What happens if your Missouri LLC misses a required filing or fee, and how to reinstate it
Missouri’s own word for it: Articles “canceled”. Time limit to get back: None stated. Tax clearance: No (corporations: yes).
Checked against the Missouri Secretary of State, September 2026.
- What Missouri calls it
- Articles “canceled”
- Tax clearance
- No(corporations: yes)
- Time limit to get back
- None stated
How it unfolds in Missouri
- MissedA required filing
- StatusArticles “canceled”
- The way backApplication for Reinstatement, CORP 50AD (after a rescission packet request)
Missouri Secretary of State (Business Services / Corporations Division)
What does Missouri call a company that missed its filings?
The LLC statute does not use ‘administratively dissolved’ for LLCs. RSMo 347.183(2) gives the Secretary the power to ‘cancel’ an LLC’s articles of organization (a ‘cancellation’), and 347.183(3) lets it ‘rescind cancellation’. When the stated period of duration expires, 347.183(5) uses ‘administratively cancel’ / ‘administrative cancellation’. The Secretary of State’s reinstatement page groups these LLCs with other entities that have been ‘administratively dissolved’, and the reinstatement starts with a ‘rescission packet’.
What triggers it in Missouri?
Under RSMo 347.183(2) the Secretary may cancel the articles if the LLC does not comply with the LLC act by failing to file required documents, failing to maintain a registered agent, failing to pay the required filing fees, using fraud or deception in a filing, filing a document with a false statement, or violating criminal law. Separately, 347.183(5) allows administrative cancellation when the period of duration in the articles expires. Missouri LLCs file no annual registration report: chapter 347 contains no annual-report requirement (corporations file one under chapter 351). The duty to keep a registered agent is in 347.030.
Before it happens
For cancellation under 347.183(2), the Secretary must give written notice at least 30 days before cancellation takes effect, personally or by certified mail to the last registered agent or to a member or manager. The notice must state the reasons. The LLC may appeal to the circuit court within 30 days after the notice, or send the Secretary corrected documents so the notice is withdrawn. For expiration of duration under 347.183(5), notice goes out at least 30 days before. The LLC then has 60 days after the notice is posted to file articles of amendment extending its duration or to show the Secretary is wrong.
How do you reinstate a Missouri LLC?
The filer must have an active account in the SOS online filing system and must request a ‘rescission packet’ electronically, whether filing online or by mail. The LLC then uploads the Application for Reinstatement (CORP 50AD), which comes with the rescission packet. All documents must be submitted at the same time. For a cancellation under 347.183(2), the statute requires the LLC to supply the documents and affidavits showing it has corrected the conditions that caused the cancellation.
Where to file
Missouri Secretary of State, Business Services (Corporations), through the online filing system (bsd.sos.mo.gov) or by mail.
Missed filings and fees
No back reports apply to LLCs because LLCs file no annual report. The LLC must cure the ground for cancellation, for example by filing missing documents, appointing a registered agent, or paying unpaid filing fees. Under 347.183(4) the Secretary may charge late filing fees for each 30-day period of delinquency. For an expired-duration cancellation, 347.183(6)(c) requires a reinstatement fee plus any delinquent fees, penalties and other charges the Secretary determines are due.
Is there a deadline to reinstate a Missouri LLC?
No time limit is stated. RSMo 347.183 gives no deadline to rescind a cancellation or to reinstate after administrative cancellation.
Do you need tax clearance in Missouri?
No
For LLCs, the SOS page lists only the Application for Reinstatement (CORP 50AD) and does not list a Department of Revenue Certificate of Tax Clearance. For nonprofit and general business entities (corporations), the page requires a DOR Certificate of Tax Clearance, received before filing and combined with the CORP 50AD into one PDF.
What happens to the company name meanwhile?
The statute speaks to names only for reinstatement after administrative cancellation for expired duration (347.183(6)(f)). If the Secretary gave the name to another entity before the application was filed, the LLC may reinstate under a new name that complies with 347.020. The application must state that the LLC’s name meets 347.020. No name rule was found for a rescission of cancellation under 347.183(3).
