Indiana Registered Agent

Registered agents (resident or statutory agents) are essential to operating a business or company in Indiana. According to the US Small Business Administration, between 2020 and 2021, over 16,600 new Indiana businesses were incorporated, resulting in a state-wide total of over 534,640 small businesses. Indiana registered agents help protect businesses from potential liabilities from missed legal notices. Registered agents also ensure that small businesses and companies remain compliant and in good standing with the state. 

Is a Registered Agent Required in Indiana?

According to Indiana Code Title 23 (IN Code § 23-0.5-4-3 (2020)), the appointment of a registered agent is mandatory for all registered businesses, including corporations, Limited Liability Companies (LLCs), Limited Partnerships, and Limited Liability Partnerships. 

Providing a registered agent is also a legal requisite when forming a business in Indiana, regardless of the size of the company or the type of service offered. Per Sec 1 of IC 23-0.5-4-1, the list of business entities required to provide or maintain a registered agent includes the following:

Businesses that do not designate a registered agent during the formation phase may have their filing declined by the state. Appointed registered agents must also follow the provisions of the Indiana Statute for the filing to be approved. After the registration, companies must ensure that any changes to the filed information (such as a change in the registered address) are updated immediately. 

What is a Registered Agent in Indiana?

A resident agent refers to an individual or (formal organization) that serves as the legal representative and point of contact of a business entity. Resident agents are responsible for receiving important documents on behalf of a registered business. 

Under Indiana state law, every business must maintain a registered office and a registered agent. In addition, because a resident agent may sometimes need to sign for the receipt of documents, the registered agent’s address must be a physical location, not a PO box. 

When a business appoints a registered agent, the information must be provided to the Secretary of State. Per Indiana statutes:

After appointing a registered agent, business corporations must include the registered agent’s written consent alongside the information filed with the Secretary of State. Businesses must also provide the details of the communication contact, i.e., the name and business address of the person within the organization authorized to receive communications from a registered agent. 

What Does a Registered Agent Do in Indiana?

A registered agent is the main point of contact between business and the state. Some of the essential duties of a registered agent, as outlined under the Indiana Code (Chapter 23-0.5-4), include:

To efficiently carry out their duties, resident agents are expected to be available at the registered business address during regular business hours between Monday and Friday. As a result, Indiana statutes require that corporations always have a physical office where important official, legal or financial documentation can be sent, such as corporate governance documents, Indiana tax notices, court summons, or any communication from the Indiana SOS or other government departments. 

LLC Registered Agent in Indiana

The duties of an LLC registered agent in Indiana are similar to those of a statutory agent appointed under other business structures. The resident agent is appointed to be the official point of contact between the government and the Limited Liability Company. 

When forming an LLC, the “Articles of Organization” must include the name and street address of an appointed Registered agent. The registered agent may be a person or a formal business. In the case of the latter, the formal business must meet the state’s qualifications, which include being formally incorporated in the state and having a valid registered agent. LLC registered agents must also have a business address. 

Some of the expected responsibilities of an LLC registered agent, as defined by Indiana’s regulations, include:

Do I Need a Registered Agent for My LLC in Indiana?

Yes, Indiana statutes require that all registered companies appoint a registered agent. This includes limited liability companies (LLCs), limited partnerships (LPs), and limited liability partnerships (LLPs).

Per state laws, anyone may serve as a statutory agent as long as they meet the provisions outlined in the law. Individuals appointed as registered agents must be state residents, while local businesses must be registered. In some cases, owners may choose to serve as their registered agent. Resident agents must have a physical address similar to the business and a registered address. 

Registered Agent of a Corporation

Indiana codes (Chapter 23-0.5-4) outline the expected duties of any registered agent of a corporation. Per the law, some of the responsibilities include ensuring that any incoming communication (legal notice, court summons, etc.) is promptly forwarded and delivered to the represented business. 

Furthermore, registered agents are tasked with ensuring that any filed information (such as the business entity’s name and registered address) remains updated. If the registered agent is a commercial registered agent, the duties include ensuring that the information filed during the formation of the registered agent service remains current and accurate. 

Who Can Be a Registered Agent in Indiana?

