Indiana LLC Formation – Basics & Helpful Information
How to Start an Indiana LLC
This article is meant to be a general overview of the Indiana LLC formation process; including information about how to start a Indiana LLC and other basic issues related to Indiana LLCs.
Indiana Filing Time
Regular processing time for online or paper filing of the Articles of Organization can vary depending on when the Articles of Organization are received and the current workload and can take up to 2 weeks.
Indiana Annual Compliance Requirements
An Indiana LLC is required to file a Biennial Report with the Indiana Secretary of State to maintain its existence. The Biennial Report is due every 2 years in the anniversary month of formation. You can file the Biennial Report online for $20, or file the old fashion way (paper filing) for $30.See more information related to the Indiana Biennial Report →
Form an LLC in Indiana
You can use this checklist to help guide you through the process of forming an Indiana LLC:
The first step in creating an LLC in Indiana is naming your business. You’ll need to check with the Indiana Secretary of State to make sure the name you’ve chosen is available. You can do this online via the Indiana Business Search.
It is also highly recommended that you check the US Patent and Trademark Office to see if someone has a federal trademark of the business name you want (the Indiana Secretary of State will not check other state’s databases or the federal trademark database). You can click here to have a comprehensive name availability search performed for you.
Your LLC name must contain the words Limited Liability Company or the abbreviations L.L.C. or LLC, and cannot contain the terms Corporation, Corp., Incorporated, Inc., Ltd., Co., Limited Partnership or L.P. The name of the LLC must be distinguishable from the names of other businesses of the same type on the records of the Indiana Secretary of State’s office.See Indiana LLC Naming Criteria →
Indiana Assumed Business Names
An assumed name is similar to a “doing business as” (DBA) name. Although an assumed name is not legally required, it is a wise business practice. Indiana assumed names are only applicable in Indiana and are not substitutes for a national trademark filing.
Indiana Articles of Organization
Your Indiana LLC is formed by signing and filing Articles of Organization with the Indiana Secretary of State. You can also e-file the Indiana Articles of Organization. The Indiana Secretary of State staff will examine the articles for statutory compliance and will either approve the articles for filing or reject the articles with instructions on how to resubmit the document.
The Articles of Organization must include at a minimum:
- Name of the Indiana LLC
- Physical or street address of the principal place of business of the LLC in Indiana
- Registered Agent’s name and physical address
- Management Structure of the LLC
- Duration of LLC
- Organizer’s Name and Signature
Indiana Registered Agent Information
Indiana requires that the LLC have a Registered Agent, which is an individual or a business entity the LLC appoints for the purpose of accepting service of process (lawsuit papers or legal documents) for the LLC, and any correspondence from the Indiana Secretary of State. An Indiana LLC can only have one registered agent and may not serve as its own registered agent. The registered agent and/or office may be an individual who resides in Indiana and whose business office is identical with the registered office. The registered agent may also be a business entity whose business office is identical with the registered office and is authorized to transact business in Indiana. The registered office address must be a street address. A P.O. Box is not sufficient unless accompanied by a rural route reference. The registered agent must agree to the appointment.
Read more about Registered Agents →
The governing document for an LLC is called the “company agreement” or sometimes the “operating agreement”. The company agreement is to an LLC like a partnership agreement is to a partnership (or bylaws to a corporation). The company agreement governs the internal operation of the LLC and is typically a private document that is kept in the company book and the principal place of business (it is NOT filed with the state). The company agreement can address many issues, some of the more common concepts found within a company agreement are:
- Limitations on the members liabilities
- The level of consent needed to take various actions (i.e. simple majority required to add new members)
- The percentage of the LLC that each member owns
- How profits and losses are allocated between the members (typically based on ownership percentages)
- Limitations on transferability
- What each member is contributing to the LLC and what happens is such contributions are not made.
- The authority of the members, officers, managers, committees, etc.
- How meeting are conducted
One of the reasons we recommend using an LLC formation company like IncFile is that they can provide you with a company agreement in connection with their LLC formation services.
- Apply Online Yourself: The IRS has an online EIN Application you can use to get an EIN. The turn around time on the EIN using this method is only a few minutes.
- Use Form SS-4: You can get an EIN the old fashion way by completing Form SS-4 and mailing or faxing into the IRS. How long does it take to get the EIN this way? According to the IRS: if you mail in Form SS-4, it will take 4-5 weeks to get your EIN. If you fax in Form SS-4 you should have the EIN back in a week if you provide a fax number or 2 weeks if you don’t have a fax number.
- Have a Third-Party Obtain: All of the LLC formation companies have the ability to get the EIN for you. The EIN obtainment charge varies by company, but it is generally between $50 and $100. If you get one of the higher priced packages, they will sometimes throw in the EIN for free.
After you create your new Indiana LLC, you’ll need to determine if your business/profession requires any licenses or permits to conduct business.Read more about Indiana Permits → Read more about Indiana Business Licenses →
If you have a non-Indiana LLC (aka Foreign LLC) and you are doing business in Indiana, you may need to register the Foreign LLC in Indiana. Each state has a different definition of “doing business”. In Indiana, the kinds of activities that would not constitute “doing business” are outlined in the Indiana Code, Section 23-18-11-2.
The filing fee for the Application for Certificate of Authority of Foreign LLC in Indiana is $125.See more about registering a foreign LLC in Indiana →