Corporation Reinstatement, Revival, and Revivor Packet - Maryland

MARYLAND CORPORATION REINSTATEMENT, REVIVAL, AND REVIVOR PACKET

Forfeited-charter route. Use for a domestic corporation whose charter was forfeited for nonpayment of taxes, unemployment-insurance contributions or reimbursement payments, or failure to file an annual report.

Scope gate. Excludes voluntary termination, judicial forfeiture or dissolution, foreign corporations, merger, conversion, insolvency, and disputed-control matters.

1. FORFEITURE RECORD

Attach the SDAT entity record and forfeiture action, charter documents, bylaws, stock ledger, last officer/director record, annual reports, tax records, unemployment records, and resident-agent consent.

2. SIGNER HIERARCHY UNDER § 3-507

Articles are ordinarily signed and acknowledged by any two last acting officers. If they are unable or unwilling, the lesser of a majority or three last acting directors may sign. If fewer than that number can act, a director or stockholder may call a stockholder meeting; those present in person or by proxy may elect the authorized board described by § 3-507(b)(3).

☐ Highest available statutory signer route used.

☐ Unavailability or unwillingness documented before using a substitute route.

☐ Stockholder notice, meeting, and board election documented if required.

3. ARTICLES AND ACCEPTANCE CONDITIONS

Articles state the name at forfeiture; compliant post-revival name; Maryland principal-office address if changed; resident-agent name and address; and that the filing revives the charter.

Before acceptance, all required annual reports must be filed and all unemployment contributions or reimbursement payments, state and local taxes other than real-estate taxes, interest, and penalties due or that would have become due must be paid, even if otherwise time-barred.

☐ Current SDAT form, signer route, reports, clearances, fee, and processing method rechecked on filing day.

4. EFFECT OF REVIVAL

Section 3-512 validates contracts and other acts done in the corporation's name while the charter was void if otherwise within the charter's scope, and makes the corporation liable for them. It restores assets and rights except those sold or otherwise divested while the charter was void.

Do not promise restoration of sold or divested property, validation of acts outside the charter, or automatic restoration of licenses and foreign qualifications.

5. POST-ACCEPTANCE WORK

☐ SDAT record shows active status and the intended name.

☐ Articles, signer support, resident-agent consent, reports, clearances, receipt, and current record saved.

☐ Corporate records, taxes, payroll, licenses, banks, insurance, contracts, permits, and foreign qualifications reviewed separately.

☐ New annual-report and compliance calendar assigned.

Prepared by: [________________________________]

Authorized reviewer: [________________________________]

Signature: [________________________________] Date: [__/__/____]

SOURCES AND REFERENCES

• Maryland General Assembly — 2026 Corporations and Associations Article
• Maryland SDAT — Articles of Revival
• Maryland SDAT — entity-status and forfeiture guidance

Statutes and agency route verified 2026-07-29; recheck the forfeiture ground, signer hierarchy, clearances, form, and fee immediately before filing.