File articles of organization with your state’s LLC declaring office. It is suggested to consult a lawyer or an accountant who can guide you on the specific rules and guidelines of your state.
An LLC reinstatement is the restoring of an administratively dissolved LLC. When an LLC loses its “good standing” with the state, the state can administratively dissolve the business.
You’ll also have to fix the issues that led to your LLC’s dissolution. To revive your LLC, you’ll need to submit a completed application for reinstatement and the reinstatement fee.
Naming and Management
You can check the availability of your new LLC name by searching the database. If the Name you have chosen is already in use, you will have to register a DBA Name with the county recorder.
Whether or not you need to reserve a company name for your new California LLC depends on your situation. The Secretary of State uses names on a first come basis. If you think someone may take the Name you have in mind, you may want to reserve it.
In California, you’ll be asked if your LLC can have multiple managers, just one manager, or if the organization will be managed by all individuals. You need to decide how it will be structured. Once you establish your business you’ll have to figure out how it will be governed and how pay, capital, and profits will be distributed.
Dissolving and Converting
If you don’t properly dissolve your corporation or LLC, the Secretary of State will forfeit your business. This means that you’ll lose the right to do business in California and be charged a penalty. You’ll also continue to owe the annual California Franchise Tax until you file to dissolve. It’s easier to dissolve your business properly.
In order to voluntarily dissolve your LLC, you should look to the company’s documents for rules on how to dissolve the company. Typically the rules will require a vote of the LLC members on a resolution to dissolve. Make sure you follow any procedural requirements.
The time to Dissolve a LLC varies. The Secretary of State requires a Tax Clearance Certificate before it will approve the Dissolution.
To convert a LLC to Delaware in California, get membership approval and file certificates in both states. To change from sole proprietor to LLC, make sure your Business Name is available, then file paperwork.