Indiana Foreign LLC Registration: The Foreign Registration Statement for Out-of-State LLCs

If your LLC was formed in another state and you want to do business in Indiana, you will likely need to register it here before you start. Indiana calls the filing a Foreign Registration Statement. People search for indiana foreign llc registration under other names, including indiana certificate of authority and indiana foreign qualification, and all of those terms point to the same filing. This guide covers the form, the fees, the documents you need from your home state, and what you owe after you register.

This article is informational content, not legal or tax advice. Whether your activity in Indiana requires registration depends on your facts. For a complicated situation, talk to an Indiana business attorney or a CPA before you file.

What Indiana Calls It

Indiana does not use the term certificate of authority for foreign LLCs. The filing is the Foreign Registration Statement, State Form 56369 (R8 / 01-26), filed under IC 23-0.5-5-3 with the Indiana Secretary of State, Business Services Division. You may still find older state guidance saying Indiana has no state form for a foreign LLC certificate of authority. That guidance predates the current form. Use State Form 56369.

The Secretary of State's home page is in.gov/sos/business. Most filings go through the state's online portal, INBiz, at inbiz.in.gov.

Do You Need to Register?

Indiana expects a foreign LLC to register before it transacts business in the state. The statute defining what counts as transacting business is in IC 23-0.5. We did not read the full list of activities that statute covers, so do not rely on any summary of it, including this one. Confirm with the Secretary of State or an attorney whether your specific activities trigger the requirement.

Common questions to bring to that conversation include whether an in-state customer site, a sales representative working in Indiana, or an office that you lease here changes the answer. Those are fact questions, and the answer can change the outcome.

What the Form Asks For

State Form 56369 asks for the following:

• Entity name, exactly as it appears in your home-state records
• Jurisdiction, meaning the state where your LLC was formed
• Formation date, as shown on your home-state records
• Street address, or the remote-business option. The remote-business box is completed with State Form 900382, so confirm on the form how it applies to you
• Management structure, stating whether the LLC is manager-managed
• Indiana registered agent, with a street address (see the registered agent section below)

Have your home-state formation details in front of you before you start. A mismatch between the name or date on the form and your home-state record is an easy error to make and an annoying one to fix.

The Certificate of Existence

The form requires a certificate of existence issued by your home state within the last 60 days. Order it from your home state's business filing office. It is a document from that state, not from Indiana, and it confirms your LLC is in good standing there.

Timing matters. If you order the certificate, then wait too long to file, it will be more than 60 days old and you will need to order a new one. Order it close to the date you plan to file.

Registered Agent Requirements

Your LLC must continuously maintain an Indiana registered agent and a registered office. The agent receives service of process and tax and legal documents for the company. The rules are:

• The agent can be an individual who lives in Indiana and whose business office is the same as the registered office.
• The agent can be a corporation or other entity authorized to do business in Indiana, which is how commercial registered agent services work.
• The registered office must be a street address. A P.O. Box is not sufficient unless it comes with a rural route reference.
• Your LLC cannot serve as its own registered agent.
• An entity may have only one registered agent at a time.

If you use a commercial registered agent, the service is typically an annual cost on top of state fees. The fee is set by the provider, not the state, so compare providers before you sign. A commercial agent is useful if you do not have an Indiana resident who can serve, or if you want the service mail forwarded to you out of state.

Fees

The fees below come from the Indiana Secretary of State materials checked for this guide. Where a figure is not verified, confirm it before you pay.

Filing	Fee	Notes
Foreign Registration Statement, State Form 56369, for-profit entities including LLCs (paper)	$125	Fee printed on the paper form
Foreign Registration Statement, online through INBiz	Not verified	Confirm the online fee in INBiz before you file
Foreign Master LLC	$250	Fee printed on the paper form
Foreign Registration Amendment, State Form 56365	$30	For later changes to your registration
Withdrawal, State Form 56374	Not verified	Confirm with the Secretary of State
Business Entity Report	$32 on INBiz, $50 on paper	Filed every two years
Assumed business name, online through INBiz	$20 per name	Only if you operate under a name other than your LLC name

The $125 figure is the paper fee. Do not assume the online fee matches it. Check the INBiz fee calculator before you submit payment.

