Indiana Foreign Registration / The statement
The Indiana Foreign Registration Statement for an LLC
The Foreign Registration Statement (State Form 56369 on paper) costs a foreign LLC $105 to file online and $125 on paper. The statute lists 10 things it must state or be accompanied by. Preparing and filing it costs $199 from us.
Statement summary
- Who files
- Any LLC formed in another state or country
- Statute
- IC 23-0.5-5-3
- Fees
- $105 online, $125 on paper
- Attach
- a certificate of existence or similar document authenticated by the secretary of state or other official having custody of the entity's business records where it was organized
- Filed through
- INBiz, the Secretary of State's online system
The ten required statements
| Item | What the statute calls for | For an LLC |
|---|---|---|
| 1 | The name, and an alternate name if the name does not comply | As on the home certificate |
| 2 | The type of entity | Limited liability company |
| 3 | Where it was formed | State or country of origin |
| 4 | The date of formation there | From the home record |
| 5 | The street address of the principal office | Where the company works |
| 6 | The registered agent information | Name and Indiana street address |
| 7 | For a nonprofit corporation, whether it has members | Not applicable |
| 8 | For a nonprofit corporation, its public, mutual or religious benefit character | Not applicable |
| 9 | For an LLC with managers, a statement to that effect | If the operating agreement has managers |
| 10 | A certificate of existence or similar document | Under 60 days old |
Names
Item 1 is the entity's name. The statute sends a name that fails Indiana's rules to an alternate name used only for Indiana business, and it makes a later change to a noncomplying name a bar to doing business until the registration is amended.
Type, place and date
Items 2 to 4 are facts from the home record: the entity type, the jurisdiction and the date of formation in the home jurisdiction. Take the date from the certificate, so the statement and the attachment agree. A company formed abroad names its country.
The principal office
Item 5 asks where the principal office stands, giving its street address. Since the start of this year Indiana has clarified what counts as a principal office, and an entity that conducts all of its business remotely can opt to keep a residential address off the public record. A commercial mail receiving agency address needs a disclosure on the filing. Tell us at ordering if either applies.
The registered agent
Item 6 is the agent. The statement gives either the name of the commercial registered agent, or the name and address of the individual or entity serving as agent, with a statement that the agent has consented (IC 23-0.5-4-3(b) and (d)). The address must be a street address in Indiana, and the agent must have consented. See the agent page for who can serve.
Managers
Item 9 asks one question of an LLC: do its organizational documents provide for a manager or managers? The statute puts it as for an LLC whose organizational documents provide for managers, a statement to that effect (IC 23-0.5-5-3(9)). The answer comes straight from the operating agreement, so read it before you answer.
The certificate
Item 10 is the attachment: a certificate of existence or similar document authenticated by the secretary of state or other official having custody of the entity's business records where it was organized. Indiana's paper instructions add a freshness test of 60 days, and say older ones may be refused. Ask the home state for its certificate of existence or good standing and check that the name matches item 1.
Signing
The statute says the statement must be signed by the entity. Because INBiz takes the filing online, the submitter signs electronically. A person who submits a filing for someone else must take reasonable steps to identify that person, a rule that applies from the start of this year, which is relevant when a filing service or lawyer files on the company's behalf.
Paying and filing
Online, the statement costs $105: the statutory $75 and the $30 enhanced access fee. On paper it costs $125. The Secretary of State prefers online filing and says it is the lowest-cost, easiest and quickest. The office is open Monday to Friday, 8:00 a.m. to 4:30 p.m., with walk-in service and priority service by appointment.
Common reasons a filing stalls
The usual reasons a statement stalls:
- The home-state certificate is older than the window.
- The name on the statement differs from the certificate.
- The agent's address is not a street address in Indiana.
- The agent's consent is missing.
- The entity is an LLC with managers but does not say so.
- The payment is left unfinished.
How we handle the statement for you
You give us the facts
Name, home state, formation date, principal office and whether it has managers.
We order the certificate
Dated inside the sixty-day window.
We complete the statement
You read the draft before anything is sent.
We file on INBiz
The Indiana fee is $105.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Statement questions
How much is the statement?
$105 online and $125 on paper.
Does an LLC have its own version?
No. One statement serves every entity type, and a few items apply only to some of them.
Do I attach the operating agreement?
The statute does not ask for it. The statement says only whether the organizational documents provide for managers.
Our charge and Indiana's
Register in Indiana
- The Foreign Registration Statement (State Form 56369), completed from your answers
- A check that your home-state certificate falls inside Indiana's window before the filing goes in
- An Indiana registered agent: ours, or the one you use now
- The filing sent to the state and the registration record returned to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
+ $105 Indiana fee, filed online
Register in IndianaThe state fee is its own line at checkout. Indiana prices a paper filing higher than an online one. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Indiana Code, Title 23, Article 0.5 (Uniform Business Organizations Code)
- Indiana Administrative Code, Title 75, Article 8, business entity filing governance
- Indiana State Form 56369, Foreign Registration Statement
- Indiana Secretary of State, Business Entity Reports
- Indiana Code 23-0.5-5, foreign entities
- Indiana Secretary of State, HB 1593 and HB 1666 filing process changes
- Indiana Code 23-0.5-4, registered agent of entity
- Indiana Secretary of State, Business Services Division contact page
Ready to register in Indiana?
Tell us where the company was formed and we take it from there.