Indiana Foreign LLC Registration (How-to Guide)

Expanding your LLC into Indiana is an exciting step toward growth. Registering your foreign LLC might seem daunting, but this guide will walk you through the process, making it straightforward and stress-free.

Whether you’re drawn by Indiana’s business-friendly environment or its vibrant market, we’ll help you establish your LLC smoothly.

Indiana Foreign LLC Requirements

1. Indiana Registered Agent

First, your LLC must appoint a registered agent in Indiana. This can be an individual resident of Indiana or a business entity authorized to operate in the state.

The registered agent’s role is crucial. They will receive legal documents, tax notices, and other important correspondence on behalf of your LLC, ensuring that you don’t miss any critical information or deadlines.

Although you can use friends or family as your registered agent, I recommend opting for a professional registered agent service.

2. Certificate of Existence

Next, you’ll need to obtain a Certificate of Existence (a Certificate of Good Standing) from the state where your LLC was originally formed. This document verifies that your LLC is legally recognized and in good standing in its home state.

It’s essential to the registration process, proving your LLC’s legitimacy and compliance with state laws.

3. Business Identity

Before registering in Indiana, you must ensure your LLC’s name is available. If your LLC’s name is already in use or too similar to an existing name in Indiana, you’ll need to select a different name for use within the state.

This might involve using a fictitious name (a DBA – Doing Business As). This step is vital to avoid legal issues or confusion with other businesses.

4. Foreign Registration Statement

To officially register your foreign LLC, you must file a Foreign Registration Statement with the Indiana Secretary of State, Business Services Division.

This statement requires detailed information about your LLC, including:

• Legal name of the LLC
• State or jurisdiction where it was formed
• Date of formation
• Principal office address
• Name and address of the Indiana registered agent
• Description of the business activities
• Names and addresses of the LLC’s members or managers
• Certificate of Existence from the home state

The filing fee for this statement is $108 if you file online and $125 by mail.

If filing by mail or in person, send your completed form to the following address:

Secretary of State
Business Services Division
302 West Washington Street, Room E018
Indianapolis, IN 46204

5. Certificate of Authority

Once you’ve submitted the Foreign Registration Statement and paid the necessary fee, the Indiana Secretary of State will review your application. If everything is in order, they will issue a Certificate of Authority.

This certificate officially grants your LLC the right to do business in Indiana, allowing you to operate legally and enjoy all the benefits of being registered in the state.

How to File a Foreign LLC in Indiana State

Step 1. Selecting Your Business Name (new or existing)

First, you must ensure that your LLC’s name is available in Indiana. This involves searching the Indiana Secretary of State’s business name database here to check if your desired name is already in use or too similar to an existing name. Suppose your LLC’s name has already been taken or is unavailable.

In that case, when registering in Indiana, you may need to select a new name or use a fictitious name (also known as a DBA – Doing Business As). This step is crucial to avoid legal issues or confusion with other businesses.

Step 2. Appointing Indiana Registered Agent (I use Northwest)

Next, your LLC must appoint a registered agent in Indiana. A registered agent can be an individual resident of Indiana or a business entity authorized to operate in the state.

The registered agent’s role is important—they will receive legal documents, tax notices, and other official correspondence on behalf of your LLC.

I recommend using Northwest Registered Agent, as they can help you with the entire process of forming your LLC.

Find out why Northwest Registered Agent is my top pick by clicking here.

Step 3: Obtain a Certificate of Existence

To proceed with the registration, you must obtain a Certificate of Existence (also known as a Certificate of Good Standing) from the state where your LLC was originally formed. This document verifies that your LLC is legally recognized and in good standing in its home state.

It’s an essential part of the registration process, proving your LLC’s legitimacy and compliance with state laws in your original jurisdiction.

Step 4: Complete the Foreign Registration Statement

To officially register your foreign LLC in Indiana, you must file a Foreign Registration Statement with the Indiana Secretary of State, Business Services Division.

This statement requires detailed information about your LLC, including:

• Legal name of the LLC
• State or jurisdiction where it was formed
• Date of formation
• Principal office address
• Name and address of the Indiana registered agent
• Description of the business activities
• Names and addresses of the LLC’s members or managers
• Certificate of Existence from the home state

The filing fee for this statement is $108 if you file online and $125 by mail. Providing accurate and complete information in this statement is crucial for a smooth registration process.

Step 5: Launch Your Business Identity

Once your LLC is registered and operating in Indiana, building and establishing your business identity in the new market is crucial. Set up a professional website and engage with potential customers on social media to create a strong and localized digital presence. A well-developed business identity helps build trust and credibility with your new audience, making your business appear more professional and approachable.

