Ind. Code ch. 23-15-12

in effect

Ind. Code § 23-15-12-1 Exceptions

Sec. 1. This chapter does not apply to: (1) an entity that is regulated by: (A) the office of the comptroller of the currency; (B) the Federal Deposit Insurance Corporation; (C) the Board of Governors of the United States Federal Reserve System; (D) the Indiana department of financial institutions; or (E) the National Credit Union Administration; (2) an entity that is owned or controlled by a state chartered credit union or a federally chartered credit union; (3) a corporation formed under IC 8-1-13; (4) a cooperative corporation formed under IC 8-1-17; (5) an association organized under IC 15-12-1; (6) a mutual insurance company formed under IC 27 or the laws of another state; (7) any state or federally organized financial institution that is mutually owned; or (8) a nonprofit corporation organized as a mutual benefit corporation formed under IC 23-17. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-2 "Cooperative entity"

Sec. 2. As used in this chapter, "cooperative entity" means a business entity subject to this chapter that is: (1) a cooperatively owned entity organized under the laws of another state or federal law; or (2) a business entity: (A) in which the members are buyers of goods or services from, or sellers of goods or services to, the entity; (B) that is characterized as being democratically governed; (C) that distributes profits or surpluses on the basis of use rather than on the basis of capital contributions or ownership; and (D) that pays a limited return of less than eight percent (8%) on preferred equity. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-3 Unlawful practices

Sec. 3. After December 31, 2017, it is unlawful for a business entity that is not a cooperative entity to: (1) use the term: (A) "cooperative"; or (B) "co-op"; or a derivative of a term listed in clauses (A) and (B) as part of the name or title of the business entity if the use of the term would create a substantial likelihood of misleading the public by implying that the business entity is a cooperative entity; or (2) advertise or represent the business entity to the public, its customers, or prospective customers: (A) as a cooperative entity; or (B) as an entity operating on a cooperative basis. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-4 Investigations and examinations

Sec. 4. After December 31, 2017, the department of agriculture may investigate the business affairs of any business entity that uses a term listed or described in section 3 of this chapter in its name or title or represents itself as a cooperative entity for the purpose of determining whether the business entity is violating any of the provisions of this chapter. The department of agriculture may examine any person and the partners, officers, members, or agents of the business entity under oath, subpoena witnesses, and require the production of the books, records, papers, and effects considered necessary. A business entity investigated under this subsection shall grant the department of agriculture and its agents access to any and all of the books, records, papers, and effects of the business entity. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-5 Review of new filings and business name changes

Sec. 5. (a) After December 31, 2017, if a new filing or an amendment changing the name of a business entity (including any registration as a foreign business entity) from an entity other than an entity described in section 1 of this chapter is received by the secretary of state and the business entity name set forth in the new filing or the amendment contains the term: (1) "cooperative"; or (2) "co-op"; or a derivative of a term listed in subdivisions (1) and (2), the secretary of state shall forward the filing or amendment to the department of agriculture to review the use of the term. (b) The department of agriculture shall: (1) review each document forwarded to the department under subsection (a) for compliance with section 3 of this chapter; and (2) notify the secretary of state of the department's determination under section 4 of this chapter. (c) The secretary of state may not file a document forwarded to the department of agriculture under subsection (a) until after the secretary of state receives notification under subsection (b)(2) that the document complies with section 3 of this chapter. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-6 Notification of violations

Sec. 6. If the department of agriculture determines through a review of a filing received under section 5 of this chapter that a business entity has violated section 3 of this chapter, the department of agriculture shall notify the secretary of state and the department of state revenue of the violation. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-7 Proceedings to dissolve a business entity; notice to business entity; opportunity to correct grounds for dissolution or demonstrate grounds for dissolution do not exist; activities of a dissolved business

Sec. 7. (a) This section does not apply to an entity described in section 1 of this chapter. (b) The secretary of state shall commence a proceeding under this section to administratively dissolve a business entity if: (1) the name of the business entity contains the term: (A) "cooperative"; or (B) "co-op"; or a derivative of a term listed in clauses (A) and (B); and (2) the secretary of state has been notified by the department of agriculture of the determination that the business entity is in violation of section 3 of this chapter. (c) If the secretary of state commences an administrative dissolution under subsection (b), the secretary of state shall serve the business entity with written notice of the determination made by the department of agriculture that the business entity is in violation of section 3 of this chapter. The notice must inform the business entity that it must do either of the following not later than sixty (60) days after the date service of the notice is perfected: (1) Correct the grounds for dissolution. (2) Demonstrate to the reasonable satisfaction of the department of agriculture that the grounds for dissolution do not exist. The secretary of state shall, at the same time notice is sent to the business entity, provide a copy of the notice to the department of agriculture. (d) If a business entity that receives a notice under subsection (c) does not: (1) correct the grounds for dissolution; or (2) demonstrate to the reasonable satisfaction of the department of agriculture that the grounds for dissolution do not exist; at any time during the period prescribed by the notice, the department of agriculture shall notify the secretary of state in writing of the continuing violation. After receiving the written notice from the department of agriculture of the continuing violation, the secretary of state shall administratively dissolve the business entity by signing a certificate of dissolution that recites the grounds for dissolution and the effective date of the dissolution. The secretary of state shall file the original certificate of dissolution and serve a copy of the certificate of dissolution on the business entity. (e) A business entity administratively dissolved under this section may carry out only those activities necessary to appeal the administrative dissolution or to wind up and liquidate the business entity's affairs. (f) Administrative dissolution under this section is in addition to any penalties imposed under IC 6-2.5-8-7. As added by P.L.97-2017, SEC.3.

Ind. Code § 23-15-12-8 Appeals

Sec. 8. (a) A business entity administratively dissolved under section 7 of this chapter may appeal the administrative dissolution to the circuit court or superior court of: (1) the county in which the business entity maintains a place of business; (2) the county containing the office of the business entity's registered agent, if it does not have a place of business in Indiana; or (3) Marion County, if the business entity has neither a place of business nor a registered agent in Indiana; not later than thirty (30) days after the date service of the notice of administrative dissolution is perfected. (b) The court may do the following: (1) Order the secretary of state to reinstate a dissolved business entity. (2) Take other action the court considers appropriate. (c) The court's final decision may be appealed as in other civil proceedings. As added by P.L.97-2017, SEC.3.

Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://iga.in.gov/laws/2026/ic/titles/23Fetched: 10/17/2026