Indiana LLC Annual Report Late Fee: What You Need to Know
Indiana requires LLCs to file biennial reports by April 15 with a $32 fee. Missing this deadline can lead to administrative dissolution and loss of good standing.
Indiana LLC annual reports are due April 15 (biennial) — missing the deadline adds a No additional late fee, but failure to file leads to administrative dissolution late fee with a None — penalties apply immediately after the deadline grace period. See details below.
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.
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
None — penalties apply immediately after the deadline
🚨
dissolution timeline
Administrative dissolution proceedings begin after the deadline, typically completed within 60-90 days of non-filing
What Happens If You Miss the Deadline
Stage 1
Immediately after April 15 deadline
Your Indiana LLC falls out of good standing and is subject to administrative dissolution proceedings
✓ Fix:Yes — file the overdue biennial report immediately with the $32 fee to avoid dissolution
Stage 2
30-60 days after deadline
Indiana Secretary of State begins formal administrative dissolution process with official notice
✓ Fix:Yes — file the overdue report to stop dissolution proceedings before they are finalized
Stage 3
60-90 days after deadline
Administrative dissolution is completed, LLC loses legal status and good standing in Indiana
✓ Fix:Yes — but now requires formal reinstatement process with additional fees and paperwork
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 $32 fee. Include all required information about your LLC.
2
Pay All Required Fees
Pay the $32 biennial report fee. 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
Generally within 2 years after administrative dissolution in Indiana
Reinstatement Fee
Contact Indiana Secretary of State for current reinstatement fee
What You Lose During Dissolution
During dissolution period, your LLC loses liability protection, cannot conduct business legally, and may face personal liability for business debts
Frequently Asked Questions
Indiana does not charge a separate late fee for biennial reports filed after the deadline. However, you must still pay the standard $32 biennial report filing fee to the Indiana Secretary of State, regardless of how late your submission is.
The critical consequence is administrative dissolution. If your LLC fails to file by the deadline (which occurs biennially in odd-numbered years), the Secretary of State will automatically dissolve your business without warning. Reinstatement requires filing a Reinstatement of Dissolved Entity form and paying a $107 reinstatement fee, plus the $32 biennial report fee.
This means a late biennial report costs you $139 total instead of $32—a $107 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.
Yes, Indiana LLCs can be reinstated within two years after administrative dissolution by the Indiana Secretary of State. File Articles of Reinstatement (Form LLC-1) with the Indiana Secretary of State's Business Services Division, and pay all accumulated late fees, which begin at $25 for the initial annual report violation and increase $5 for each additional month of non-compliance. You must also submit any overdue Annual Reports (Form INN-1065) covering the dissolution period. Reinstatement requires payment of the current year's annual report fee ($100 for Indiana LLCs) plus all back fees dating to the dissolution. This process restores your LLC's legal status, allowing you to resume business operations, enter contracts, and protect personal liability protection. However, reinstatement does not 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 two-year reinstatement window closing permanently.
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 you become personally liable for all business debts, lawsuits, and obligations incurred while your LLC lacks active status. Indiana does not provide a grace period—dissolution happens automatically when the filing deadline passes without submission. 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 late fee (currently $25 per year overdue, capped at $150). Filing Form IL-2065 (Indiana LLC Biennial 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 $5 and takes 1–2 business days to process; 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 $32 biennial report fee is set by Indiana statute and cannot 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. If your LLC failed to file by the deadline and incurs late penalties, those additional charges—which can reach $60 or more—may be partially avoidable by filing immediately upon discovery of the missed deadline. The biennial report must be filed every two years between January 1 and December 31 of odd-numbered years using Form ILL 5015.
For LLC owners, this means budgeting $32 every two years as a non-negotiable cost of maintaining Indiana legal compliance and protecting your liability protection.
To avoid penalties entirely, set a calendar reminder for December 1st of each odd-numbered year and file your biennial report through the Indiana Secretary of State's online portal at sos.in.gov.
