Indiana Code
Title 23. Business and Other Associations
Article 0.5. Uniform Business Organizations Code

23-0.5-1-6. Terms Dependent on Facts Ascertainable Outside the Plan or Filed Document; Articles of Amendment - Sec. 6. (a) If a: (1) provision under this article...

Chapter 1.5. Definitions

23-0.5-1.5-1. Application of Definitions - Sec. 1. Except as otherwise provided by this article, the...

23-0.5-1.5-2. "Biennial Report" - Sec. 2. "Biennial report" means the report required by IC...

23-0.5-1.5-3. "Business Corporation" - Sec. 3. "Business corporation" means a domestic business corporation incorporated...

23-0.5-1.5-4. "Commercial Registered Agent" - Sec. 4. "Commercial registered agent" means a person listed under...

23-0.5-1.5-5. "Domestic" - Sec. 5. "Domestic", with respect to an entity, means governed...

23-0.5-1.5-6. "Economic Interest" - Sec. 6. "Economic interest" means an interest holder's economic rights...

23-0.5-1.5-7. "Effective Date" - Sec. 7. "Effective date", when referring to a record filed...

23-0.5-1.5-8. "Entity" - Sec. 8. (a) "Entity" means: (1) a business corporation; (2)...

23-0.5-1.5-9. "Entity Filing" - Sec. 9. "Entity filing" means a record delivered to the...

23-0.5-1.5-10. "Filed Record" - Sec. 10. "Filed record" means a record filed by the...

23-0.5-1.5-11. "Filing Entity" - Sec. 11. "Filing entity" means a business corporation, a nonprofit...

23-0.5-1.5-12. "Foreign" - Sec. 12. "Foreign", with respect to an entity, means governed...

23-0.5-1.5-13. "General Partnership" - Sec. 13. "General partnership" means a domestic general partnership formed...

23-0.5-1.5-14. "Governance Interest" - Sec. 14. "Governance interest" means a right under the organic...

23-0.5-1.5-15. "Governing Person" - Sec. 15. "Governing person" means: (1) a director of a...

23-0.5-1.5-16. "Interest" - Sec. 16. "Interest" means: (1) a share in a business...

23-0.5-1.5-17. "Interest Holder" - Sec. 17. "Interest holder" means: (1) a shareholder of a...

23-0.5-1.5-18. "Jurisdiction" - Sec. 18. "Jurisdiction", used to refer to a political entity,...

23-0.5-1.5-19. "Jurisdiction of Formation" - Sec. 19. "Jurisdiction of formation" means the jurisdiction whose law...

23-0.5-1.5-20. "Limited Liability Company" - Sec. 20. "Limited liability company" means a domestic limited liability...

23-0.5-1.5-21. "Limited Liability Partnership" - Sec. 21. "Limited liability partnership" means a domestic limited liability...

23-0.5-1.5-22. "Limited Partnership" - Sec. 22. "Limited partnership" means a domestic limited partnership formed...

23-0.5-1.5-23. "Noncommercial Registered Agent" - Sec. 23. "Noncommercial registered agent" means a person that is...

23-0.5-1.5-24. "Nonprofit Corporation" - Sec. 24. "Nonprofit corporation" means a domestic nonprofit corporation incorporated...

23-0.5-1.5-25. "Nonregistered Foreign Entity" - Sec. 25. "Nonregistered foreign entity" means a foreign entity that...

23-0.5-1.5-26. "Organic Law" - Sec. 26. "Organic law" means the law of an entity's...

23-0.5-1.5-27. "Organic Rules" - Sec. 27. "Organic rules" means the public organic record and...

23-0.5-1.5-28. "Person" - Sec. 28. "Person" means an individual, business corporation, nonprofit corporation,...

23-0.5-1.5-29. "Principal Office" - Sec. 29. "Principal office" means the principal executive office of...

23-0.5-1.5-30. "Private Organic Rules" - Sec. 30. "Private organic rules" means the rules, whether or...

23-0.5-1.5-31. "Proceeding" - Sec. 31. "Proceeding" includes a civil action, arbitration, mediation, administrative...

23-0.5-1.5-32. "Property" - Sec. 32. "Property" means all property, whether real, personal, or...

