Corporation Reinstatement and Revival Requirements in Florida

At a glance

Requirements one by one

Confirm that the status is administrative dissolution

Section 607.1422 covers a corporation administratively dissolved under current § 607.1420 or former § 607.1421 before January 1, 2020. Current grounds include late annual reports, unpaid Department fees or penalties, agent or office failures, unanswered interrogatories, and expiration of a stated duration.

Administrative dissolution does not erase the corporation, but § 607.1420(5) limits it to winding up, liquidation, asset distribution, and claimant notices until reinstatement. The Division's instructions say a voluntarily dissolved, merged, cancelled, or withdrawn entity cannot use this reinstatement route.

Florida has no outside reinstatement deadline

An eligible corporation may apply “at any time” after the effective dissolution date. That open-ended window does not waive the cure requirements: the Department must receive correct information and every required fee and penalty before it reinstates the corporation.

The application has two signers and a report alternative

The prescribed application states the corporate name, principal street and mailing addresses, organization date, FEIN or application status, and at least one officer or director with title or capacity and address. The Department may require additional information needed to administer Chapter 607.

Both the registered agent and an officer or director sign. Instead of the reinstatement application, the corporation may file a current annual report that contains the same information and bears the same two signatures. The official online instructions accept typed electronic signatures and require the entity's Florida document number.

The fixed fee is not the full cure amount

Section 607.0122 sets the profit-corporation reinstatement application fee at $600. It separately lists a $61.25 annual-report fee and an $88.75 supplemental corporate fee, which together make the ordinary $150 report charge. An optional certificate of status is $8.75.

Section 607.1422 additionally requires every fee and penalty then owed at the rates in effect when the corporation applies. The filing system calculates the actual amount, including the report years implicated by the filing date; the $600 figure alone is therefore not a payoff quote.

Name and agent problems are cured in the filing sequence

The online application permits updates to the registered agent and office, and the registered agent must accept the designation by signing. If another eligible entity lawfully assumed the dissolved corporation's name, § 607.1422(6) requires articles of amendment changing the name before the Department accepts reinstatement.

The official route is an online application

The Division's instructions direct the filer to enter the corporation's document number in the online reinstatement system. Payment may be made by card or a pre-established e-file account. A filer choosing check or money order prints the system's voucher and mails it with payment within 10 business days.

Payment submission is not acceptance. The official record must show the posted reinstatement before the corporation relies on active status.

Relation back has an express third-party limit

Reinstatement relates back to the administrative-dissolution date and lets the corporation operate as though dissolution never occurred. But § 607.1422(4)(c) preserves a person's rights arising from an act or omission in reliance on the dissolution before that person knew or had notice of reinstatement.

That language does not decide every inactive-period issue. The statute does not say reinstatement restores a separate regulatory license, erases a contract default, extends a limitations period, or resolves personal liability.

What trips people up

• “Inactive” is not a statutory diagnosis. Confirm administrative dissolution before using § 607.1422.
• There are two required signatures. The registered agent and an officer or director both sign the application or report substitute.
• The $600 fee is only the fixed application charge. Report charges, penalties, and other amounts are additional.
• Relation back is not absolute. The statute preserves specified third-party reliance rights.

Common questions

Can a voluntarily dissolved corporation file this reinstatement? Not through the Division's administrative-reinstatement route. The official instructions exclude voluntarily dissolved, merged, cancelled, and withdrawn entities.

Does the corporation need to file every missed annual report? The official instructions say the reinstatement application is filed in lieu of past-due annual reports, while the statute requires all fees and penalties and permits a current annual report as the application substitute.

Can the old corporate name always be restored? No. If another eligible entity lawfully assumed it, the corporation must amend its articles to a different name before reinstatement is accepted.

Statutes and sources

• Fla. Stat. § 607.1420 — administrative-dissolution grounds and inactive- period limits. Official Florida Legislature text (accessed 2026-08-02).
• Fla. Stat. § 607.1422 — eligibility, open-ended filing window, content, dual signature, payment, name cure, and legal effect. Official Florida Legislature text (accessed 2026-08-02).
• Fla. Stat. § 607.0122 — fixed filing and certificate charges. Official Florida Legislature text (accessed 2026-08-02).
• Florida Division of Corporations reinstatement instructions — online document-number route, payment methods, electronic signatures, report treatment, and excluded inactive statuses. Official filing instructions (accessed 2026-08-02).