In Florida we call this lapse, "administrative dissolution for failure to file an annual report". Alternatively, in Florida when you file articles of dissolution with the State it is called "voluntary dissolution." Each one has its own quirks, for example, if you are administratively dissolved the State grants a grace period reserving the name should you file a late annual report or reinstate. After the grace period the company name will be up for grabs, and someone could take the name, but you would still be able to reinstate the company providing continuity. If you voluntarily dissolve, Florida has a period of time you can revoke the voluntary dissolution, but after that grace period the old company if effectively gone and can not be reinstated.
Off the top of my head I could not point you to any resources that would suggest letting it lapse is the right thing to do. Most attorneys by default will over look these nuances anyhow and always suggest the right thing to do is voluntarily dissolve. However, in private corporate legal practice I have seen the following scenarios where the voluntary dissolution has been problematic:
1. If the company was not wound down properly, and assets are still in the company name, generally those assets may not be transferred out of a dissolved company, and if you do transfer assets out it would be legally invalid. In such circumstances it would be better the company lapse, so it can be reinstated to transfer the assets lawfully;
2. Another example I have seen first hand is in litigation. In this instance a major oil company was sued by a number of gas station owners. As you can imagine the oil company dragged this lawsuit out for decades. By the time it was over many of the businesses that owned the gas stations sold and then dissolved. Nevertheless, after the litigation they were entitled to large sums from the oil company. For companies who administratively dissolved they could reinstate and have standing to collect their judgment, alternatively many of the business who voluntarily dissolved lost out on their portion of the judgement.
Best to consult an attorney to analyze your specific situation.
Off the top of my head I could not point you to any resources that would suggest letting it lapse is the right thing to do. Most attorneys by default will over look these nuances anyhow and always suggest the right thing to do is voluntarily dissolve. However, in private corporate legal practice I have seen the following scenarios where the voluntary dissolution has been problematic:
1. If the company was not wound down properly, and assets are still in the company name, generally those assets may not be transferred out of a dissolved company, and if you do transfer assets out it would be legally invalid. In such circumstances it would be better the company lapse, so it can be reinstated to transfer the assets lawfully;
2. Another example I have seen first hand is in litigation. In this instance a major oil company was sued by a number of gas station owners. As you can imagine the oil company dragged this lawsuit out for decades. By the time it was over many of the businesses that owned the gas stations sold and then dissolved. Nevertheless, after the litigation they were entitled to large sums from the oil company. For companies who administratively dissolved they could reinstate and have standing to collect their judgment, alternatively many of the business who voluntarily dissolved lost out on their portion of the judgement.
Best to consult an attorney to analyze your specific situation.