How to File an Indiana LLC or Corporation Amendment

Time changes things. That includes people, places, and businesses. As a result, it’s only natural that you’ll need to make changes to your business at some point. Some of these changes might be very simple things that you can discuss with your business partners. More serious changes might require an Indiana corporation or LLC amendment. This means that you’ll need to amend your Indiana Articles of Incorporation or Articles of Organization. Let’s take a look at what amending your Indiana Articles of Organization or Articles of Incorporation means, the process, and how we can help. 

Amending an Indiana LLC Articles of Organization

If you need to make changes to an Indiana LLC, we’ll show you how in this section. But if you need to make changes to an Indiana corporation, please keep scrolling to the section titled “Amending an Indiana Corporation Articles of Incorporation.”

Step 1: Determine if you need to amend your Articles of Organization

In Indiana, the Articles of Organization is the form that officially creates an LLC. Technically, until you file this form, your LLC doesn’t even exist. This form asks for a variety of information about your business, including:

• Name for the LLC
• Principal address for the company
• Name and address of the registered agent
• Duration of the business
• How the LLC will be managed (by members or managers)
• Other provisions you wish to include

Generally speaking, if you need to make changes to this information, then you’ll need to file an amendment. However, not all changes require a full amendment. If you are only making changes to one of the following items, you can use another form and only pay a $1 filing fee, which is a significant savings over the amendment filing fee:

• Business email: File a “Change of Business Email.”
• Principal address: File a “Change of Principal Address.”
• Registered agent and/or registered office: File a “Registered Agent Statement of Change”
• Changing members or managers, their addresses, and/or their titles: File a “Change of Governing Person.”

If you’re making more than one of these changes, you’ll have to file a full Articles of Amendment of the Articles of Organization. All of these changes can be made by logging into the state’s INBiz system.

Step 2: Identify and gather the information you need to amend

Indiana LLCs use the Articles of Amendment to make changes to their founding documents. This form allows you to make a variety of changes, including your name, the provisions you added, or even converting the LLC into a Master LLC for a series.

But before you begin the paperwork, you’ll need to gather the information you need to file your paperwork. On your Articles of Amendment, you’ll be asked to provide:

• Your business name
• The date your company originally organized
• Your new name, if applicable
• The text of the amendment you’re making
• Date the amendment was adopted
• Name and address of the registered agent
• Name and signature of an authorized party

Having all of this information on hand before you start the paperwork will help streamline the process.

Why should I update my Articles of Organization?

Keeping your business compliant with state business regulations helps it maintain its entitlement to all of its legal benefits. When you file your entity as a legal LLC in Indiana, all information included in your filing becomes public knowledge. If your information changes but you don’t update it, the public may not have accurate contact information. Any changes in your registered agent should be reported as well since they’re responsible for receiving service of process and other important communications on behalf of your business.

Are there penalties if I don’t?

If you don’t carry out an Indiana LLC amendment when it’s required, there are serious consequences. First, the LLC won’t be able to get an Indiana Certificate of Existence (commonly called a Certificate of Good Standing in other states) from the state. A Certificate of Existence shows that your business is in compliance with all state requirements and is legally able to operate in Indiana. 

If you don’t have a Certificate of Existence, your LLC will have only a limited ability to raise capital and bolster its financial strength. You also won’t be able to expand into other states. As a result, your LLC may not be able to grow.

Step 3: File your amendment with the Secretary of State

Now that you’ve gathered the information, it’s time to file the paperwork. You can file this form online, by mail, or by dropping it off in person to the Secretary of State. If you file online, you’ll need to log into the filing portal, INBiz. If you’re filing a paper form, download the form from the Secretary of State’s website. Either way, you’ll fill in the form with the information you gathered in Step 2.

At the time of this writing, there’s a $20 fee for filing the amendment online and $30 if you file by paper. Once your form is processed and approved, your amendment will go into effect.

Amending an Indiana Corporation Articles of Incorporation

Need to make changes to an Indiana corporation? We’ll show you how in this section.

