Indiana Application for Certificate of Authority Foreign For-Profit Corporation | State Form 38784 (R13 / 3-16) |
|
The Indiana Application for Certificate of Authority Foreign For-Profit Corporation | State Form 38784 (R13 / 3-16) must be received by the Indiana Secretary of State when a foreign entity wishes to operate as a For-Profit Corporation within the State of Indiana. This initial step should be taken prior to conducting business in the State of Indiana and incorporators will need to make sure they are fully abreast of Indiana State Law. This application must be submitted in its original form, with a Certificate of Existence from the foreign entity’s domicile state (dated within 60 days of submittal), all required and provisional documents, and full payment of the $90.00 filing fee. This should be done by check or money order and made payable to “Secretary of State.” Other documents may be required depending upon the situation. For instance, if the foreign corporation’s True Name cannot be used, then it may assume a fictitious name. If so, then a copy of the Certificate of Assumed Business Name Form 30353 must accompany this application. This articles of incorporation form provides a method of organizing the information that must be documented with the State of Indiana. In some area, there may not be enough room to provide all the information necessary. If this is the case, you should continue the section on a separate sheet of paper (8.5″ x 11″) that is clearly labeled. This may then be attached to the application.
The application may be submitted by mail to Secretary of State, Business Services Division, 302 West Washington Street Rm. E018, Indianapolis, IN 46204.
How To File
Download Form
Download Certificate of Assumed Business Name
Step 1 – The cover page accompanying this application must be submitted. The information submitted on it will act as contact information regarding these articles. The first section contains a table with two rows. On the first row, enter your Full Name. Then, on the second row, enter your E-Mail Address.
Step 2 – The next section, titled “Return Documents To,” will also contain a table. This must be the information for a valid point of contact, regarding these articles, and will act as the receiver of any documents sent by the Secretary of State. Enter the Contact’s Full Name in the first row.
Step 3 – The next two rows are provided to report the Contact’s Street Address. The fourth row must contain the City, State, and Zip Code pertaining to the Contact’s Street Address.
Step 4 – In the last row, enter the Contact’s Telephone Number and E-Mail Address. If the E-Mail Address is the same as the one above, you may leave the assigned field blank in this row.
Step 5 – The first section on the second page, “Application for Certificate of Authority Foreign For-Profit Corporation,” will begin the application process. Beneath the words “Application For Certificate of Authority Of,” enter the True Name of the foreign corporation submitting this application on the blank line. If this is a standard profit corporation then place a check mark in the box labeled “a general business corporation.” If the filing entity was formed as a professional corporation, leave the first check box blank and mark the second check box. Note: If the filing entity is a professional corporation, then a Certificate of Registration from the origin state must be submitted.
Step 6 – The first section, “Article I – Name,” will require any fictitious name assumed by the filing entity to be reported. It is worth mentioning that a filing entity may only operated under an assumed or fictitious name if its true name is unavailable in the State of Indiana or noncompliant with Indiana Code. If the filing entity’s name may be used in the State of Indiana, leave this section blank.
Step 7 – In the second section, “Article II – Address of Principal Office,” report the Building Number, Street, and Suite Number (if applicable) of the principal or main office of this corporation in the field labeled “Address of Principal Office.” Then report the City, State, and Zip Code in the appropriately labeled fields.
Step 8 – The third section, “Article III – Registered Office and Agent,” requires a report on the party who shall act as the Registered Agent for this corporation. The Registered Agent must agree to receive any official documents (such as service of process should this corporation ever be sued) on behalf of this corporation then reliably deliver it to the appropriate party in the corporation. In the first row, enter the Full Name of the Registered Agent. Note: This may not be the corporation filing this application or the corporation being formed by this application.
Step 9 – On the second row, of the third section, report the Registered Agent’s Building Number, Street, and Suite Number (if applicable) in the first field, report the City in the second field, and the Zip Code in the last field. The Registered Agent must maintain an office, address, and/or residence in the State of Indiana where service of process papers may be reliably received. Note: You may not use a P.O. Box in the “Address of Registered Office” field.
Step 10 – The third row is also required. This will contain an acknowledgement statement and a check box. If the Registered Agent has accepted the responsibility of receiving and delivering court documents issued to the forming entity then place a check mark in the box under the word “Required.”
Step 11 – The fourth section, “Article IV – Date of Incorporation and Duration of Existence,” will define the lifetime of the filing entity. Report the date this corporation was formed in the first field of the first row. Then in the second field of the first row, report the State the filing entity first incorporated in.
Step 12 – In the second row, place a check mark in the first box (next the words “The Corporation”) if this corporation has no intended date for dissolution or ending its activity. If there is a specific end date for the corporation’s existence, then place a check mark in the second box (next to the words “The latest date”) and enter the Date of Dissolution on the blank space provided after the parentheses containing the words “(month, day, year).” You may only choose on of the boxes in the second row.
Step 13 – In the fifth section, “Article V – Corporate Officers,” report the Full Name, Title, and Full Address of all the Officers in this corporation. There are only for rows in a table for this. Each officer should have a separate row where they may enter this information however if there are more than four officers, you may attach a separate sheet of paper bearing the Full Name, Title, and Full Address of the remaining officers.
Step 14 – On the next page, in the section labeled “Article VI – Board of Directors,” report if the origin state requires the filing entity to have a Board of Directors. If so, leave the check box blank. If there is no such requirement in the origin state, place a check mark in the box in row 1. Then enter each Director’s Full Name and Full Address in the table provided, giving each Director his/her own row. Here too, if there is not enough room, you may attach a separate sheet of paper to give a full report.
Step 15 – The final section is the signature section. Here, the authorized Officer or Chairman who is submitting this application must Print his/her Full Name in the blank space on the first line. Then on the third line enter the Calendar Date, Month, and Year this application is being signed in the first, second, and third blank spaces respectively. The Authorized Officer/Director must then sign his/her Name below the word “Signature” then Print his/her Full Name under the words “Printed Name.”
Step 16 – Once all this information has been entered correctly, you must mail the Indiana Application for Certificate of Authority Foreign For-Profit Corporation | State Form 38784 (R13 / 3-16), any required or relevant paperwork, and full payment of all applicable fees to:
Secretary of State
Business Services Division
302 West Washington Street Rm. E018
Indianapolis, IN 46204
The filing fee for the Indiana Application for Certificate of Authority Foreign For-Profit Corporation | State Form 38784 (R13 / 3-16) is $90.00. This is payable by check or money order made out to “Secretary of State.” If you are submitting a Certificate for Assumed Business Name, you must pay an additional $30.00 to cover this filing fee as well.