Step-by-Step Filing

1. Search the name. Use the Secretary of State's Public Business Search to see whether your LLC name is already on the Indiana record. If it is taken, ask the Secretary of State what options exist before you file.
2. Get the certificate of existence. Order it from your home state, and keep it within 60 days of your filing date.
3. Appoint an Indiana registered agent. Confirm the agent meets the rules above before you list them on the form.
4. Complete State Form 56369. Include the entity name, jurisdiction, formation date, address or remote-business information, management structure, and agent details.
5. File. Submit online through INBiz, or mail the paper form with the certificate and fee to the Secretary of State, Business Services Division, 302 West Washington Street, Room E-018, Indianapolis.
6. Track the status. A processing time is not published in the sources reviewed for this guide. Ask the Secretary of State or check your INBiz account for the status of your filing.

After You Register

Registration is not a one-time event. Three obligations usually follow:

• Business Entity Report. The report applies to your registered foreign LLC. It costs $32 on INBiz or $50 on paper and is filed every two years, by the end of the month in which your business was formed or registered. Confirm your first due date on the Secretary of State site, because it depends on your registration month.
• Amendments. If details on your registration change, file the Foreign Registration Amendment, State Form 56365, for $30.
• Withdrawal. If you stop doing business in Indiana, file the withdrawal, State Form 56374. The fee was not verified, so confirm it with the Secretary of State before filing.

Tax and License Notes

Registering with the Secretary of State does not register you for taxes. Those are separate obligations with the Indiana Department of Revenue at in.gov/dor. Keep these points in mind:

• No franchise tax. The Department of Revenue's list of Indiana tax types does not include a franchise tax.
• Pass-through income. An LLC's income generally passes through to its owners, who pay the individual adjusted gross income tax at 2.95% for 2026 plus their county local income tax. That rate is scheduled to fall to 2.90% in 2027.
• Corporate election. An LLC that elects corporate treatment pays the 4.9% corporate adjusted gross income tax instead.
• Sales tax. The state sales tax rate is 7%. If you sell taxable goods, you need a sales tax permit. A Registered Retail Merchant Certificate from the Department of Revenue costs $25, with details at the registration page.
• Licenses and permits. Indiana does not have one comprehensive business license. Some professions need a license from the Indiana Professional Licensing Agency, and local permits or zoning approval may apply from your city or county.

Common Mistakes

• Filing with an old certificate of existence. Anything older than 60 days at filing is not acceptable under the form's requirement.
• Using a P.O. Box as the registered office. A street address is required.
• Naming the LLC as its own agent. That is not permitted.
• Relying on older guidance. Some state materials still describe a different process. Use Form 56369.
• Assuming the online fee is the paper fee. Verify the INBiz fee before you pay.
• Forgetting the Business Entity Report. Missing it can create problems with your registration, so calendar it when you register.

When to Talk to a Professional

A simple remote LLC with a clear home-state record and a commercial registered agent may be straightforward to file yourself. Get professional advice if you have employees or property in Indiana, if you are unsure whether your activities count as transacting business, or if your home-state record has any issues. An Indiana attorney can answer the transacting-business question, and a CPA can advise on the tax treatment of your LLC.

If you need free or low-cost help with the business side of expansion, the Indiana Small Business Development Center offers advising. The SBA's Indiana district page lists regional resources.

Official Resources

• Indiana Secretary of State, Business Services Division
• INBiz online filing portal
• Public Business Search
• Indiana Department of Revenue

Disclaimer: This article is general information about Indiana foreign LLC registration. It is not legal, tax, or financial advice, and it may not reflect changes to forms, fees, or rules after its research date. Confirm current requirements with the Indiana Secretary of State and consult a qualified attorney or CPA before making decisions about your business.