Dissolved Entity

Definition: An entity whose legal existence has ended, by its own choice or by state action.

A dissolved entity has stopped existing as an active company in the state records. It still appears in the search, usually with a status such as Dissolved, Inactive or Terminated, and a date.

TypeHow it happensCan it come back?
Voluntary dissolutionOwners file articles of dissolution or a certificate of cancellationUsually not; a new entity is formed instead
Administrative dissolutionThe state ends the entity for a missed annual report, unpaid fees or no registered agentOften yes, through reinstatement within a set period
Judicial dissolutionA court orders the entity dissolvedRarely

Is a dissolved name available?

Not always. Many states protect the name of an administratively dissolved entity for a period so it can reinstate. Treat a dissolved match as a possible conflict until the state accepts your filing. The claim a business name guide explains the safe order of steps.

A dissolved company cannot be in good standing, and a missed annual report is the most common cause.

Related: Maryland forfeiture rules, how to verify a business, LLC lookup.

Dissolved Entity questions

Can a dissolved company be revived?

An administratively dissolved company can usually be reinstated by filing the missed reports and fees. A voluntarily dissolved company generally cannot, though some states allow revocation of dissolution for a short period.

Is the name of a dissolved company available?

Sometimes, but not always at once. Some states hold the name for a period after dissolution, and the former owner may still have trademark rights.

Sources

  1. SBA, Close or sell your business
  2. IRS, Closing a business

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