Corporation Reinstatement and Revival Requirements in Alabama

At a glance

Requirements one by one

Alabama no longer has the surveyed general reinstatement route

Current Ala. Code § 10A-2A-18.01 makes Chapter 2A the governing Business Corporation Law for all existing covered corporations on and after January 1, 2021. That current chapter does not contain the former administrative-dissolution and reinstatement sequence.

The official page for former § 10A-2-14.22 instead labels the section repealed and outside the current code supplement. That former section allowed an administratively dissolved corporation to apply within two years, required a Department of Revenue tax-paid certificate, and supplied relation back. Those are historical requirements, not a current general filing checklist.

A saving clause makes legacy records fact-specific

Section 10A-2A-18.03 preserves an action taken, accrued right or liability, and a “proceeding, reorganization, or dissolution commenced” before repeal. It further says the preserved matter may be completed under the former statute as though it had not been repealed.

That clause does not state a new filing window or enlarge the former two-year deadline. A corporation whose Secretary of State record reflects a pre-repeal administrative proceeding therefore needs an entity-specific review of the dates, status, and preserved law rather than a current generic application.

The nearby reinstatement statutes do not supply this route

Section 10A-2A-14.04 permits revocation and reinstatement within 120 days after a corporation's voluntary dissolution took effect. It uses the same authorization manner as the dissolution, supplies retroactive continuity, and protects the rights of people who relied on the dissolution. The survey excludes that voluntary-dissolution revocation route.

Section 10A-1-9.32 may look like a broader solution because it permits certain entities to be reinstated for a property transfer, claim settlement, action, or instrument. But § 10A-1-9.01 expressly says that Article 9 does not apply to business corporations. Section 10A-1-9.32 therefore is not a substitute general reinstatement route for the corporation surveyed here.

What trips people up

• The old section still appears in code search results. Read its repeal banner; former § 10A-2-14.22 is not current general authority.
• “Reinstatement” in § 10A-2A-14.04 means revoking a voluntary dissolution. Its 120-day window does not replace the repealed administrative route.
• The purpose-limited statute has an entity exclusion. Section 10A-1-9.32 cannot be read without § 10A-1-9.01, which excludes business corporations from the entire article.
• A legacy matter is not a standard filing. The saving clause depends on whether a proceeding or dissolution began before repeal and what deadlines the preserved law imposed.

Common questions

Does current Chapter 2A administratively dissolve a corporation for the old annual-report, tax, or registered-agent defaults? The current Alabama Business Corporation Law does not contain the former general administrative-dissolution and reinstatement sequence. The official former sections are marked repealed.

Can a corporation use § 10A-1-9.32 just to sign a deed or settle a claim? Not under that article. Section 10A-1-9.01 expressly excludes business corporations.

Can a voluntarily dissolved corporation still return? Potentially, but through a different rule. Section 10A-2A-14.04 allows revocation within 120 days after the voluntary dissolution's effective date, subject to its authorization and filing requirements.

Statutes and sources

• Ala. Code § 10A-2A-18.01 — application of current Chapter 2A to existing corporations. Alabama Legislature (accessed 2026-08-02).
• Ala. Code § 10A-2A-18.03 — saving rule for pre-repeal actions, rights, liabilities, proceedings, reorganizations, and dissolutions. Alabama Legislature (accessed 2026-08-02).
• Former Ala. Code § 10A-2-14.22 — repealed two-year administrative- reinstatement route, reproduced with the official repeal warning. Alabama Legislature (accessed 2026-08-02).
• Ala. Code §§ 10A-1-9.01 and 10A-1-9.32 — Article 9's business-corporation exclusion and its otherwise purpose-limited reinstatement provision. Alabama Legislature (accessed 2026-08-02).
• Ala. Code § 10A-2A-14.04 — separate 120-day revocation of voluntary dissolution. Alabama Legislature (accessed 2026-08-02).