In our technology-driven world, more and more new businesses develop utilizing the resources available at our fingertips via our computers. Your computer can travel anywhere you are and if you have access to that, you can do that business wherever you happen to be at any given time.
However, once you make it to the point where you make the decision to form an official business entity, there are statutory requirements that you must meet to be “official.”
Principal place of business requirement
One of those requirements is often to provide the state with the address of the business entity’s “Principal Place of Business” - which is usually a company’s headquarters office address. A place where the company’s records are maintained and/or important business decisions are made. For small businesses – especially the ones that operate in a virtual environment – this can often be a home office. This address is necessary to provide the public with a way to contact the business.
While you may not be too keen on making that home office address public, the state government and the public need to be able to get in touch with you for a variety of reasons. However, it does neither the state nor the public any good if these entities feel forced to make up an address or attempt to list their registered agent’s address as this place of business.
Since neither of those address types would correctly identify as the company’s place of business operations and will be misleading to the public if identified as such in its filings, the Indiana Secretary of State worked with the Indiana Legislature to find an unconventional solution that would allow certain businesses an authorized option that would fulfill this requirement. Diego Morales, Indiana Secretary of State summed up this need when he said, “Business fraud is on the rise in Indiana and across the United States, and our Business Services Division has seen firsthand how our systems can be used as a starting point for fraudulent activity. I am proud to announce that with the passage of HEA 1593, Indiana is taking meaningful steps to better protect legitimate business owners and Hoosier consumers.”
Indiana’s solutions for virtual businesses
Beginning January 1, 2026, the State of Indiana will officially address the existence of these virtual businesses and make accommodation for their lack of a physical principal place of business. In a first of its kind statutory allowance, Indiana House Enrolled Act 1593 (HEA 1593) adds virtual business language stating, “if an entity conducts all business via telecommunications without a nonresidential physical office, the entity may include with any filing that requires a principal office address a statement that the principal office address is a contact address.” These virtual businesses will be required to provide the Secretary of State with an email address at which they can be contacted along with customer information (including names, addresses and contact information). This customer information will not be a part of the public record.
To help provide a solution that ensures that these virtual businesses are reachable through this “contact address,” this legislation also defines and authorizes the use of a Commercial Mail Receiving Agency (CMRA). A CMRA could be an individual or another business entity operating with a physical office presence in Indiana and is registered as a CMRA with the Secretary of State. CMRAs will be responsible for following an established service agreement that will be developed by the Indiana Secretary of State.
CT will monitor the implementation of HEA 1593 leading up to its effective date in January 2026.
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