23-0.5-1.5-33. "Public Organic Record" - Sec. 33. "Public organic record" means: (1) the articles of...

23-0.5-1.5-34. "Receipt" - Sec. 34. "Receipt" means actual receipt as distinguished from constructive...

23-0.5-1.5-35. "Record" - Sec. 35. "Record", used as a noun, means information that...

23-0.5-1.5-36. "Registered Agent" - Sec. 36. "Registered agent" means an agent of an entity...

23-0.5-1.5-37. "Registered Agent Filing" - Sec. 37. "Registered agent filing" means: (1) the public organic...

23-0.5-1.5-38. "Registered Foreign Entity" - Sec. 38. "Registered foreign entity" means a foreign entity that...

23-0.5-1.5-39. "Regulated Entity" - Sec. 39. "Regulated entity" means a bank, a savings bank,...

23-0.5-1.5-40. "Represented Entity" - Sec. 40. "Represented entity" means: (1) a domestic filing entity;...

23-0.5-1.5-41. "Sign" - Sec. 41. "Sign" means, with present intent to authenticate or...

23-0.5-1.5-42. "State" - Sec. 42. "State" means a state of the United States,...

23-0.5-1.5-43. "Transfer" - Sec. 43. "Transfer" includes: (1) an assignment; (2) a conveyance;...

23-0.5-1.5-44. "Written" - Sec. 44. "Written" means inscribed on a tangible medium. "Writing"...

Chapter 2. Filing

23-0.5-2-1. Requirements; Filing Fee - Sec. 1. (a) To be filed by the secretary of...

23-0.5-2-2. Forms - Sec. 2. (a) The secretary of state may provide forms...

23-0.5-2-3. Effective Date and Time of Filing - Sec. 3. Except as otherwise provided in this article and...

23-0.5-2-4. Withdrawal of Filed Record; Requirements - Sec. 4. (a) Except as otherwise provided in this article,...

23-0.5-2-5. Correcting the Record; Effective Date - Sec. 5. (a) A person on whose behalf a filed...

23-0.5-2-6. Filing of Documents by Secretary of State; Refusal to File; Appeal - Sec. 6. (a) The secretary of state shall file an...

23-0.5-2-7. Certification of Filed Record - Sec. 7. A certification from the secretary of state accompanying...

23-0.5-2-8. Certificates of Existence, Registration, or Fact; Issuance - Sec. 8. (a) On request of any person, the secretary...

23-0.5-2-9. Intentional Signing of False Document; Sanctions - Sec. 9. (a) A person commits a Class A misdemeanor...

23-0.5-2-10. Failure to Sign or Deliver Record; Appeal - Sec. 10. (a) If a person required by this article...

23-0.5-2-11. Liability; Recovery of Damages - Sec. 11. If a record delivered to the secretary of...

23-0.5-2-12. Delivery of Records - Sec. 12. Except as otherwise provided by IC 23-0.5-4-11 or...

23-0.5-2-13. Biennial Report; Contents; Delivery; Statement of Change - Sec. 13. (a) A domestic filing entity or registered foreign...

Chapter 3. Name of Entity

23-0.5-3-1. Permitted Names; Falsely Implying Government Agency Status or Connection - Sec. 1. (a) Except as otherwise provided in subsection (d),...

23-0.5-3-2. Required Words or Phrases - Sec. 2. (a) The name of a business corporation or...

23-0.5-3-3. Reservation of Exclusive Use of Name - Sec. 3. (a) A person may reserve the exclusive right...

23-0.5-3-4. Filing of Certificate of Assumed Name; Fees; Notice of Discontinuance of Use; Violation - Sec. 4. (a) Except as otherwise provided in subsection (i),...

23-0.5-3-5. Use of "Bank" or Derivative; Review; Violation; Administrative Dissolution; Appeal - Sec. 5. (a) If a new filing or an amendment...

Chapter 4. Registered Agent of Entity

23-0.5-4-1. Entities Required to Designate and Maintain a Registered Agent - Sec. 1. (a) The following entities shall designate and maintain...

23-0.5-4-2. Street Address - Sec. 2. If a provision of this chapter other than...

