Form a Domestic Limited Liability Company in Indiana – Articles of Organization For Domestic Limited Liability Company (Form 49459)

The Indiana Articles of Organization For Domestic Limited Liability Company (Form 49459) is the template form Limited Liability Companies, forming in the State of Indiana, must submit to the Business Services Division of the Indiana Secretary of State. This submission process will require such information as the preferred Name and Address of the forming Limited Liability Company, Identity and Location of the Indiana Registered Agent, a brief description of the new entity’s activities, and its Lifespan.

This information must be submitted on Form 49459, the Indiana Articles of Organization For Domestic Limited Liability Company, and may be done so online or by mail. You must have an online account to file this document electronically. You may gain one here: https://inbiz.in.gov/BOS/Home/Index. If you are mailing this submission in, you may remit the $100.00 Filing Fee with a check payable “Secretary of State.” If you are filing online, you may pay this fee with a credit card.

How To File Online

Step 1 – Go to the InBiz home page here: https://inbiz.in.gov/BOS/Home/Index, then select the “Sign In” button  in the upper right hand corner of the page.

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Step 2 – Enter your Email Address and Password in the appropriate fields then select the button labeled “Sign In.”

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Step 3 – Select the “Online Services,” button on the left hand side of the page.

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Step 4 – Next, select the link labeled “Start a New Business” (located near the top of the main part of the web page).

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Step 5 – Read the brief synopsis of the process, located in the blue square. Then on the right, select the button labeled “Next.”

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Step 6 – If you would like to use a wizard, select the button labeled “Guide Me.” For the purposes of these instructions, select the button labeled “Frequent User.”

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Step 7 – Locate the radio button, in the left column, labeled “Limited Liability Company.”

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Step 8 – If you have Reserved a Name prior to filing this form then select the radio button labeled “Yes.” If you have not, then select the radio button labeled “No.” For our purposes, assume you have not reserved a name and select “No.” This will generate a text box where you must enter the Name you wish the forming Limited Liability Company to be given then select “Check Availability.” The page will alert you if it is available. Once you have found a unique Name select the button labeled “Next.” (Note: If you select yes, you will need to provide the Reservation Number and Pin).

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Step 9 – In the first field, report the Business Email that will be used by the forming Limited Liability Company. Then, re-enter this same Email Address in the second field.

Step 10 – In the section labeled “Period of Duration,” select the first radio button if the Limited Liability Company being formed intends to operate without a set Dissolution Date. If this is not true, and there is a Dissolution Date, select the second radio button then enter the Dissolution Date in the field provided.

Step 11 – If you wish to have an Effective Date that is separate then the Filing Date, then you must fill out the section labeled “Effective Date.” If doing so, enter the Date you wish the Limited Liability Company to gain the status given by a successful filing then, in the second field, enter the Time of that Date this document becomes Effective. Note: If choosing an Effective Date, it may only be between the Filing Date and 90 Days past the Filing Date.

Step 12 – Next, you must fill in the fields under Principal Office Address. This is where the Principal Place of Business for the forming Limited Liability Company is located. Start by selecting the Country from the drop down list provided in the first field. In the second field, enter the Zip Code of the Principal Office’s Address. Then use the “Street Address 1” and (if necessary) the “Street Address 2” fields to report the Building Number, Street, and Unit Number of the Principal Office Address. Finally, enter the City in the next field then select the State from the drop down list in the field labeled “State.” Once you are done, select the “Next” button to proceed.

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Step 13 – Every Indiana Limited Liability Company must obtain an Indiana Registered Agent who maintains an Address registered with the Indiana Secretary of State. This is the location and the party where Service of Process aimed at the forming Limited Liability Company will be delivered and accepted on behalf of the Limited Liability Company. You may search for your Registered Agent by entering either the Full Name of Partial Name of the Registered Agent in the text box labeled “Name.” Use the radio buttons directly above this to indicate if you are searching for an “Individual” or a “Business” and if you are searching the records for a Name that “Starts with” the phrase you entered in the Name field, “Contains” the phrase entered in the “Name” field, or if what you have entered is an “Exact Match.”  Once you select the button labeled “Search” a table with possibilities will appear. Select your Registered Agent, selecting the radio button at the start of the row,  from this table then select the button labeled “Next.”

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Step 14 – Next you will need to provide some information regarding the structure of this entity. If the Limited Liability Company will be managed by Managers, then select the radio button labeled “Yes.” If not, then select the radio button labeled “No.” Below this you may indicate how many Members make up the Limited Liability Company. If there is just one then mark the check box labeled “Single Member LLC.” If there is more than one Member leave this check box blank.

Step 15 – Next you will need to enter the Principal Information. You must enter at least one party’s information. A Principal is a Director, Boar Member, Manager, or Member. Do this by first selecting the Principal’s Title from the drop down list in the “Title” field. Then, enter the First Name, Middle Name, Last Name, and Name Suffix using the appropriate field. When you have don this, use the “Country,” “Zip Code,” “Street Address 1,” “Street Address 2,” “City,” and “State” fields to report this Principal’s Address information. When you are ready, select the button labeled “Add Principal.” Once you have done this select the “Next” button at the bottom of the page.

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Step 16 – If you have any attachments (such as Provisions) then use the “Attach” button to locate them on your computer so you may upload them. When you are ready, select the button labeled “Next.”

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Step 17 – Use this page to review all the information you have entered thus far. If any corrections need to be made you may use the “Edit” button for that section. This will navigate you to that page. When you are ready, select “Next.”

