Indiana LLC Annual Report Late Fee: What You Need to Know
Indiana requires LLCs to file a Business Entity Report every other year, in the anniversary month of formation, at $31 online or $50 by paper. Missing this deadline can lead to administrative dissolution and loss of good standing.
Indiana LLC annual reports are due Anniversary month, every second year. Missing the deadline adds a No additional late fee, but failure to file leads to administrative dissolution late fee with a Not applicable. INBiz states plainly that there are "no late fees" on an overdue report grace period. See details below.
How to cure a late Indiana annual report, and what the state charges for missing it. Source: Indiana Secretary of State.
Ready to file your annual report?
Go directly to the Indiana Secretary of State portal.
No additional late fee, but failure to file leads to administrative dissolution
⏱
grace period
Not applicable. INBiz states plainly that there are "no late fees" on an overdue report
🚨
dissolution timeline
The Secretary of State first mails a Pending Administrative Dissolution or Revocation of Registration notice carrying a cure deadline
What Happens If You Miss the Deadline
Stage 1
After the anniversary-month deadline
Indiana charges no late fee, but the Business Entity Report fee is owed for every biennial period missed, at $31 online or $50 by paper.
✓ Fix:Yes. File the overdue report at $31 online or $50 by paper.
Stage 2
After the Secretary of State's notice
The Secretary of State mails a notice headed "Pending Administrative Dissolution or Revocation of Registration" carrying the deadline to cure.
✓ Fix:Yes. File the overdue report before the cure deadline in the notice.
Stage 3
After administrative dissolution
The LLC loses its good standing and its authority to carry on business other than winding up.
✓ Fix:Yes. Reinstatement costs $30 plus the report fee for every period still owed, and cannot start until the Department of Revenue issues a Certificate of Clearance. An LLC dissolved more than five years can no longer reinstate at all, in any channel.
How to Fix It: Step-by-Step
1
File Your Overdue Biennial Report
Submit your biennial report through the Indiana Secretary of State website at https://www.in.gov/sos with the required fee of $31 online or $50 by paper. Include all required information about your LLC.
2
Pay All Required Fees
Pay the biennial report fee of $31 online or $50 by paper. If your LLC was administratively dissolved, you'll also need to pay reinstatement fees as determined by the Secretary of State.
3
Request Reinstatement (If Dissolved)
If your LLC was administratively dissolved, file Articles of Reinstatement with the Indiana Secretary of State along with all overdue reports and applicable fees.
4
Verify Good Standing Status
Request a Certificate of Good Standing from the Indiana Secretary of State to confirm your LLC is back in compliance and legally active.
🚨 Reinstatement After Dissolution
Reinstatement Possible?
Yes
How Long Allowed
An LLC administratively dissolved for more than five years can no longer reinstate at all, in any channel.
Reinstatement Fee
$30, plus the report fee for every Business Entity Report year still owed; it cannot start until the Department of Revenue issues a Certificate of Clearance
What You Lose During Dissolution
Good standing, and with it the certificate of good standing that banks, lenders and licensing bodies ask for. The LLC continues to exist for winding up, so this does not by itself void the liability shield, but the company cannot carry on ordinary business and its name protection is at risk until it is reinstated.
This guide is general information, not legal or tax advice, and reading it does not create an attorney-client relationship. It reports what each state publishes about filing deadlines, fees, and the consequences of missing them, with the sources this page cites. It cannot tell you what your own company owes: the date turns on when and where you formed, states change these rules between our reviews, and in several states an entity-level tax falls due in a year when no report does. Confirm your own dates with the filing office named on this page before you rely on one here, because the penalty for missing a deadline can be administrative dissolution of the company.
Frequently Asked Questions
Indiana doesn't charge a separate late fee for biennial reports filed after the deadline. However, you must still pay the standard biennial report filing fee of $31 online or $50 by paper to the Indiana Secretary of State, regardless of how late your submission is, and you must pay it for every period you missed.
The critical consequence is administrative dissolution. If your LLC fails to file by the deadline, which falls in your LLC's anniversary month every second year, the Secretary of State first mails a Pending Administrative Dissolution notice carrying a cure deadline. Reinstatement requires filing a Reinstatement of Dissolved Entity form and paying the Secretary of State's reinstatement fee, plus the biennial report fee of $31 online or $50 by paper.