Step 6: Receive Your Certificate of Authority

Once you’ve submitted the Foreign Registration Statement and paid the necessary fee, the Indiana Secretary of State will review your application. If everything is in order, they will issue a Certificate of Authority.

This certificate officially grants your LLC the right to do business in Indiana. With this certificate, your LLC can operate legally within the state and take advantage of Indiana’s business opportunities.

How long does it take?

In Indiana, online filings are usually processed in about one business day. Mailed applications can take up to seven business days to process and approve.

Registration Fee – How Much Does a Foreign LLC in Indiana Cost?

You must pay a registration fee when registering a foreign LLC in Indiana.

The cost varies depending on how you choose to submit your application:

• Online Filing: $108
  • Processed in about one business day
  • Typically, faster and more efficient
• Mail Filing: $125
  • Processed in up to 7 business days
  • Slower compared to online filing

These fees are required to cover the costs of processing your Foreign Registration Statement and issuing the Certificate of Authority, which allows your LLC to operate legally in Indiana.

When registering your LLC in Indiana, you must appoint a registered agent with a physical address to manage legal documents. Typically, this service costs between $200 and $1,000, but my favorite registered agent costs less than $100. Click here.

Do I need to file Indiana Articles of Organization for my foreign LLC?

You do not need to file Indiana Articles of Organization for your foreign LLC. The Articles of Organization are used to create a new LLC, not to register a foreign LLC.

Instead, you should file a Foreign Registration Statement with the Indiana Secretary of State to register your foreign LLC and obtain a Certificate of Authority to do business there.

How are Foreign Entity LLCs in Indiana taxed?

Your foreign LLC in Indiana will be subject to Indiana taxes like any other for-profit LLC operating in the state. This includes:

• State Income Taxes: Your LLC must pay Indiana state income tax on any income earned from activities conducted in Indiana.
• Sales Tax: If your LLC sells goods or services in Indiana, you must collect and remit Indiana sales tax.
• Other Taxes: Depending on your business activities, you may have to pay additional taxes or fees, such as employment taxes, if you have employees in Indiana.

FAQs on Indiana Foreign LLC Registration

Can I Be My Registered Agent for My Indiana LLC?

Yes, you can be your registered agent for your Indiana LLC, provided you are a resident of Indiana and have a physical address in the state. The registered agent must be available during regular business hours to receive legal documents and official correspondence.

Why Hire an Indiana-Registered Agent Service?

Hiring an Indiana-registered agent service offers several advantages:

• Professional Handling: They manage the receipt and forwarding of legal documents and government notices.
• Privacy: Your address remains confidential, as the registered agent’s address is used for official correspondence.
• Compliance: Ensures you meet state requirements and deadlines, reducing the risk of missed notices.
• Convenience: You can focus on business operations without worrying about managing legal paperwork.

How Can I Withdraw My Indiana Foreign LLC?

To withdraw your Indiana foreign LLC, you need to:

• File a Certificate of Withdrawal: Submit this form to the Indiana Secretary of State.
• Settle Debts: Ensure all outstanding taxes and fees are paid.
• Close Accounts: Cancel any business licenses and bank accounts associated with your LLC.
• Notify the IRS: Inform the IRS and relevant agencies about your business closure.

Is a Physical Presence Required in Indiana to Form an LLC as a Foreigner?

No, a physical presence in Indiana is not required to form an LLC as a foreigner. However, you must appoint a registered agent with a physical address in Indiana who can receive legal documents on behalf of your LLC.

How Do I Amend a Foreign LLC in Indiana?

To amend your foreign LLC in Indiana:

• File an Amendment: Submit the necessary amendment form to the Indiana Secretary of State.
• Update Information: Provide details about the changes, such as address or business activities.
• Pay Fees: Include the required fee for processing the amendment.

What Does It Mean to Do Business in Indiana?

“Doing business” in Indiana typically includes:

• Maintaining an Office: Having a physical location in the state.
• Conducting Transactions: Regularly buy or sell goods or services in Indiana.
• Employing Staff: Hiring employees or contractors based in Indiana.

If your foreign LLC engages in these activities, it may need to register as a foreign LLC in Indiana.

Does a Foreign LLC Have to File an Annual Report in Indiana?

Yes, a foreign LLC operating in Indiana must file an annual report. The report costs $30 and is due every two years by the end of the month you registered. For instance, if you registered on June 5, 2022, your first report is due by June 30, 2024.