What "foreign LLC" means
"Foreign" here means out-of-state, not out-of-country. If your LLC is formed in Wyoming but you're physically doing business in Indiana, you generally need to register the Wyoming LLC as a "foreign LLC" with Indiana.
Indiana foreign LLC registration cost
- Certificate of authority filing fee: roughly the same as a new domestic LLC in Indiana — ~$95.
- Certificate of good standing from home state: $10-$50.
- Registered agent in Indiana: $50-$200/year (you need a separate one for each state).
- Annual report in Indiana: $30 per 2 years.
- No franchise minimum.
When you must register
"Doing business" definitions vary, but typically include: having an office or employees in Indiana, owning property in Indiana, or executing repeated transactions with Indiana customers. Casual sales to Indiana customers usually don't trigger registration.
Penalties for not registering
- Loss of access to Indiana courts for collections.
- Back-payment of all years' annual fees with penalties.
- Personal liability exposure (the corporate veil weakens in some states).
The math: is it worth forming out-of-state?
If you operate in Indiana, forming in Wyoming or Delaware almost always costs more than just forming in Indiana, because you pay both states. Forming out-of-state pays off only for true holding companies and non-residents.