How to Form an LLC in Indiana
Indiana Secretary of State—Business Services Division
302 West Washington Street—Room E018
Indianapolis, IN 46204-2700
Statutory Authority: Indiana Business Flexibility Act — Ind. Code § 23-18 (2013)
Indiana LLC General Filing Instructions
1. Confirm availability of company name and reserve if necessary.
2. Complete the “Articles of Organization.”
3. Prepare a Letter of Transmittal.
4. Submit the completed documents, a photocopy of each, and filing fees to the Indiana Secretary of State.
Indiana Articles of Organization
The following information is legally necessary and sufficient to for a limited liability company in Indiana:
1. Company name
2. Principal office address
3. Registered agent name and address
5. Management structure
7. Signature and printed name of organizer
8. Name and address of the person who prepared the document
Indiana LLC Fee Schedule
Application for Reservation of Exclusive Use of Corporate Name: $20.00 by mail, $10.00 online
Articles of Organization: $90.00 by mail, $85.00 online
Application for Certificate of Authority: $90.00
Certified Copy: $4.00
Biennial Report: $30.00 by mail, $20.00 online
Articles of Dissolution: $30.00
Your company name must end with a limited liability company designator. In Indiana the specific designators are: “Limited Liability Company” “L.L.C.” “LLC”
Conduct an entity name search on the Indiana Secretary of State website to confirm the availability of your company name.
If the name you want is available you can reserve it for 120 days by filing an “Application for Reservation of Exclusive use of Corporate Name” and paying a name reservation fee of $20.00. NOTE: Reserving your name is optional.
The registered agent maintains a physical presence in the state to accept service of process, annual report notices, and other communications directed to the company and to forward the same to the company to which the service, notice, or communication is directed.
Indiana requires that every business entity have and maintain a registered agent in the state. The registered agent may be either an Indiana resident or active Indiana business entity that has an Indiana street address and consents to accept legal papers on your company’s behalf. Post office boxes and commercial personal mailboxes are not acceptable.
NOTE: Your company should not serve as its own registered agent. You can, however, personally serve as registered agent provided you are an Indiana resident and have an Indiana street address.
The state provided forms ask for and specify what is legally sufficient and necessary to form an Indiana limited liability company. Nevertheless, Indiana permits you to add other provisions to your Articles of Organization as an attachment.
The most common optional provisions are the following:
☐ Management of a limited liability company by designated managers
☐ Appointment of managers by a designated member or group
☐ Indemnification of members
☐ Indemnification of managers
☐ Right to admit new members
☐ Right to continue upon dissolution of dissociation
Post Formation and Ongoing Compliance
1. Draft and adopt an operating agreement.
2. Obtain a federal employer identification number by completing IRS Form SS-4.
3. If electing alternative tax entity filing status complete IRS Form 8832.
4. Open company bank account.
5. Create and maintain company records book.
6. File a Biennial Report
Registering as a Foreign Entity
1. Complete the Application for “Certificate of Authority of a Foreign Limited Liability Company.”
2. Attach an original Certificate of Existence, not more than 60 days old, authenticated by the proper authority from the corporation’s state of incorporation.
3. Submit the completed document, along with the $90.00 filing fee, to the Indiana Secretary of State.
Dissolving an Indiana LLC
1. Complete the “Articles of Dissolution of a Limited Liability Company.”
2. Submit the completed documents, along with one copy and the $30.00 filing fee, to the Indiana Secretary of State.