How to Start a C-Corp in Indiana (Quick Answer)
To start a C-corp in Indiana, file Articles of Incorporation with the Indiana Secretary of State through the INBiz portal, name a registered agent, and pay the filing fee, $95 online or $100 by mail. Once the state accepts it, your corporation legally exists.
After that, you adopt bylaws, appoint directors and officers, issue stock, and get an EIN from the IRS. Indiana runs its report on a two-year cycle, and its corporate income tax is a flat 4.9%.
| Filing document | Articles of Incorporation |
| Where to file | Indiana Secretary of State (INBiz portal) |
| Filing fee | $95 online, or $100 by mail |
| Registered agent | Required, with a physical Indiana street address |
| EIN | Required, free from the IRS (Form SS-4 by phone, fax, or mail if you have no SSN or ITIN) |
| Business Entity Report | $32 online, filed every two years (not annually) |
| Corporate income tax | Flat 4.9% on Indiana income, separate from the lower rate individuals pay |
| Foreign owner (25% or more) | File Form 5472 with Form 1120 every year, or face a $25,000 minimum penalty |
First-year cost: $95 online to file, plus a registered-agent service if you use one, commonly $50 to $150 a year. Your first Business Entity Report is not due until two years after formation.
Indiana keeps state filings infrequent. The Business Entity Report is due every two years, not every year, for about $32 online.
The corporate income tax is a flat 4.9%. Note that Indiana taxes corporate income at a different rate than the lower rate individuals pay, so a C-corp's rate is the 4.9% corporate figure.
TL;DR
- Indiana's report is biennial: the Business Entity Report is due every two years for about $32, and the corporate income tax is a flat 4.9%.
- Step 1, name: pick a unique name with a corporate designator (Inc., Incorporated, Corporation, or Corp.) and check it on INBiz.
- Step 2, registered agent: name one with a physical Indiana street address.
- Step 3, Articles of Incorporation: file through INBiz for $95 online ($100 by mail).
- Step 4, bylaws: adopt internal bylaws and keep them with your records.
- Step 5, directors and officers: appoint the board and officers and hold an organizational meeting.
- Step 6, issue stock: authorize and issue shares, keep a stock ledger, and file the 83(b) election within 30 days if your shares vest.
- Step 7, EIN: get a free EIN from the IRS, by Form SS-4 if you have no SSN or ITIN.
- Foreign owner (25% or more): file Form 5472 with Form 1120 every year, or risk a $25,000 penalty.
- Ongoing: a Business Entity Report every two years (about $32), plus the flat 4.9% corporate income tax.
Why Form a C-Corp in Indiana?
Indiana offers low costs, a two-year report cycle, and a flat corporate tax that has been trimmed in recent years.
- A biennial report rather than an annual one, so state filings come every two years.
- A flat 4.9% corporate income tax and a low filing fee.
- Online filing through the INBiz portal.
If you plan to raise venture capital, investors will most likely want a Delaware C-corp. If you will run the business in Indiana and not raise venture money, forming in Indiana avoids registering and paying in two states.
Step 1: Choose and Reserve Your Corporate Name
- Include a corporate designator such as "Inc.", "Incorporated", "Corporation", or "Corp."
- Search INBiz to confirm the name is available and different from existing entities.
- Indiana lets you reserve a name for 120 days for a fee if you are not ready to file.
Step 2: Appoint an Indiana Registered Agent
Every Indiana corporation must name a registered agent with a physical Indiana street address, available during business hours to receive legal and state documents.
- The agent can be a person or a company, but needs a real Indiana address, not a PO box.
- The address is public record, so many owners use a commercial service.
- A commercial agent commonly costs $50 to $150 a year.
Step 3: File Your Articles of Incorporation
The Articles of Incorporation is the filing that legally creates your corporation. You file it with the Indiana Secretary of State through INBiz.
- It lists the corporate name, registered agent, incorporator, and the number of shares the corporation is authorized to issue.
- The fee is $95 online through INBiz, or $100 by mail.
- Once the state accepts it, your corporation exists and its compliance calendar begins.
Step 4: Adopt Corporate Bylaws
Bylaws are the internal rulebook for how the corporation is run. They are not filed with the state, but a corporation is expected to have them, and banks and investors often ask to see them.
- They set out how directors and officers are elected, how meetings and votes work, and how shares are handled.
- They stay with your records, not with the Secretary of State.
- Skipping them can weaken the separation between you and the corporation that liability protection depends on.
Step 5: Appoint Directors and Hold the Organizational Meeting
A corporation is run by a board of directors, who appoint the officers that handle day-to-day work. Right after formation, the incorporator or initial directors hold an organizational meeting, or sign a written consent in place of one.
- Appoint the initial board and elect officers (usually at least a president, secretary, and treasurer; one person can hold several roles).
- Adopt the bylaws and authorize the issuance of stock.
- Keep signed minutes or the written consent with your records.
Step 6: Authorize and Issue Stock
Issuing stock is how founders get their ownership, and it is easy to rush. The board authorizes shares, then the corporation issues them to the founders and any early shareholders.
- Issue shares to each founder and record what they paid (cash, property, or services).
- Keep a stock ledger, a running record of who owns how many shares.
- Deliver stock certificates or record the issuance electronically, per your bylaws.
The 83(b) election, and its 30-day deadline: if your founder shares vest over time, you generally have 30 days from the grant date to file an 83(b) election with the IRS.
It lets you be taxed on the small value at grant instead of the higher value as the stock vests. The 30-day window cannot be extended, and missing it can be expensive.