23-0.5-4-3. Designation of Registered Agent; Required Filings - Sec. 3. (a) A registered agent must be an individual,...

23-0.5-4-4. Listing Statement; Contents; Delivery to Secretary of State - Sec. 4. (a) A person may become listed as a...

23-0.5-4-5. Termination of Listing as a Commercial Registered Agent - Sec. 5. (a) A commercial registered agent may terminate its...

23-0.5-4-6. Change of Information - Sec. 6. (a) A represented entity may change the information...

23-0.5-4-7. Noncommercial Registered Agent; Statement of Change - Sec. 7. (a) If a noncommercial registered agent changes its...

23-0.5-4-8. Commercial Registered Agent; Statement of Change; Cancellation by Secretary of State - Sec. 8. (a) If a commercial registered agent changes its...

23-0.5-4-9. Resignation of Registered Agent - Sec. 9. (a) A registered agent may resign as agent...

23-0.5-4-10. Service of Process, Notice, or Demand on Entity - Sec. 10. (a) A represented entity may be served with...

23-0.5-4-11. Duties - Sec. 11. The only duties under this chapter of a...

23-0.5-4-12. Jurisdiction - Sec. 12. The designation or maintenance in Indiana of a...

Chapter 5. Foreign Entities

23-0.5-5-1. Law Governing; Registration - Sec. 1. (a) The law of the jurisdiction of formation...

23-0.5-5-2. Foreign Entity Registration in Indiana; Failure to Register - Sec. 2. (a) A foreign entity may not do business...

23-0.5-5-3. Foreign Entity Registration Statement - Sec. 3. To register to do business in Indiana, a...

23-0.5-5-4. Amended Foreign Registration Statement - Sec. 4. A registered foreign entity shall deliver to the...

23-0.5-5-5. Activities Not Constituting Doing Business in Indiana - Sec. 5. (a) Activities of a foreign entity which do...

23-0.5-5-6. Foreign Entity Name - Sec. 6. (a) A foreign entity whose name does not...

23-0.5-5-7. Withdrawal of Registration - Sec. 7. (a) A registered foreign entity may withdraw its...

23-0.5-5-8. Conversion to Domestic Filing Entity - Sec. 8. A registered foreign entity that converts to any...

23-0.5-5-9. Dissolution; Statement of Withdrawal; Service of Process - Sec. 9. (a) A registered foreign entity that has dissolved...

23-0.5-5-10. Merger; Notice - Sec. 10. (a) If a registered foreign entity merges into...

23-0.5-5-11. Revocation of Registration; Grounds; Notice - Sec. 11. (a) The secretary of state may revoke the...

23-0.5-5-12. Application for Reinstatement; Effective Date - Sec. 12. (a) An entity that has had its registration...

23-0.5-5-13. Denial of Reinstatement; Notice; Appeal - Sec. 13. (a) If the secretary of state denies an...

23-0.5-5-14. Attorney General Action to Enjoin - Sec. 14. The attorney general may maintain an action to...

Chapter 6. Administrative Dissolution

23-0.5-6-1. Grounds - Sec. 1. The secretary of state may commence a proceeding...

23-0.5-6-2. Administrative Dissolution - Sec. 2. (a) If the secretary of state determines that...

23-0.5-6-3. Application for Reinstatement; Certificate of Reinstatement - Sec. 3. (a) A domestic filing entity that is dissolved...

23-0.5-6-4. Denial of Application for Reinstatement - Sec. 4. (a) If the secretary of state denies a...

Chapter 7. Issuance of Interrogatories and Investigative Claims

23-0.5-7-1. Written Interrogatories - Sec. 1. The secretary of state may propound to any:...

23-0.5-7-2. Requests to Answer Interrogatories - Sec. 2. (a) The interrogatories under section 1 of this...

23-0.5-7-3. Certification to Attorney General - Sec. 3. The secretary of state shall certify to the...

23-0.5-7-4. Failure to Respond to Interrogatories - Sec. 4. The secretary of state may: (1) remove fraudulent...

23-0.5-7-5. Administrative Rules - Sec. 5. The secretary of state may adopt rules under...

