An Indiana Biennial Report is the filing every business registered with the Indiana Secretary of State must submit every two years to stay active. For-profit corporations and LLCs pay $32 online or $50 on paper; nonprofits pay $22 online or $20 on paper. The first report is due two years after the entity was formed or registered in Indiana, and if you miss the deadline by more than 60 days, the Secretary of State can start administratively dissolving your business.1Indiana Secretary of State. Business Entity Reports
Who Has to File and What the Report Asks For
The requirement applies to domestic corporations, LLCs, nonprofit corporations, and foreign entities registered to do business in Indiana. Nonprofits are not exempt; they follow the same two-year cycle at a lower fee.1Indiana Secretary of State. Business Entity Reports
The report itself is short. Indiana law asks for the entity’s name (and jurisdiction of formation, for foreign entities), the street address of the principal office, the name and address of the registered agent, and the names and business addresses of directors and top officers. Nonprofit corporations may list resident addresses for directors and officers instead of business addresses.2Indiana General Assembly. Indiana Code 23-0.5-2-13 – Biennial Report; Contents; Delivery
Everything on the report becomes public record. If your principal office is your home, that home address is publicly available, and Indiana does not offer a redaction option. Many owners list a registered agent’s address or a separate business mailing address for that reason.
Fees and How to File
The fee depends on how you file, not on whether you’re a corporation or an LLC:
- For-profit entities filing online: $32
- For-profit entities filing by paper: $50
- Nonprofit entities filing online: $22
- Nonprofit entities filing by paper: $20
Online filing runs through the INBiz portal and is both cheaper and less error-prone. The Secretary of State’s office reports that 90% of paper filings are rejected because of incorrect forms.1Indiana Secretary of State. Business Entity Reports
INBiz accepts credit cards, debit cards, and e-checks. Card payments carry a processing fee up to 2.15% of the transaction (minimum $1). E-check payments have no processing fee.3INBiz. Fee Calculator
When It’s Due and the 60-Day Grace Period
Your first biennial report is due two years after the entity was formed or registered with the Secretary of State. After that, reports are due every two years on the schedule set by the Secretary of State’s office. You can submit up to 90 days before the month your report is due if you want to handle it early.4Indiana General Assembly. Indiana Code 23-0.5-2-13-b – Biennial Report; Contents; Delivery; Statement of Change
Indiana does not charge a separate late fee. The consequence for missing the deadline is worse than a fee. Once the report is more than 60 days overdue, the Secretary of State can begin administrative dissolution proceedings. That 60-day window is effectively your grace period, and nothing is owed during it beyond the regular filing fee. After that, costs and complications escalate quickly.
Series LLCs, Foreign Entities, and Benefit Corporations
If your business is a series LLC, only the master LLC files. That one filing covers every series inside it, and individual series do not submit separate reports or pay additional fees.5Indiana General Assembly. Indiana Code 23-18.1-6-9 – Biennial Report
Out-of-state businesses registered in Indiana follow the same schedule and fees as domestic entities.2Indiana General Assembly. Indiana Code 23-0.5-2-13 – Biennial Report; Contents; Delivery The penalty side differs slightly: a domestic entity faces administrative dissolution, while a foreign entity faces revocation of its registration to do business in Indiana. Reinstatement for a foreign entity uses form AD-19(2) rather than the domestic version.6Indiana Secretary of State. Reinstatement Directions All Entities
Indiana benefit corporations file the standard biennial report like any other corporation, and they also owe an annual benefit report. The benefit report is a separate obligation with different contents: a narrative on how the corporation pursued its stated public benefit during the year, an assessment of social and environmental performance against a third-party standard, the names of the benefit director and benefit officer, and director compensation details.7Indiana General Assembly. Indiana Code 23-1.3-10-1 – Content
What Administrative Dissolution Actually Means
Once the Secretary of State dissolves the entity, the business still exists as a legal shell but can only do two things: apply for reinstatement, or wind down its affairs and liquidate assets.8Indiana General Assembly. Indiana Code 23-0.5-6-2 – Administrative Dissolution
In practice that means no new contracts, no initiating lawsuits, and no defending suits in the ordinary course. Lenders, partners, and licensing agencies that run a status check will see the entity is no longer active. Your business name is only protected for 120 days after dissolution. After that, someone else can register it, and recovery is not guaranteed even if you reinstate.1Indiana Secretary of State. Business Entity Reports
Dissolution does not end the registered agent’s authority. The agent relationship survives, so the entity can still be served with legal process. You lose the ability to operate but remain reachable for lawsuits.
How to Reinstate After Dissolution
Reinstatement is available, but it takes weeks and involves several steps in order:
- Get a Certificate of Clearance from the Indiana Department of Revenue by submitting an AD-19 Affidavit for Reinstatement and an ROC-1 (Responsible Officer Information) form. This confirms all state taxes have been paid. Allow four to six weeks for processing.6Indiana Secretary of State. Reinstatement Directions All Entities
- Prepare the reinstatement application with the entity’s name at dissolution, current principal office and registered agent, effective date of dissolution, a statement that the grounds for dissolution have been cured, and the Certificate of Clearance.
- Pay every biennial report fee that would have come due during the dissolution period, plus a $30 reinstatement fee. Two missed cycles means both report fees on top of the reinstatement fee.
- Submit everything together. Do not send anything to the Secretary of State until the Certificate of Clearance is in hand.9INBiz. Business Reinstatement
If the dissolution happened fewer than five years ago, the standard application is enough. Beyond five years, you can still apply, but the application must include a statement explaining why you’re seeking reinstatement and what the entity plans to do going forward, and it must be filed on paper rather than through INBiz.1Indiana Secretary of State. Business Entity Reports Once approved, reinstatement relates back to the effective date of dissolution, so the entity is treated as though it was never dissolved.