Corporation Reinstatement and Revival Requirements in Nevada

At a glance

Requirements one by one

Confirm default, revocation, and the correct route

Under Nev. Rev. Stat. § 78.170, a corporation required to make a Chapter 78 filing and pay its fee is in default when it refuses or neglects to do so on time. Section 78.175 then revokes the charter and forfeits the right to transact business on the first day of the first anniversary of the month after the month in which the filing was required.

Reinstatement under § 78.180 is available only when the charter revocation occurred because required fees and penalties were unpaid. A charter that has remained revoked for five consecutive years cannot be reinstated under that section. Nevada's separate §§ 78.730 and 78.740 route can instead renew or revive a qualifying corporation's charter.

Reinstatement is the list-and-arrears route

The corporation files the required annual list, any applicable special statement, the registered-agent information required by § 77.310, and a declaration under penalty of perjury that a Nevada court or the duly elected board or equivalent authorized the reinstatement.

Every missed annual-list fee and $75 late penalty is due for each year or part of a year, together with all other delinquent fees and penalties, any applicable special-statement charge, and the $300 fixed reinstatement fee. Annual-list fees currently range from $150 to $11,125 based on authorized stock.

Revival has a separate certificate and approval structure

The revival certificate states the corporate name, registered-agent information, chosen effective date, whether the revival is perpetual or for a fixed term, and the statutory continuation recital. It includes the president, secretary, treasurer or equivalents, all directors, their addresses, and the same court-or- board authorization declaration.

The signer is designated by the stockholders. Written consent from holders of at least a majority of the voting power must approve the signing and filing, and the certificate recites that consent. If no stock has issued, a majority of the directors in office may designate the signer. The statute adds the fee required to establish a new corporation, while the current fee schedule directs revival filers to contact the office for the calculated amount.

Name and registered-agent issues travel with either filing

The agent filing identifies the commercial registered agent or gives the name and address of a noncommercial agent or named office, and the appointment comes with the agent's certificate of acceptance.

If the old name is unavailable, the corporation submits a distinguishable new name. It may instead submit the current name holder's or reserver's written, acknowledged consent. When a new name is accepted, the existing articles are deemed to reflect it without a separate ordinary name-amendment filing.

Both routes generally relate back

Reinstatement relates back to the forfeiture date and restores the right to transact business as if it had remained continuously in force. If a forfeiture property proceeding began, reinstatement requires its dismissal and restoration of the property to the corporate officers.

Revival similarly relates back to charter expiration or revocation under § 78.740. The revived corporation remains subject to its existing and preexisting debts, duties, and liabilities. These statutes do not state a separate exception for third parties who relied on the revocation.

What trips people up

• Five years changes the route. It bars § 78.180 reinstatement, but Chapter 78 separately provides renewal or revival under §§ 78.730-.740.
• The $300 figure is not the payoff amount. Missed annual-list charges, $75 late penalties, other arrears, and a calculated revival fee are separate.
• The name application is conditional. The Secretary of State labels it for use only when the old name is unavailable.
• Relation back does not answer every collateral issue. The statutes do not say a separate license, permit, contract deadline, or litigation defense is automatically restored or erased.

Common questions

Does the Secretary of State automatically send a certificate of reinstatement? No. Section 78.180(2) says the corporation must request it and pay the separate certificate charge.

Can a revival use an effective date before the certificate is filed? Yes. Section 78.730 allows the certificate to state a revival commencement or effective date before the certificate date.

Is the separate name application filed every time? No. The current forms page says that application is used only if the name is unavailable during reinstatement or revival.

Statutes and sources

• Nev. Rev. Stat. § 78.153 — special statement and $100,000 charge for the narrow market-share/investigation class referenced by the reinstatement rule. Official Chapter 78 text (accessed 2026-08-16).
• Nev. Rev. Stat. §§ 78.170, 78.175, 78.180, and 78.185 — default, revocation timing, reinstatement conditions and fee, five-year bar, relation back, property restoration, and name cure. Official Chapter 78 text (accessed 2026-08-02).
• Nev. Rev. Stat. §§ 78.730 and 78.740 — revival certificate, signer and stockholder approval, formation-level fee, corporate status, liabilities, and relation back. Official Chapter 78 text (accessed 2026-08-02).
• Nev. Rev. Stat. § 77.310 — registered-agent information and acceptance. Official Chapter 77 text (accessed 2026-08-02).
• Nevada Secretary of State filing materials — current forms, conditional name application, $300 reinstatement charge, variable annual-list fees, and expedite tiers. Official forms and profit-corporation fee schedule (accessed 2026-08-02).