When appointing a registered agent in Indiana, businesses must follow the provisions of the state. Sec. 3. (a) of the Indiana code (IC 23-0.5-4-3) sets the rules for designating a registered agent. Per the law, a registered agent must be any one of the following:

An Individual 

State residents can serve as registered agents if they meet the requirements. To be eligible to serve as a statutory agent, the individual:

A Domestic Entity

A domestic entity refers to any business incorporated in Indiana. Per Indiana law, businesses or non-profit corporations may serve as registered agents. However, the company must be:

A Foreign business or non-profit corporation

Foreign businesses refer to businesses registered in another state. Although Indiana law requires that resident agents be domiciled with the state, it provides exceptions for business or non-profit corporations originating from another state as long as the corporation is registered and permitted to transact business in the state. 

Note: Indiana does not permit using PO boxes as business addresses. The business office of any registered agent (individual or business entity) must be a physical address identical to the registered office.

How to Choose a Registered Agent in Indiana

With so many options, choosing a registered agent in Indiana may be challenging. Businesses can simplify the process by focusing on the key factors that affect the choice of a registered agent in Indiana. Some of the things to consider include:

Eligibility

Business owners must pick a service that meets the state’s eligibility criteria when selecting a registered agent. If a business wishes to appoint an individual, the agent must be at least 18 and a state resident. Owners who prefer to work with a registered agent service must confirm that the company is licensed and registered to offer services in Indiana. 

Availability

A registered agent must be able to guarantee availability at all times during regular business hours. This way, hand-delivered documents receive instant attention. It’s important to note that lawsuits against a business will proceed even if the company failed to receive the notice because the registered agent was unavailable at delivery. 

Security 

Security is a key factor when choosing a registered agent in Indiana. That’s because, once appointed, a registered agent becomes privy to a lot of otherwise confidential information about a business. The registered agent will also serve as the point of contact for documentation sent by the government, including tax notices and corporate governance documents. Lapses in security could lead to the loss or theft of confidential information. 

Experience 

The role of a registered agent is an important one that comes with many responsibilities. A registered agent service should be well-equipped to receive and deliver any fiscal or legal documents sent to the client. Having an experience in this role will be an advantage. 

How Much Does a Registered Agent Service Cost in Indiana

The cost of a registered agent service in Indiana ranges from $100 to $350 per year. However, the eventual cost will depend on various factors, such as the resident agent’s reputation, the number of entities that require a registered agent, and the services being offered. Business entities who wish to change a registered agent service will also need to pay an additional cost for updating the information. 

Some registered agent services offer additional services which can increase the cost, such as:

Instead of hiring local registered agents, some business owners may consider more affordable options, such as appointing close friends or family members to fill the position. However, this comes with drawbacks, such as a loss of privacy, since the agent’s information (name and address) will become open to the public. 

Can I be My Own Registered Agent in Indiana?

Indiana statutes do not prevent business owners from functioning as their own registered agents as long as they meet the general provisions. Anyone can serve as a statutory agent as long as they reside in the state and have a business address. 

The process of becoming a resident agent is similar for both business owners and third-party appointees. A filing must be completed with the Secretary of State. In addition to the name of the business as well as the signature of the owner(s), the filing must include:

Furthermore, any changes made to the register agent’s name or address must be filed with the Business Service Division of the Secretary of State. 

Benefits 

One of the benefits of choosing to serve as both a business owner and registered agent is the saved cost. Businesses that do this can avoid paying a third-party service to fill the position. This is particularly advantageous to businesses and companies operating with a restricted budget. Another benefit is simplified communication. Because legal and government communication is sent directly to business owners and not third-party agents, business responses can become quicker. 

Business owners are also able to get a better understanding of compliance and legal matters related to their business. In addition, by avoiding using a local registered agent service, business owners can restrict access to potentially confidential information. 

Drawbacks

The biggest drawback to serving as a registered agent is the inflexibility of the position. Registered agents must always be available at a business location during business hours. This means owners who serve as registered agents cannot go on work trips or skip work days. Owners may also miss critical communication in the event of an illness or family emergency. 

