What happens if your Wisconsin LLC misses its annual report, and how to reinstate it
Wisconsin’s own word for it: “Administratively dissolved”. Time limit to get back: None stated. Tax clearance: No.
Checked against the Department of Financial Institutions, Division of Corporate and Consumer Services, September 2026.
- What Wisconsin calls it
- “Administratively dissolved”
- Tax clearance
- No
- Time limit to get back
- None stated
How it unfolds in Wisconsin
- MissedAnnual report
- Status“Administratively dissolved”
- The way backApplication for reinstatement (form sent by DFI on request)
Department of Financial Institutions (DFI), Division of Corporate and Consumer Services
What does Wisconsin call a company that missed its filings?
“Administratively dissolved”; DFI publishes a “Notice of Administrative Dissolution” and a “Certificate of Administrative Dissolution” list.
What triggers it in Wisconsin?
DFI may start the proceeding if the LLC: does not pay fees or penalties owed to DFI within one year after due; does not have its annual report on file within one year after due; is without a registered agent in Wisconsin for at least one year; does not notify DFI within one year of a registered agent/office change, agent resignation or office discontinuance; or violates s. 940.302(2) or 948.051(2).
Before it happens
DFI gives written notice to the registered agent; within 60 days after the notice takes effect the LLC must correct each ground or show it does not exist. Undeliverable notices are re-sent to the principal office and, failing that, posted on DFI’s website. DFI says it attempts this quarterly for entities that have not filed an annual report ‘after a few years’.
How do you reinstate a Wisconsin LLC?
An application for reinstatement stating the LLC’s name, the effective date of dissolution, that each ground did not exist or has been cured, and that the name satisfies § 183.0112. DFI does not post the form online: the entity emails DFI with its name and entity ID and DFI sends the reinstatement forms.
Where to file
Wisconsin DFI, Division of Corporate and Consumer Services (Corporations Bureau), Madison.
Missed filings and fees
All fees and penalties owed to DFI under chapter 183 must be paid; the ground (typically the missing annual report) must be cured.
Is there a deadline to reinstate a Wisconsin LLC?
No time limit is stated in § 183.0709.
Do you need tax clearance in Wisconsin?
No
Not required by § 183.0709, which conditions reinstatement only on a correct application and payment of fees and penalties owed to DFI.
What happens to the company name meanwhile?
No. The LLC’s right to exclusive use of its name ends on the date of administrative dissolution; the reinstatement application must state that the name satisfies § 183.0112.
What changes once it is fixed?
Reinstatement relates back to the effective date of the administrative dissolution and the LLC resumes its activities as if it had never been dissolved, except for rights of persons who relied on the dissolution before knowing of the reinstatement. While dissolved it exists only to wind up or apply for reinstatement; its agent’s authority continues.
What changes for corporations in Wisconsin?
Corporations follow Wis. Stat. §§ 180.1420-180.1423 with the same structure: 60-day cure after notice, loss of exclusive name on dissolution, reinstatement on a correct application plus payment of fees and penalties owed to DFI, no stated time limit, relation back to the dissolution date. DFI cancels the certificate of dissolution and issues a certificate of reinstatement.
What should you file first?
There is no separate tax clearance step for a Wisconsin LLC, so the filing comes first, with the missed filings and fees described above.
The filing
Application for reinstatement (form sent by DFI on request)
Where it goes
Wisconsin DFI, Division of Corporate and Consumer Services (Corporations Bureau), Madison.
What does Wisconsin ask you to file, so it does not happen again?
| Obligation | Form | Due | If late |
|---|---|---|---|
| LLC formation (Articles of Organization) | Articles of Organization (Form 502) | At formation | N/A |
| Annual report | Annual Report (Form 5 for LLCs and nonstock corporations), filed online with DFI | During the calendar quarter that contains your anniversary of organization — March 31, June 30, September 30 or December 31. Foreign entities file during the first calendar quarter, by March 31 | Delinquent status, then administrative dissolution for domestic entities or revocation for foreign entities |
| Change of registered agent or registered office | Statement of Change (Form 13) | When the agent or office changes | N/A |
| Paper filing surcharge | Any paper filing rather than online | With the paper filing | N/A |
From the same Wisconsin record as the Wisconsin registered agent page. State fees change; we confirm current amounts with you before anything is filed.
Put every recurring Wisconsin deadline in your calendar with the compliance calendar, or see what Wisconsin requires of your registered agent.
Which Wisconsin laws govern it?
Wis. Stat. §§ 183.0708 (administrative dissolution), 183.0709 (reinstatement), 183.0710 (appeal from denial) — chapter 183 as recreated by 2021 Wis. Act 258.
Sources, checked September 2026:
- Wisconsin Legislature— Wis. Stat. §§ 183.0708-183.0710 (2023-24 stats., published 9-4-26)
- Wisconsin Legislature; Wisconsin DFI— Wis. Stat. § 183.0708; DFI Administrative Dissolutions page
- Wisconsin Legislature— Wis. Stat. § 183.0708(1)
- Wisconsin Legislature; Wisconsin DFI— Wis. Stat. § 183.0708(2)-(3m); dfi.wi.gov Administrative Dissolutions page
- Wisconsin DFI; Wisconsin Legislature— DFI Administrative Dissolutions page; Wis. Stat. § 183.0709(1)
- Wisconsin DFI— Administrative Dissolutions page
- Wisconsin Legislature— Wis. Stat. § 183.0709(2)(a)
- Wisconsin Legislature— Wis. Stat. § 183.0709(1)(b), (2)(a)2.
- Wisconsin Legislature— Wis. Stat. §§ 183.0708(4m), 183.0709(1)(c)
- Wisconsin Legislature— Wis. Stat. § 183.0709
- Wisconsin Legislature— Wis. Stat. §§ 183.0708(4)-(5), 183.0709(4)
- Wisconsin Legislature— Wis. Stat. §§ 180.1421, 180.1422
Checked against the Department of Financial Institutions (DFI), Division of Corporate and Consumer Services and the statutes above · Last checked September 2026. Not legal advice: the filing office has the final word on your entity.
Wisconsin
Behind on a Wisconsin filing?
Send us the entity and any notice you received. A compliance check shows where it stands with the Department of Financial Institutions, Division of Corporate and Consumer Services, and state fees are confirmed with you before anything is filed.