23-0.5-7-6. Disclosure of Information - Sec. 6. Interrogatories propounded by the secretary of state and...

Chapter 8. Miscellaneous Provisions

23-0.5-8-1. Facsimile Signatures on Corporate Bonds and Notes - Sec. 1. Subject to any restrictions contained in its organic...

23-0.5-8-2. Right to Make Charitable Contributions - Sec. 2. Every railroad company, rural loan and saving association,...

23-0.5-8-3. File or Transfer Case to Business or Commercial Court or Docket - Sec. 3. Notwithstanding any law that requires that a case...

Chapter 9. Fees

23-0.5-9-1. Articles of Incorporation; Domestic Business Corporation - Sec. 1. The secretary of state shall collect the following...

23-0.5-9-2. Articles of Amendment; Domestic Business Corporation - Sec. 2. The secretary of state shall collect the following...

23-0.5-9-3. Restatement of Articles of Incorporation; Domestic Business Corporation - Sec. 3. The secretary of state shall collect the following...

23-0.5-9-4. Articles of Dissolution; Domestic Business Corporation - Sec. 4. The secretary of state shall collect the following...

23-0.5-9-5. Articles of Revocation of Dissolution; Domestic Business Corporation - Sec. 5. The secretary of state shall collect the following...

23-0.5-9-6. Annual Benefit Report; Benefit Corporation - Sec. 6. The secretary of state shall collect the following...

23-0.5-9-7. Registration; Domestic Limited Liability Partnership - Sec. 7. The secretary of state shall collect the following...

23-0.5-9-8. Certificate of Amendment; Domestic Limited Liability Partnership - Sec. 8. The secretary of state shall collect the following...

23-0.5-9-9. Withdrawal Notice; Domestic Limited Liability Partnership - Sec. 9. The secretary of state shall collect the following...

23-0.5-9-10. Certificate of Limited Partnership; Domestic Limited Partnership - Sec. 10. The secretary of state shall collect the following...

23-0.5-9-11. Certificate of Amendment; Domestic Limited Partnership - Sec. 11. The secretary of state shall collect the following...

23-0.5-9-12. Restated Certificate of Limited Partnership; Domestic Limited Partnership - Sec. 12. The secretary of state shall collect the following...

23-0.5-9-13. Certificate of Cancellation; Limited Partnership - Sec. 13. The secretary of state shall collect the following...

23-0.5-9-14. Articles of Incorporation; Domestic Nonprofit Corporation - Sec. 14. The secretary of state shall collect the following...

23-0.5-9-15. Articles of Amendment to Articles of Incorporation; Domestic Nonprofit Corporation - Sec. 15. The secretary of state shall collect the following...

23-0.5-9-16. Restatement of Articles of Incorporation; Domestic Nonprofit Corporation - Sec. 16. The secretary of state shall collect the following...

23-0.5-9-17. Articles of Dissolution; Domestic Nonprofit Corporation - Sec. 17. The secretary of state shall collect the following...

23-0.5-9-18. Articles of Revocation of Dissolution; Domestic Nonprofit Corporation - Sec. 18. The secretary of state shall collect the following...

23-0.5-9-19. Articles of Organization; Domestic Limited Liability Company - Sec. 19. The secretary of state shall collect the following...

23-0.5-9-20. Articles of Amendment to Articles of Organization; Domestic Limited Liability Company - Sec. 20. The secretary of state shall collect the following...

23-0.5-9-21. Restatement of Articles of Organization; Domestic Limited Liability Company - Sec. 21. The secretary of state shall collect the following...

23-0.5-9-22. Articles of Dissolution; Domestic Limited Liability Company - Sec. 22. The secretary of state shall collect the following...

23-0.5-9-23. Articles of Revocation of Dissolution; Domestic Limited Liability Company - Sec. 23. The secretary of state shall collect the following...

23-0.5-9-24. Articles of Organization; Domestic Master Limited Liability Company - Sec. 24. The secretary of state shall collect the following...

23-0.5-9-25. Articles of Designation - Sec. 25. The secretary of state shall collect the following...

23-0.5-9-26. Foreign Registration Statement - Sec. 26. (a) The secretary of state shall collect the...