Step 1: Determine if you need to amend your Articles of Incorporation

In Indiana, the Articles of Incorporation is the essential form for creating a corporation. In fact, your corporation technically doesn’t even exist until you file this form. It asks for a variety of information, including:

• Your corporation’s name
• The number of authorized shares
• Indiana street address of the registered corporate office and name of registered agent at that address
• The name and address of each incorporator
• Other provisions you’d like to include

Generally speaking, if you need to make changes to this information, then you’ll need to file an amendment. However, not all changes require a full amendment. If you are only making changes to one of the following items, you can use another form and only pay a $1 filing fee, which is a significant savings over the amendment filing fee:

• Business email: File a “Change of Business Email.”
• Principal address: File a “Change of Principal Address.”
• Registered agent and/or registered office: File a “Registered Agent Statement of Change”
• Changing directors or officers, their addresses, and/or their titles: File a “Change of Governing Person.”

If you’re making more than one of these changes, you’ll have to file a full Articles of Amendment of the Articles of Incorporation. All of these changes can be made by logging into the state’s INBiz system.

Step 2: Identify and gather the information you need to amend

If you’d like to make changes to your corporation’s founding information, you’ll need to file the Articles of Amendment. But before you start on the paperwork, you’ll want to gather the information necessary to make your desired changes and complete the form. Here’s what you’ll need to complete the amendment:

• What type of corporation you have
• Name of your corporation
• Date you incorporated
• New name of the corporation (if applicable)
• Text for each amendment you’re making
• Date each amendment was adopted
• Name and address of your registered agent
• How the amendment was approved
• Name and signature of an authorized party

Having this information on hand will help streamline your paperwork step.

Step 3: File your amendment with the Secretary of State

Now it’s time to file the amendment paperwork. Indiana allows you to file your Articles of Amendment online, by mail, or by dropping the form off in person at the Secretary of State’s office. If you file online, you’ll need to log into the filing portal, INBiz. If you’re filing a paper form, download the form from the Secretary of State’s website. Either way, you’ll fill in the form with the information you gathered in Step 2.

At the time of this writing, there’s a $20 fee for filing the amendment online and $30 if you file by paper. Once your form is processed and approved, your amendment will go into effect.

Indiana Articles of Amendment vs. Restated Articles of Organization

Indiana also allows business owners to restate the LLC’s Articles of Organization or corporation’s Articles of Incorporation at any time. Restated Articles of Organization or Restated Articles of Incorporation allows you to completely re-do your business formation documents. Amending the Articles of Organization or Articles of Incorporation, on the other hand, allows you to add to, remove, or alter information in the original formation document, which stays in effect. The Amended Articles of Organization/Articles of Incorporation supplements the original document rather than replacing it.

To restate your Articles of Incorporation, you’ll need to file a Restatement of Articles of Incorporation by paper or online. If you file online, there are two different processes depending on whether your restatement includes any new amendments.

There’s no paper form to restate an Indiana LLC’s Articles of Organization, so you’ll have to create your own or, better yet, file online. As with corporations, you’ll have to choose a process based on whether or not you’re adding additional amendments.

The filing fees are the same whether you have an LLC or corporation, regardless of whether you’re adding new amendments: $20 to file online and $30 to file by paper.

Indiana Articles of Amendment vs. Articles of Correction 

There’s one other form that’s similar to the Indiana Articles of Amendment: the Articles of Correction. You can use Articles of Correction to correct any kind of erroneous document or information, including the Articles of Organization or Articles of Incorporation. Also, all kinds of business entities — including LLCs, corporations, nonprofit corporations, and partnerships — can use Articles of Correction.

Keep in mind that the Articles of Correction are for correcting errors and not making changes to your business. LLCs and corporations both use the same Articles of Correction form and file by mail or in person. As of this writing, there’s no online option for filing this document. The filing fee is $30. 

Let us handle the paperwork so you can grow your Indiana business

Because businesses change and evolve over time, it’s not a question of if you’ll need to amend your Articles of Organization or Articles of Incorporation. It’s a matter of when. 

Fortunately, we are here for you. We offer an amendment service so that you can quickly make the needed changes to your company’s formation documents. We also offer our Worry-Free Compliance service. This service not only sends you alerts when you have important state compliance deadlines coming up, but it also assists you with your annual filings. It even offers you two free annual amendments every year and gives you a detailed plan of action in the unlikely scenario you fall out of good standing with Indiana. 

Looking for something else? Check out a full list of our formation and compliance services.