LLC Administrative Dissolution and Involuntary Termination in New Mexico

Short answer New Mexico may administratively revoke a domestic LLC after it fails for 30 days to maintain a registered agent or fails for 30 days after an agent or office change to file the required change statement. The filing rule says the agency issues a certificate of revocation and then notifies the LLC of its reinstatement right. An LLC may seek reinstatement within two years after revocation; effective reinstatement relates back.
State
New Mexico
Statute checked
September 26, 2026
Sources
4 statutes

At a glance

Law, agency and LLC scopeN.M. Stat. Ann. §§ 53-19-66.1–.2; Secretary of State (code still uses bracketed former “commission” title) may administratively revoke a domestic LLC; 12.3.4.11(F) NMAC sets certificate step.
Grounds and trigger dates§ 53-19-66.1 lists 30 days without required agent, or 30 days after agent/registered-office change without filing required statement. Those are the stated revocation grounds; § 53-19-5 requires continuing registered office and agent.
Agency notice§ 53-19-66.1 says agency may revoke; 12.3.4.11(F) NMAC requires notice to the LLC of its reinstatement right after revocation. Those provisions do not prescribe an advance intent notice.
Cure or response windowThirty-day eligibility period measured from lack of agent or from office/agent change without filing (§ 53-19-66.1); no additional pre-revocation cure window is stated in the two-ground statute and 12.3.4.11(F) NMAC.
Action and effective dateAgency issues a certificate of revocation under 12.3.4.11(F) NMAC; the statute does not supply a separate automatic revocation date. Effective date appears in reinstatement application and certificate (§ 53-19-66.2).
Status, activity and service§ 53-19-66.2(C) provides that, when reinstatement is effective, LLC resumes business as if revocation had never occurred. § 53-19-5(E) fixes resignation of registered-agent appointment at 30 days after agency receipt or earlier successor appointment.
Special routes and effects§ 53-19-66.1 states two agent/office grounds; 12.3.4.11(F) NMAC uses agency certificate and reinstatement notice for the domestic LLC.
Route back and limitsApplication within 2 years stating ground absent/eliminated and compliant name; agency cancels revocation certificate and files reinstatement certificate; effective reinstatement relates back (§ 53-19-66.2).

Requirements one by one

Agent default and agency action

Section 53-19-66.1 lists two ways the LLC becomes eligible for administrative revocation: 30 days without a registered agent, or 30 days after a registered-office or agent change without filing its statement. The agency may act. The current 12.3.4.11(F) NMAC procedure calls for a revocation certificate and notice to the LLC of its reinstatement right. The statute and rule state the later notice, so a missing agent alone is not the certificate.

What trips people up

The LLC Act still uses “commission [secretary of state]” in its compiled text. The official compiler's note after § 53-19-66.1 explains that the Secretary of State assumed the former chartering function in 2013. Section 53-19-5(E) separately says a resigning agent's appointment ends 30 days after the agency receives notice or earlier when a successor takes effect; that is distinct from the agency's revocation decision.

Common questions

Can the LLC apply years later? Section 53-19-66.2(A) permits reinstatement within two years after effective revocation. Subsection (C) makes effective reinstatement relate back and allows business to resume as if revocation had never occurred.

Statutes and sources

  • N.M. Stat. Ann. § 53-19-5 — “A limited liability company shall maintain in New Mexico” a registered office and agent (official Compilation Commission PDF, accessed 2026-09-26).
  • N.M. Stat. Ann. § 53-19-66.1 — an LLC “may be revoked” after the stated thirty days of agent or office-change default (official Compilation Commission PDF, accessed 2026-09-26).
  • N.M. Stat. Ann. § 53-19-66.2 — “may apply ... for reinstatement within two years after the effective date of revocation” (official Compilation Commission PDF, accessed 2026-09-26).
  • 12.3.4.11(F) NMAC — agency “may administratively revoke a domestic limited liability company by issuing a certificate of revocation” (official rule, accessed 2026-09-26).

Source links

Every statute quoted above, linked, with the date we checked it.

N.M. Stat. Ann. § 53-19-5 · accessed 2026-09-26
N.M. Stat. Ann. § 53-19-66.1 · accessed 2026-09-26
N.M. Stat. Ann. § 53-19-66.2 · accessed 2026-09-26
12.3.4.11(F) NMAC · accessed 2026-09-26
This page gives general legal information about agency dissolution, cancellation, forfeiture, or termination of an ordinary domestic LLC. It is not legal or tax advice. The statute, the agency record, and the date and method of notice control a particular company's position. The table does not decide tax amounts, compliance, liability, or whether reinstatement will succeed. Confirm current official records and seek licensed advice for a specific company.

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