTF will not issue clearance if any liability remains. Request a tax compliance statement from the DTF to confirm your balance is zero before proceeding.

Immediate
4

Obtain tax clearance from NY Dept of Taxation

Request a Certificate of Good Standing from the DTF. This document confirms all New York taxes are paid and current. The DTF issues this after verifying your filing and payment history — typically takes 2–4 weeks.

2–4 weeks
5

File Application for Reinstatement with NY SOS

Submit the reinstatement application with the Department of State along with the $55 filing fee and your DTF tax clearance certificate. File by mail or in person at the Albany office. Online filing is not available for reinstatement.

1–2 days to file
6

SOS processes reinstatement (~3–4 weeks)

The NY SOS reviews the application and issues a Certificate of Reinstatement when approved. Expedited processing is available for an additional fee and can reduce the review window.

3–4 weeks after filing
Why businesses get dissolved

Common New York Dissolution Reasons

New York has one of the more complex enforcement environments. Dissolution can come from the Department of State for filing failures or from judicial action — and the DTF enforces tax obligations independently.

📋

Missed Biennial Statement

New York LLCs must file a Biennial Statement every 2 years ($9 fee). Missed statements result in SOS dissolution. Low fee, easy to miss, high consequence.

💸

Unpaid NY Franchise Tax

Franchise tax unpaid to the DTF. NY charges $250/year late penalty. Multi-year delinquency compounds quickly, especially for NYC-based entities with city-level obligations.

📝

Missing Annual Reports (Corporations)

Corporations (not LLCs) must file annual reports. Missed corporation reports are a leading cause of dissolution for NY-registered C-corps and S-corps.

⚖️

Judicial / Involuntary Dissolution

Court-ordered dissolution following a legal action, often creditor enforcement or member disputes. Reinstatement from judicial dissolution is more complex and may require court approval.

Common questions

New York Reinstatement FAQ

What is the New York Biennial Statement?+
Every New York LLC must file a Biennial Statement with the Department of State every two years. The fee is $9. This filing confirms the LLC's registered agent and principal address. Failure to file results in administrative dissolution. Despite being low-stakes financially, this is a surprisingly common source of dissolution because the fee is so small that owners forget to file it at all.
How long does New York reinstatement take?+
Plan for 45 days total: 2–4 weeks getting DTF tax clearance, plus 3–4 weeks for the SOS to process. Expedited processing at the SOS level can compress the back half. The DTF clearance timeline is harder to accelerate — it depends on how quickly they process your compliance verification.
Can I file New York reinstatement online?+
No — unlike Florida, New York reinstatement is not available online. Applications must be filed by mail or in person at the Albany office of the Department of State. This is one reason the NY process takes longer than states with fully online systems.
What are NYC-specific tax obligations for LLCs?+
LLCs doing business in New York City may owe NYC Unincorporated Business Tax (UBT) in addition to state taxes. NYC has its own tax return requirements separate from the state DTF returns. If your LLC operated in NYC, both state and city returns must be current before the DTF will issue clearance.
New York State Fees
SOS reinstatement fee$55
Biennial Statement (per 2yr)$9
Late penalty$250/yr
Tax clearance (DTF)Required
Processing time~45 days
Choose a Plan
Compliance+
$349
NY requires DTF clearance + SOS filing. Compliance+ covers both agencies — tax clearance coordination, delinquent returns, and full reinstatement.
Start Compliance+ →
Standard
$249
SOS reinstatement filing only. Best if you've already resolved the DTF side yourself.
Get Standard
Full Service
$599
End-to-end: DTF resolution, SOS filing, attorney review, NYC tax coordination if needed, and 12-month compliance calendar.
Full Service
48-hour intake guarantee. Submit today and we start within 48 hours — or your money back.

Ready to bring your New York business back?

Check your status in 60 seconds. We'll tell you exactly what the DTF and SOS each require — and the total cost.

Check My New York Business — Free → See all states