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Step 18 – Next, you will need to check all three verification/acknowledgment statements on the top. Then type in your Name in the text field labeled “Signature.” Beside this you must select the Title you hold. This may only be done by a Member, Manager, or Authorized Agent. When the proper Signature Party has checked the acknowledgement statements and entered his/her information, select the button labeled “Add to Payment Cart.” This will guide you to the payment area where you may enter your credit card information. This filing is not considered submitted unless you have progressed to the Confirmation page.

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Step 19 – On the second Anniversary Month of the Effective Date of the Articles of Organization, the Limited Liability Company must submit a Biennial Report called an Indiana Business Entity Report (Form 48725). This may also be done online here: https://inbiz.in.gov/BOS/BusinssEntity/Filing

How To File By Mail

Download Form

Step 1 – Download a blank PDF copy of the Indiana Articles of Organization For Domestic Limited Liability Company by selecting the link above (“Download Form”) or by clicking here: Form 49459. You must download this form to your machine then either use a PDF program to edit it or print it. This may be filled out onscreen then printed, typed, or by hand. Note: This must be legible and in black ink.

Step 2 – Locate the first page of this document. This page is meant to provide a reliable point of contact and receipt for any correspondence regarding the filing. In the box labeled “Name of business,” report the Name of the Business being formed or a business where the Indiana Secretary of State may address its concerns. Then in the box labeled “Email address of business,” enter the up to date E-mail Address of the forming Limited Liability Company

Step 3 – In the lower area of this page, labeled “Return Documents To,” enter the First and Last Name of the Contact who will receive mail regarding the formation of this Limited Liability Company or its operations. Then, you will be provided with two boxes: Street address, line 1 and Street address, line 2. You may use “Street address, line 1” to enter the Building Number, Street, and Unit Number of the Address the Indiana Secretary of State may correspond with by mail. “Street address, line 2” is optional and may be used to continue the Address from line 1 if there is not enough room. You may then use the remaining fields to enter the City, State, and Zip Code of the Address the Indiana Secretary of State will use as a correspondence regarding this document. Finally below the Address area will be two boxes: Telephone Number and Email Address. Here, you must enter the Daytime Telephone Number of the Contact and the Email Address. Note: Only fill in this Email field if it is different from the one being reported above.

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Step 4 – Locate the second page of this document (“Articles of Organization Limited Liability Company”). In the first article, Article I, enter the Full Name of the forming Limited Liability Company in the box labeled “Name of LLC.” This Name must comply with the tenets of the Indiana Limited Liability Company Act. That is, it must be unique, may not be misleading, and must contain the business suffix “Limited Liability Company” or a reasonable abbreviation of such. Below the Name, will be several boxes labeled “Address of Principal Office,” “City,” “State,” and “Zip Code.” Here, you must use these fields to accurately report the Principal Office of the forming Limited Liability Company. Typically, this is where decisions regarding the operations and behavior of the new Limited Liability Company will be made. Note: You may not use a P.O. Box Number or anything similar.

Step 5 – In the next area, labeled “Registered Agent: The name and street address of the LLC’s Registered Agent and Registered Office for service of process are,” locate the first box. Under the words “Name of Registered Agent,” report the Full Name of the Indiana Registered Agent obtained for this entity. then in the box labeled “Address of Registered Office,” enter the Building Number, Street, and Unit Number where the Indiana Registered Agent may be found. Next to this, on the same line, report the City and Zip Code corresponding to this location. Finally, under the word “Required,” place a mark in the check box to indicate the Indiana Registered Agent has consented to this appointment. This box must be checked and it must be true.

Step 6 – In Article III, place a mark in the first check box if the forming Limited Liability Company has no intention of dissolving. If the forming Limited Liability Company intends to dissolve then place a mark in the second box and enter the Month, Day, and Year this entity intends to dissolve.

Step 7 – In Article IV, place a check mark in the first check box if the forming Limited Liability Company will be managed by one or more Managers. If not place a mark in the second check box (labeled “No”).  If the forming Limited Liability Company will not have more than one member then place a mark in the check box labeled “The LLC will be a single member LLC.”

Step 8 – Next, also in Article IV, locate the box with the words “In Witness Whereof,” then enter the Calendar Date the Organizer of this Limited Liability Company is providing his or her Name. In the box labeled “Signature,” the Organizer must Sign his or her Name. Then, Print his or her Name in the box labeled “Printed Name.” In the box labeled “This instrument was prepared by,” enter the Full Name of the preparer of the Indiana Article of Organization Limited Liability Company. Below this, report the Full Address of the preparer of this document.

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Step 9 – Next, make sure to verify all the information being reported. This must be accurate. When you are ready, you may file the Indiana Articles of Organization Limited Liability Company by mail. You must also provide a check in the amount of $100.00 payable to “Secretary of State.” Typically, this document will take roughly two to three days to process upon receipt.

Mail To:

Indiana Secretary of State
Business Services Division
302 West Washington Street
Room E-018
Indianapolis, IN 46204

Step 10 – There will be quire a few responsibilities that will need to be fulfilled with other entities such as seeking a business license in a particular locality however, this will depend on the Limited Liability Company and a host of other factors. One such responsibility must be fulfilled by all Limited Liability Companies. Every two years, the newly formed Limited Liability Company will need to file a Biennial Report (referred to as a Business Entity Report).  This begins with the second anniversary month of a successful filing and may be done with this form: Form 48725 by mail or online here: https://inbiz.in.gov/BOS/BusinssEntity/Filing