23-0.5-9-27. Amendment to Foreign Registration Statement - Sec. 27. The secretary of state shall collect the following...

23-0.5-9-28. Statement of Withdrawal - Sec. 28. The secretary of state shall collect the following...

23-0.5-9-29. Foreign Registration Statement; Foreign Master Limited Liability Company - Sec. 29. The secretary of state shall collect the following...

23-0.5-9-30. Commercial Registered Agent Listing Statement - Sec. 30. The secretary of state shall collect the following...

23-0.5-9-31. Commercial Registered Agent Termination Statement - Sec. 31. The secretary of state shall collect the following...

23-0.5-9-32. No Fee for Filing a Registered Agent or Office Statement of Change - Sec. 32. There is no fee for filing a registered...

23-0.5-9-33. No Fee for Filing a Registered Agent Statement of Resignation - Sec. 33. There is no fee for filing a registered...

23-0.5-9-34. Biennial Report - Sec. 34. (a) The secretary of state shall collect the...

23-0.5-9-35. Articles of Correction - Sec. 35. The secretary of state shall collect the following...

23-0.5-9-36. Electronic Application for Reserved Name - Sec. 36. The secretary of state shall collect a fee...

23-0.5-9-37. Electronic Application for Renewal of Reserved Name - Sec. 37. The secretary of state shall collect a fee...

23-0.5-9-38. Electronic Notice of Transfer of Reserved Name - Sec. 38. The secretary of state shall collect a fee...

23-0.5-9-39. No Fee for Filing Cancellation of Reserved Name - Sec. 39. There is no filing fee for filing a...

23-0.5-9-40. Application for Assumed Business Name - Sec. 40. (a) The secretary of state shall collect the...

23-0.5-9-41. Cancellation of Assumed Business Name; No Fee - Sec. 41. There is no fee for filing a cancellation...

23-0.5-9-42. Application for Reinstatement; Fees - Sec. 42. The secretary of state shall collect the following...

23-0.5-9-43. Application for Certificate of Existence - Sec. 43. The secretary of state shall collect the following...

23-0.5-9-44. Preclearance of Filing - Sec. 44. The secretary of state shall collect a fee...

23-0.5-9-45. Articles of Merger - Sec. 45. (a) The secretary of state shall collect the...

23-0.5-9-46. Articles of Abandonment of Merger - Sec. 46. The secretary of state shall collect the following...

23-0.5-9-47. Articles of Interest Exchange - Sec. 47. The secretary of state shall collect the following...

23-0.5-9-48. Articles of Abandonment of Interest Exchange - Sec. 48. The secretary of state shall collect the following...

23-0.5-9-49. Articles of Conversion - Sec. 49. The secretary of state shall collect the following...

23-0.5-9-50. Articles of Abandonment of Conversion - Sec. 50. The secretary of state shall collect the following...

23-0.5-9-51. Articles of Domestication - Sec. 51. The secretary of state shall collect the following...

23-0.5-9-52. Articles of Abandonment of Domestication - Sec. 52. The secretary of state shall collect the following...

23-0.5-9-53. Notice of Merger or Conversion - Sec. 53. The secretary of state shall collect the following...

23-0.5-9-54. Other Filings Permitted; Requests for Other Facts of Record - Sec. 54. The secretary of state shall collect the following...

23-0.5-9-55. Copying and Certifying Copy of Filed Record - Sec. 55. The secretary of state shall collect the following...

23-0.5-9-56. Service of Process on Secretary of State - Sec. 56. The secretary of state shall collect a fee...

23-0.5-9-57. Electronic Filing - Sec. 57. The secretary of state shall prescribe the electronic...

23-0.5-9-58. Forms of Payment - Sec. 58. The secretary of state may accept payment of...

23-0.5-9-59. Filing Fees Are Not Refundable Upon Withdrawal or Correction of a Filed Record - Sec. 59. The withdrawal under IC 23-0.5-2-4 of a filed...

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Indiana Code Title 23. Business and Other Associations Article 0.5. Uniform Business Organizations Code

Indiana Code
Title 23. Business and Other Associations
Article 0.5. Uniform Business Organizations Code