Another major drawback to being a registered agent is the loss of privacy. Any information filed with the Indiana Secretary of State is open to the public. Consequently, the name and address of business owners who work from home may be accessible to almost anyone, including vendors, customers, and even competitors. Finally, some business owners may need more expertise and experience to handle legal documents properly.

How to Change a Registered Agent in Indiana

To change the information of a registered agent in Indiana, business owners will need to file a notice of Change of Registered Agent with the Indiana Secretary of State. This can either be done online or by submitting a completed form to the following:

Secretary of State

Business Services Division,

302 West Washington Street, Room E018,

Indianapolis, IN 46204

Business owners who choose to update the information online will need to have an active INBIZ account. Once logged in, authorized persons can update the information by clicking on “Online Services,” choosing Change of Registered Agent, and following the prompts. 

Updates are typically completed within a few business days. Changes to a registered agent’s information will incur an additional filing fee. Once approved, business owners must update all other business records, including the Certificate of Change and Articles of Incorporation. 

Changes to a registered agent must be made in accordance with the provisions outlined under Section 8 of the Indiana Code 23-0.5-4-10. The filed notice of change to the Secretary of State must include the following:

What Happens If You Don’t Have a Registered Agent in Indiana?

Not engaging a registered agent can lead to several consequences. For new businesses, failing to appoint a registered agent will likely lead to the declination of any filed registration. Indiana laws mandate that a registered agent must be provided when registering any new business in the state. 

Businesses that continue to operate with a registered agent will be in violation of state laws. As a result, in accordance with section 8(d) of the Indiana Code IC 23-0.5-4-8, the Secretary of State has the power to cancel or terminate any company registration. 

A loss of standing with the state can lead to further negative consequences. Some of these include:

Beyond these serious consequences, operating without an appointed registered agent may cause businesses to miss important communication, such as notice of taxes or a lawsuit. Failing to respond to such important issues could further damage the company’s standing. 

How to Become a Registered Agent in Indiana

Applicants must first understand the position’s duties to become a registered agent. The role comes with legal responsibilities and obligations that affect business entities. Registered agents must also meet the general guidelines as established by Indiana laws. 

For individuals who wish to serve as agents, some of the general requirements include the following:

Business entities wishing to become registered agents must register their services with the state and maintain a physical address. After this is done, the final step to being appointed a registered agent in Indiana is submitting a completed form (Articles of Incorporation or Articles of Organization) to the Indiana Secretary of State. 

Some of the details that must be provided include:

In addition to this, the form must also include the name of the LLC or business entity as well as the address of the principal office. All of this information becomes part of the public record. Articles of Organization can either be filed online using the Indiana IBIZ platform or by submitting the file by mail to the following address:

Secretary of State 

Business Services Division

302 West Washington Street

Room E018

Indianapolis, IN 46204

Once appointed, a registered agent must ensure that the filed contact information remains accurate. Per Indiana statutes, any filed information must be updated promptly if the address or contact details change. 

Indiana Registered Agent Search

The Indiana Secretary of State provides access to public business information via the INBiz portal. Interested parties can conduct searches using details related to the registered agent. For instance, searches can be done using a known business name (full or partial). Users can also conduct searches using any of the following if known:

Results can be fine-tuned to reveal exact matches for the search criteria or broader results. The portal also provides advanced search options that allow users to search by entity type as well as the company’s status. This includes options for domestic for-profit corporations, domestic non-profit corporations, foreign for-profit corporations, and individual commercial registered agents.

Some of the information provided in the search results may include:

Is Registered Agent Information Public Record in Indiana?

Registered agent information is considered public as established under Indiana’s Access to Public Records Act (APRA). A registered agent serves as the point of contact between the business and the Secretary of State. Any information filed during a registered agent’s appointment falls under the public records category. Residents can access business information such as the registered agent’s name and the registered physical address using different means, including the online database maintained by the Indiana Secretary of State.

The public availability of registered agent information in Indiana aligns with Indiana’s transparency and accountability principles. However, records maintained by the Secretary of State may be restricted from public view if they contain non-disclosable material, such as confidential financial information, trade secrets, or any record protected by federal or state law.