Indiana Certificate of Authority / Corporation form
The form a foreign corporation files for Indiana authority
A corporation formed outside Indiana files the very statement an LLC does, the Foreign Registration Statement, at $105 online or $125 by post for a business corporation. A nonprofit corporation pays the lower statutory amounts, $20 online or $75 by post. This page covers what changes when a corporation files.
Corporation form in brief
- Who files
- A profit or nonprofit corporation formed outside Indiana
- Form
- Foreign Registration Statement
- For-profit corporation
- $105 through INBiz, $125 by post
- Nonprofit corporation
- $20 through INBiz, $75 by post, statutory
- Attachment
- Certificate of existence within 60 days
- What follows
- A business entity report that names directors and officers
Where a corporation differs from an LLC
| Point | For-profit corporation | Nonprofit corporation |
|---|---|---|
| Entity type | For-profit corporation | Nonprofit corporation |
| Membership | No question | Whether it has members |
| Benefit character | Not asked | Public benefit, mutual benefit or religious, had it been formed in Indiana |
| Manager statement | Does not apply | Does not apply |
| Fee online | $105 | $20 statutory |
| Fee on paper | $125 | $75 |
The nonprofit pair of questions
A nonprofit corporation adds two answers to the statement: whether the corporation has members, and whether it would be a public benefit, mutual benefit or religious corporation if it had been incorporated in Indiana. We take the second from the purposes recorded at home. A nonprofit that raises money in the state also benefits from the Code's twelfth exempt activity, asking for funds where Indiana law allows.
What every corporation states
Every corporation gives its name, entity type, home jurisdiction and incorporation date, its principal office and its agent, and attaches the certificate of existence. The Code also makes clear that the law of the home jurisdiction governs the entity's internal affairs and its owners' liability, and registration does not authorize anything an Indiana entity of the same type could not do. The line about managers belongs to LLCs and has no counterpart for a corporation. The name must match the name on the certificate, so take it from the certificate rather than the articles. If the corporation merges into another foreign entity, the notice it delivers keeps the registration running without a break. The report comes round every second year for a for-profit corporation and yearly for a nonprofit.
A certificate of existence, not a certified charter
It is easy to send the wrong paper. A certified copy of the articles of incorporation shows how the corporation began. A certificate of existence shows that it is alive and in good standing today. Indiana wants the second, and its printed instructions treat anything over 60 days old as stale. Ask the office that holds your corporation's records for the right document by name.
Officers and directors arrive with the report
The registration statement does not list directors. The business entity report that follows it does, and for a corporation the report names the directors, the secretary and the highest executive officer, with business addresses. Have current names and business addresses ready two years after you register.
Regulated corporations
Entities answerable to a regulator of their own, such as banks and insurers, may sit inside the Code's carve-out for foreign regulated entities, which the registration requirement does not reach. Whether yours qualifies is a legal question for an Indiana lawyer.
Portal or post
A business corporation pays $105 through the portal and $125 by post, a gap of $20. A nonprofit's statutory amounts are $20 and $75. A nonprofit is quoted the statutory fee, and the state's current figure is checked before filing.
Example: an Ohio corporation opening a depot
An Ohio corporation leases a depot in Fort Wayne and hires drivers. Its secretary asks Ohio for a certificate of existence, a local agent agrees to act, and the corporation files for $105. At the two-year mark it files its first business entity report listing directors and officers. If it closes the depot later, it files a Statement of Withdrawal.
Preparing the packet for a board
Send us the exact name, the incorporation date, the principal office and the agent's Indiana address in one message, and we draft the statement from them and keep the dates inside the certificate window.
How we prepare the corporation form
Send the corporation's details
Name, home state, incorporation date, office and agent.
We request the certificate
A fresh certificate of existence, dated to fit the window.
We draft the statement
Both nonprofit answers are included when they apply.
We submit through INBiz
The fee is $105 for a for-profit corporation.
Corporation form questions
Does a corporation pay the same as an LLC?
A business corporation pays $105 online, as an LLC does. A nonprofit pays the lower statutory fee.
Must a nonprofit say whether it has members?
Yes, and it also states its benefit character.
Will a certified copy of the articles do?
No. The attachment is a certificate of existence or an authenticated equivalent.
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.