What changes once it is fixed?
For reinstatement after administrative cancellation for expired duration, the reinstatement relates back to the effective date of the cancellation and the LLC may continue its business as if the cancellation had never occurred (347.183(6)(e)). While cancelled for that reason, the LLC continues to exist but may only wind up (347.183(5)(d)). The statute says nothing about relation back for a rescission under 347.183(3).
What changes for corporations in Missouri?
Corporations are ‘administratively dissolved’ under RSMo 351.484/351.486 and reinstated under 351.488. They file an annual (or optional biennial) corporate registration report (351.120/351.122). Grounds for dissolution include a report more than 90 days late, no registered agent or office for 30 days or more, and Department of Revenue notice of unpaid franchise, income, withholding or sales and use taxes. The corporation has 60 days after the notice to cure. The reinstatement application must contain a Department of Revenue certificate that all taxes (including employment security liabilities) are paid or that a payback plan is in place, and the SOS requires the Certificate of Tax Clearance first. Reinstatement relates back to the date of dissolution (351.488.3). If the name has been reissued, the corporation may take a new name (351.488.5). No time limit is stated.
What should you file first?
There is no separate tax clearance step for a Missouri LLC, so the filing comes first, with the missed filings and fees described above.
The filing
Application for Reinstatement, CORP 50AD (after a rescission packet request)
Where it goes
Missouri Secretary of State, Business Services (Corporations), through the online filing system (bsd.sos.mo.gov) or by mail.
What does Missouri ask you to file, so it does not happen again?
| Obligation | Form | Due | If late |
|---|---|---|---|
| LLC formation (Articles of Organization) | Articles of Organization (Form LLC 1) | At formation | N/A |
| LLC annual report | None — Missouri LLCs are not required to file an annual report | Not applicable | N/A |
| Corporation annual registration report | Annual Registration Report (Biennial Registration Report where the entity is eligible) | At the end of the month the corporation incorporated or qualified, every year | A late fee accrues for each 30-day period, and failure to file results in administrative dissolution or revocation of the certificate of authority |
| Change of registered agent or registered office | Statement of Change of Registered Agent or Registered Office (Corp. 59) | When the agent changes | N/A |
From the same Missouri record as the Missouri registered agent page. State fees change; we confirm current amounts with you before anything is filed.
Put every recurring Missouri deadline in your calendar with the compliance calendar, or see what Missouri requires of your registered agent.
Which Missouri laws govern it?
RSMo 347.183(2) (cancellation), 347.183(3) (rescission of cancellation), 347.183(5)-(7) (administrative cancellation for expired duration and reinstatement). RSMo 347.143 covers only court-ordered (judicial) dissolution. It was amended by H.B. 2508, effective Aug. 28, 2026, and has no administrative-dissolution ground.
Sources, checked September 2026:
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183; 347.143
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(2), (3), (5); SOS ‘Entity Reinstatement’ page
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(2), (5); 347.030
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(2), (5)(b)-(c)
- Missouri Secretary of State, Business Services— SOS ‘Entity Reinstatement’ page; RSMo 347.183(3)
- Missouri Secretary of State, Business Services— SOS ‘Entity Reinstatement’ page
- Missouri Secretary of State, Business Services— SOS ‘Entity Reinstatement’ page (‘Key Points’ for LLCs vs. general business entities)
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(3), (4), (6)(c)
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(6)(c), (6)(f)
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 347.183(5)(d), (6)(e)
- Missouri Revisor of Statutes (Missouri General Assembly)— RSMo 351.484, 351.486, 351.488; 351.122; SOS reinstatement page
Checked against the Missouri Secretary of State (Business Services / Corporations Division) and the statutes above · Last checked September 2026. Not legal advice: the filing office has the final word on your entity.
Missouri
Behind on a Missouri filing?
Send us the entity and any notice you received. A compliance check shows where it stands with the Missouri Secretary of State, and state fees are confirmed with you before anything is filed.