Indiana Certificate of Authority / Withdrawal form
Giving up the Indiana authority: the Statement of Withdrawal
A foreign entity that has finished with Indiana ends its registration by filing a Statement of Withdrawal, priced by the Code at $20 electronically and $30 otherwise. In the filing the entity declares that it no longer does business here, cancels its agent's authority and names an address where legal papers can still reach it. The online total is checked before we file.
Withdrawal in brief
- Filing
- Statement of Withdrawal
- Statute
- IC 23-0.5-5-7
- Fee online
- $20 (statutory)
- Fee on paper
- $30
- Needs
- A service address and the end of the agent's authority
- Agent resignation
- A separate statement, with no fee
What the statement contains
| Item | Content |
|---|---|
| Identity | The entity's name and the jurisdiction where it was formed |
| Position | That the entity has ceased operating in Indiana and gives up its registration |
| Agent | That the authority of its Indiana registered agent is revoked |
| Service address | A postal address to which process may be sent |
| Email option | An email address for service may also be given, with a promise to report changes |
The declaration that you have stopped
The core of the filing is a statement of fact: the entity is no longer doing business in Indiana. Make sure that is true before you sign. If the company still has an employee, a lease or open contracts in the state, the withdrawal may be early, and returning later would mean registering again at the full registration fee.
The address for service
Withdrawal does not close the door on old claims: one that arose while the entity was registered can still reach it through the Secretary of State, who forwards the papers to the address you supply. Choose an address that will still be staffed in a year or two. The statement may also give an email address for service, with a promise to report any change. Your agent's authority ends when the statement is filed.
Before you file
We suggest filing after the entity's last Indiana contract has ended, its last business entity report is in, and anything owed to the state is paid. File any report that is due before you withdraw, because a late one puts the registration at risk. Whether the Department of Revenue needs anything before you close is a tax question, and an Indiana tax adviser can answer it. The withdrawal is for an entity that has finished with Indiana, so file it only after the work there has stopped.
Endings that need no withdrawal
Some endings happen by operation of the Code. Converting into a domestic filing entity cancels the registration automatically, as of the conversion date. A merger into another foreign entity is handled by a notice, and the registration continues without a gap. An entity that has dissolved and completed winding up, or turned into an entity that does not file, must deliver a statement of withdrawal.
What withdrawing leaves in place
It does not erase obligations from the time of registration. It does not waive any tax that Indiana may claim. It does not close the entity in its home state, which has its own dissolution process. And the Secretary of State stays available as a route for serving claims that date from the registered period.
What leaving costs
A company that registered online and then withdraws at the statutory rate pays $125 in Indiana filing fees across the two, not counting any report in between or any enhanced access charge on the withdrawal. Withdrawing by post costs $30 for the statement itself.
Withdrawal against a pause
A company that expects to return to Indiana within a year or two faces a choice. Keeping the registration costs an agent, a report every second year and the attention to track them. Withdrawing costs $20 now and the full registration fee again if business resumes. If work is truly over, withdraw. If it is merely slow, compare a year of agent fees with the cost of registering again.
Withdrawing from Indiana
Confirm you are finished
No staff, premises or open work in Indiana.
Pick the service address
A mailing address that stays reachable.
Complete the statement
Name, home state, the declarations and the address.
File and pay
$20 online at the statutory rate.
Telling the people who rely on your registration
Once the withdrawal is filed, let the parties who dealt with you as a registered company know. That includes a bank, a landlord or a customer that has your Indiana registration on file. A short note giving the withdrawal date and the address where legal papers will still reach you is enough.
Withdrawal questions
What does withdrawing cost?
$20 online and $30 on paper, by the statute.
Does withdrawing end the agent's role?
Yes. The statement revokes the authority of the registered agent.
Can I be sued after I withdraw?
Yes, on a claim from the time you were registered, with service through the Secretary of State.
Our fee and Indiana's fee
Get authority to operate in Indiana
Indiana
$199
+ $105 Indiana fee, filed online
- The Indiana Foreign Registration Statement, drafted from your answers (the state's paper form is State Form 56369)
- The home-state certificate requested so its date lands inside Indiana's window
- An Indiana registered agent: our office, or the agent you already have
- The filing submitted and the state's record sent to you, with your first report month
- Renewal: after the first year, the agent service renews at $149 a year
Checkout shows our fee and the Indiana fee as two lines. Indiana charges less online than on paper. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Where this comes from
- Indiana Code, Title 23, Article 0.5 (Uniform Business Organizations Code)
- Indiana Administrative Code, Title 75, Article 8, business entity filing governance
- Indiana Code 23-0.5-5, foreign entities
- Indiana State Form 56369, Foreign Registration Statement
- Indiana Secretary of State, Business Entity Reports
- Indiana Code 23-0.5-9, fees
Need authority to operate in Indiana?
Tell us where your company was formed and what it does here.