Step 7: Get an EIN, Even Without an SSN
An EIN is your corporation's federal tax ID, needed to file taxes, run payroll, and open a bank account. It is free from the IRS.
- With an SSN or ITIN, apply online and get the EIN in minutes.
- Without an SSN or ITIN, apply on Form SS-4 by phone, fax, or mail.
- The EIN is always free; you never pay the IRS for one.
Open a US Business Bank Account
Once you have the EIN, open a dedicated business bank account before money moves through the corporation.
- Keeping corporate and personal funds separate helps protect the liability shield; commingling them is a common reason courts pierce it.
- Banks usually ask for the filed Articles of Incorporation, the EIN letter, and often the bylaws or a board resolution.
- A separate account also makes bookkeeping and the corporate tax return simpler.
If Your Indiana C-Corp Is Foreign-Owned
An Indiana C-corp that is 25% or more owned by a non-US person has an extra federal filing that many international founders miss.
- The corporation files Form 5472 with its annual Form 1120 to report transactions with the foreign owner, such as money put in or paid out for services.
- It is required every year there are reportable transactions, even with little or no profit.
- The penalty is steep: a missed or late Form 5472 starts at $25,000 per form, per year.
Handle Indiana's Ongoing Compliance
Two things run on a schedule: the biennial report and the corporate income tax.
The Biennial Business Entity Report
- Indiana requires a Business Entity Report every two years, not annually, filed through INBiz for about $32 online.
- It confirms your officers, registered agent, and address.
- Missing it can put the corporation out of good standing and eventually lead to administrative dissolution.
Indiana Corporate Income Tax (4.9%)
- Indiana taxes corporate income at a flat 4.9%, which is separate from the lower rate individuals pay on personal income.
- It is filed with the Indiana Department of Revenue, separate from the federal Form 1120.
- Federally, the corporation files Form 1120 and pays 21% corporate tax, due the 15th day of the 4th month after year-end.
How Much Does It Cost to Start a C-Corp in Indiana?
| What you pay | Amount | When |
|---|---|---|
| Articles of Incorporation filing | $95 online ($100 by mail) | One time, at formation |
| Registered-agent service (optional) | ~$50 to $150 a year | Yearly, if you use one |
| Business Entity Report | About $32 online | Every two years |
| Indiana corporate income tax | Flat 4.9% of Indiana income | Yearly |
| Federal corporate tax | 21% of profits | Yearly, with Form 1120 |
How Long Does It Take to Start a C-Corp in Indiana?
- Online filings through INBiz are usually processed quickly, often the same day or within a few business days.
- The EIN follows: minutes online with an SSN or ITIN, or same day to several weeks by Form SS-4 without one.
- Bylaws, the organizational meeting, and issuing stock happen right after the state approves the filing.
Common Mistakes to Avoid
- Forgetting the report is biennial. It is easy to lose track of a filing that only comes every two years.
- Confusing the corporate rate with the personal rate. A C-corp pays the 4.9% corporate income tax.
- Missing the 30-day 83(b) deadline on vesting founder stock.
- Overlooking Form 5472 if the corporation is 25% or more foreign-owned.
- Using a PO box for the registered agent, which Indiana does not accept.
How FinStackk Helps
FinStackk is an accounting and tax compliance platform for U.S. businesses, taking you from incorporation through ongoing accounting, tax, and compliance in one place.
We handle Indiana C-corp formation, from the Articles of Incorporation to the EIN, through Fin-Start, including the Indiana registered agent.
Once the corporation exists, Fin-Tax keeps the federal Form 1120 deadline and the Indiana 4.9% corporate income tax on a proactive calendar. Complyy tracks the biennial Business Entity Report and your registered-agent renewal. Book a free demo to see them in action.
FAQ
How often does Indiana require a report?
Indiana requires a Business Entity Report every two years, not annually, filed through INBiz for about $32 online. It confirms your officers, registered agent, and address. Because it comes only every other year, it is easy to lose track of, and missing it can put the corporation out of good standing.
How much does it cost to start a C-corp in Indiana?
It costs $95 to file the Articles of Incorporation online through INBiz, or $100 by mail. Add a registered-agent service if you use one. Going forward, the Business Entity Report is about $32 every two years, and the corporate income tax is a flat 4.9%.
What is Indiana's corporate income tax rate?
Indiana taxes corporate income at a flat 4.9%, filed with the Indiana Department of Revenue. This is separate from the lower rate individuals pay on personal income, so a C-corp's state rate is the 4.9% corporate figure, on top of the 21% federal corporate tax.
Is it better to form a C-corp or an LLC in Indiana?
Both Indiana corporations and LLCs file the biennial Business Entity Report. An LLC is simpler and taxed once, with profits passing to owners at the individual rate, while a C-corp pays the 4.9% corporate income tax and suits founders who plan to raise venture capital. A C-corp is taxed twice, once at the corporate level and again on dividends.
Should I form my C-corp in Indiana or Delaware?
If you plan to raise venture capital, Delaware is what investors expect. If you will operate in Indiana and not raise venture money, forming in Indiana avoids registering and paying in two states, since a Delaware corporation doing business in Indiana still has to register and pay here. Choose based on where you operate and whether you will raise money.
Can a non-US resident start an Indiana C-corp?
Yes. Indiana sets no citizenship or residency requirement to own a corporation. You will need an Indiana registered agent and an EIN, which you apply for on Form SS-4 by phone, fax, or mail without an SSN.
If a non-US person owns 25% or more, the corporation also files Form 5472 with its Form 1120 every year, with a $25,000 minimum penalty for missing it.
