A canceled Virginia LLC can apply for reinstatement within five years by sending the SCC a reinstatement application, a $100 reinstatement fee, and every annual registration fee and penalty that would have been owed through the reinstatement date (§ 13.1-1050.4). Once reinstated, the LLC is treated as if it had never been canceled.
Code of Virginia § 13.1-1050.4Code of Virginia Title 13.1 and SCC Clerk's Office fee and FAQ pages reviewed November 10, 2026. Confirm current fees with the State Corporation Commission before filing.
Heads up: we are an independent company that prepares and submits Virginia filings for owners. We are not the Virginia State Corporation Commission and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.
- Filed with the Virginia State Corporation Commission
- We track your $50 annual registration fee
- Cited to the Code of Virginia, Title 13.1
- Talk to a filer: (386) 465-3937
The forks in the road.
Fee
$100 plus all annual registration fees and penalties that were due before cancellation and that would have accrued to the reinstatement date (§ 13.1-1050.4(B)).
Code of Virginia § 13.1-1050.4Window
Within five years after the LLC ceased to exist, except for certain Commission or court-ordered cancellations.
Code of Virginia § 13.1-1050.4Name problem
If the name is no longer distinguishable, articles of amendment changing the name are required ($25).
Code of Virginia § 13.1-1050.4Effect
Existence is deemed to have continued from cancellation as if it never occurred (§ 13.1-1050.4(C)).
Code of Virginia § 13.1-1050.4Corporations
$100 plus fees, penalties and a current annual report, also within five years (§ 13.1-754).
Code of Virginia § 13.1-754What to have ready
- Look up the cancellation date on the SCC record
- Count the annual fees and penalties missed
- Check that the name is still available
- Fix any registered agent problem
- Submit the application with all fees
- Get a certificate of fact of existence afterward
Virginia LLC Reinstatement: Fee, Deadline and What You Owe
Working out the amount
Start with $100. Add each annual registration fee that was unpaid when the LLC was canceled, and each $25 penalty. Then add any fee that would have come due between cancellation and the date the SCC processes your reinstatement, as if the LLC had stayed alive (§ 13.1-1050.4(B)(3)). An LLC canceled in July for missing an April fee, reinstated the following May, owes $100, the missed $50 and $25, plus the next April's $50, and a penalty on that too if the new due date has already passed.
Source: law.lis.virginia.gov
When the name has been taken
While your LLC was canceled, its name was free for someone else to use. If another company has registered an indistinguishable name, the SCC requires articles of amendment changing your name as part of reinstatement, with the $25 amendment fee. Check the entity search before applying so the application is not rejected.
Source: law.lis.virginia.gov
Cancellations caused by the agent
If the LLC was canceled because its agent resigned and no statement of change was filed, reinstatement also needs the statement of change naming a new agent. The statement itself has no SCC fee. Choosing a professional agent at this point keeps it from happening again.
Source: law.lis.virginia.gov
What reinstatement fixes
Under § 13.1-1050.4(C), once the SCC enters the reinstatement order, the LLC's existence is deemed to have continued from the cancellation date, and liability during the gap is determined as if cancellation never happened. After five years that option is gone and you form a new LLC, possibly under a different name.
Corporations follow the parallel rule in § 13.1-754 and also file a current annual report.
Source: law.lis.virginia.gov
Virginia law and SCC rules behind this.
| Topic | Virginia rule | Where it comes from |
|---|---|---|
| Fee | $100 plus all annual registration fees and penalties that were due before cancellation and that would have accrued to the reinstatement date (§ 13.1-1050.4(B)). | Code of Virginia § 13.1-1050.4 |
| Window | Within five years after the LLC ceased to exist, except for certain Commission or court-ordered cancellations. | Code of Virginia § 13.1-1050.4 |
| Name problem | If the name is no longer distinguishable, articles of amendment changing the name are required ($25). | Code of Virginia § 13.1-1050.4 |
| Effect | Existence is deemed to have continued from cancellation as if it never occurred (§ 13.1-1050.4(C)). | Code of Virginia § 13.1-1050.4 |
| Corporations | $100 plus fees, penalties and a current annual report, also within five years (§ 13.1-754). | Code of Virginia § 13.1-754 |
Related Virginia reading.
Heads up: we are an independent company that prepares and submits Virginia filings for owners. We are not the Virginia State Corporation Commission and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.
What Virginia owners ask us
Typically $100 reinstatement plus the $50 fee and $25 penalty, and any further fee that came due before reinstatement.
Code of Virginia § 13.1-1050.4No. After five years you would form a new LLC.
Virginia State Corporation CommissionReinstatement treats liability as if cancellation never happened (§ 13.1-1050.4(C)).
Code of Virginia § 13.1-1050.4Yes. Corp USA prepares and submits your Virginia filing with the State Corporation Commission for you. The state fee is passed through at cost and our service fee is shown separately at checkout, so you never have to work through the state's filing system yourself.
Virginia State Corporation Commission