This means the cost of falling behind is the reinstatement fee plus a report fee for every period you missed, because Indiana charges the normal $31 online report fee per missed biennial cycle rather than a penalty. Your LLC also loses legal status during the dissolution period, creating liability exposure and preventing you from conducting business legally.
File your biennial report through the Indiana Secretary of State's online portal immediately if overdue to avoid dissolution.
First-year filers: the first Business Entity Report is due two years after formation, in the same calendar month, so an LLC organized in July 2026 owes its first report in July 2028 and then every second July.
Yes, Indiana LLCs can be reinstated after administrative dissolution by the Indiana Secretary of State, though an LLC administratively dissolved for more than five years can no longer reinstate at all, in any channel. File the Secretary of State's reinstatement application with the Indiana Secretary of State's Business Services Division, and pay the Secretary of State's reinstatement fee. Indiana charges no late fee on an overdue Business Entity Report, so what accumulates is the report fee itself at $31 online or $50 by paper for each biennial period you missed. You must also submit every overdue Business Entity Report covering the dissolution period. This process restores your LLC's legal status, allowing you to resume business operations, enter contracts, and protect personal liability protection. However, reinstatement doesn't retroactively shield you from liabilities incurred during the dissolution period. File your Articles of Reinstatement and overdue reports immediately with the Secretary of State's office to avoid the five-year limit after which an administratively dissolved LLC can no longer reinstate at all, in any channel.
Yes, being late on your Indiana biennial report directly jeopardizes your LLC's liability protection. Once the Indiana Secretary of State administratively dissolves your LLC for failing to file the biennial report by the deadline, you lose limited liability protection immediately. This means the LLC cannot transact business while it lacks active status, and obligations you take on while purporting to act for it are where personal exposure arises. Failing to file the Business Entity Report, or failing to maintain a registered agent, puts the LLC into administrative dissolution. The practical consequence is significant: creditors can pursue your personal assets to satisfy business liabilities. To restore protection, you must file the overdue biennial report with the Secretary of State and pay the report fee of $31 online or $50 by paper for each period missed. INBiz states plainly that there are "no late fees" on an overdue report. Filing the overdue Business Entity Report immediately, even if late, begins the reinstatement process. Contact the Indiana Secretary of State's Business Services Division at 317-232-6576 to confirm your current status and file your report today to reinstate liability protection.
You can verify your Indiana LLC's good standing status instantly through the Indiana Secretary of State's free online business entity search tool at https://www.in.gov/sos/business/. Enter your LLC's name or entity number to confirm current filing status, active status, and any outstanding compliance issues.
For official documentation, request a Certificate of Good Standing directly from the Indiana Secretary of State Business Services Division. This certificate costs $26; order it online through their website or submit a paper request with payment.
Checking your status matters because an inactive designation prevents you from signing contracts, obtaining licenses, or defending the liability protection your LLC provides. Indiana automatically inactivates LLCs that miss annual report deadlines or fail to pay renewal fees.
Visit https://www.in.gov/sos/business/ today and search your entity name to confirm your current status and identify any overdue filings before they trigger additional penalties.
No, the biennial report fee of $31 online or $50 by paper is set by the Secretary of State's fee schedule and can't be negotiated or waived under any circumstances. The Indiana Secretary of State's office, which administers LLC filings, has no discretionary authority to reduce or eliminate this mandatory fee for any business entity.
However, this applies only to the base filing fee itself. There are no late penalties to negotiate either, because INBiz states plainly that there are "no late fees" on an overdue report. What compounds is the report fee itself: you owe it for every biennial period you missed. The Business Entity Report is due every other year, in the anniversary month of the LLC's formation.
For LLC owners, this means budgeting $31 online / $50 paper every two years as a non-negotiable cost of maintaining Indiana legal compliance and protecting your liability protection.
To stay current, set a calendar reminder for the start of your anniversary month every second year and file your Business Entity Report through the Indiana Secretary of State's online portal at sos.in.gov.
Sources
Each entry below is a document recorded in our verified Indiana sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so.
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Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.
