SB 377 Summary

• Effective July 1, 2014, modernizes Indiana business entity filing procedures by allowing electronic transmission of documents to the Secretary of State and eliminating certain copy requirements for electronic filings.

• Establishes registered agent consent requirements for entities formed after June 30, 2014, and requires entities to provide registered agents with updated contact information for communications purposes.

• Adds civil jurisdiction provisions allowing corporations, nonprofits, and LLCs to adopt bylaws or articles establishing exclusive Indiana court jurisdiction over derivative actions, fiduciary duty claims, and internal affairs disputes.

• Creates reinstatement procedures for foreign corporations and LLCs with revoked certificates of authority, requiring proof that grounds for revocation have been eliminated and taxes have been paid.

• Authorizes the Secretary of State to issue investigative interrogatories to entities and officers suspected of fraudulent filings or fraud, with powers to remove fraudulent filings or administratively dissolve entities for non-response.