Nonprofit Corporation Administrative Dissolution and Reinstatement in Idaho
At a glance
| Entity and agency | Idaho Code §§ 30-21-601–604 apply to domestic nonprofit filing entities under §§ 30-21-102, 30-30-203; Secretary of State. |
|---|---|
| Report, fee, or tax failure | Annual report not delivered by last day of incorporation month each year (§§ 30-21-601(1), 30-21-213(c)); § 601 lists no independent tax or fee ground. |
| Agent and other grounds | No Idaho agent for 60 consecutive days, or failure to report agent change/resignation within 60 days after occurrence (§ 30-21-601(2)–(3)). |
| Notice and cure | SOS serves determination in a record under § 30-21-212; entity has 60 days after service to cure or show each ground absent (§ 30-21-602(a)–(b)). |
| When status changes | After uncured notice SOS signs/files statement of administrative dissolution reciting grounds and effective date and serves copy (§ 30-21-602(b)). |
| Powers afterward | Entity continues for winding up, liquidation, or reinstatement application; nonprofit organic law details permitted acts; agent authority survives (§§ 30-21-602(c)–(d), 30-30-1004). |
| Reinstatement window | Domestic entity administratively dissolved under § 30-21-602 may apply no later than 10 years after effective dissolution (§ 30-21-603(a)). |
| Filings, payments, and name | Signed application gives old/new compliant name, office/agent, dissolution date, cure statement; pay amounts due and would-be due; $30 filing (§§ 30-21-603(a)–(b), 30-21-214(b)(27)). |
| Effect and review | Filed reinstatement relates back; pre-notice reliance rights survive. Denial review: Ada County district court within 30 days after service (§§ 30-21-603(c)–(d), 30-21-604). |
Requirements one by one
Ground and notice
A nonprofit corporation falls within the filing-entity rules through Idaho Code §§ 30-21-102 and 30-30-203. Under § 30-21-601, a missed annual report, 60 consecutive days without a registered agent, or a 60-day failure to report an agent change or resignation can start administrative dissolution. The report is due each year by the final day of the month in which the nonprofit’s articles became effective under § 30-21-213(c).
The Secretary serves a determination in a record under § 30-21-602(a), using the delivery methods in § 30-21-212. If the corporation neither cures nor demonstrates that every ground is absent within 60 days after service, § 30-21-602(b) requires the Secretary to sign and file a statement of dissolution stating the grounds and effective date.
Status and restoration
An administratively dissolved nonprofit continues only for winding up, liquidation, and an application for reinstatement; § 30-21-602(c)–(d) preserves its registered agent’s authority. § 30-30-1004 identifies permissible winding-up acts, including protecting assets and discharging liabilities. § 30-21-603(a)–(b) allows a signed reinstatement application within ten years, with old or replacement name, office and agent details, dissolution date, cure statement, and payment of amounts due and amounts that would have been due during dissolution. § 30-21-214(b)(27) sets the application fee at $30.
What trips people up
A corporation’s old name may be unavailable after dissolution. § 30-21-301(a)(1) permits reuse of a name after the earlier entity has been dissolved for more than six months; § 30-21-603(a)(1) lets a reinstating entity state a different compliant name when needed. A third party’s rights arising from reliance on dissolution before it knew or had notice of reinstatement remain unaffected under § 30-21-603(d)(3).
Common questions
Does reinstatement undo the inactive period?
§ 30-21-603(d)(1)–(2) makes it effective as of the dissolution date and allows the nonprofit to resume activities as if dissolution had not occurred, subject to the reliance rule above.
Where can a denial be reviewed?
Under § 30-21-604(a)–(b), the Secretary serves written reasons. The entity has 30 days after service to petition the district court of Ada County, with the specified documents attached and the petition served on the Secretary.
Statutes and sources
- Idaho Code §§ 30-21-102, 30-21-601–604, accessed September 28, 2026: nonprofit scope, grounds, notice, reinstatement, and review.
- Idaho Code §§ 30-21-213, 30-21-214, 30-21-301, accessed September 28, 2026: report timing, fees, and names.
- Idaho Code §§ 30-30-203 and 30-30-1004, accessed September 28, 2026: nonprofit formation and winding up.
Source links
Every statute quoted above, linked, with the date we checked it.
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