Simon Property Group headquarters in downtown Indianapolis.
(Leslie Bonilla Muñiz)
One of the nation’s largest real estate companies hastransferred its corporate registration back to Indiana from the state of Delaware, in what Indiana Secretary of State Diego Morales has dubbed a “big win.”
“We are proud to welcome Simon Property Group home. This move is a big win for Indiana — and it sends a strong message that our state is open for business,” Morales said in a news release. His office’s Business Services Division managed the redomestication process.
The domesticationcertificatewas dated May 14, 2025 and took effect the next day.
The company cited “strong historical ties” with Indiana in a 2025 proxystatementfiled with the U.S. Securities and Exchange Commission ahead of an annual shareholders meeting last week in Indianapolis.
Simon and its predecessors have maintained headquarters in Indiana for more than 60 years, and in 2006, the company built its new physical home just steps away from the Statehouse. The company owns eight properties in Indiana and more than 70% of its corporate employees reside in-state, or about 3,000.
Center: Indiana Secretary of State Diego Morales smiles during a meeting related to his office’s securities division in April 2025. (From Morales’ official X account)
“Given our significant presence in Indiana, the Company is committed to the state’s business community and continued economic growth. We believe that redomesticating the Company to Indiana emphasizes this commitment in a meaningful,” the statement read. It also cited Elevance Health, Eli Lilly & Co., and Cummins as other “successful public companies” that are both headquartered and incorporated in Indiana.
“The legislators and judges making corporate law will be fellow members of the Indiana community, not residents of a state in which the Company has no substantial connections beyond being the historical state of incorporation of (Corporate Property Investors),” it continued. “The Board and (Governance and Nominating) Committee believe that local decision-makers have a deeper understanding of our business and, therefore, are more likely to make decisions on a more fully informed basis and lasting way.”
Simonacquired and mergedwith Corporate Property Investors and Corporate Realty Consultants in 1998, according to the document. It was previously incorporated as a real estate investment trust in Maryland in 1993.
The board and committee “did not find that aspect of Delaware domicile compelling such that it justifies a split between the Company’s legal home and its physical home,” the statement read.
But another main motivator was “meritless litigation” against the company “brought by financially interested law firms” — even though it has no pending litigation related to Delaware law, according to the statement.
Simon described Indiana’s approach to corporate law as “statute-focused” and Delaware’s as more dependent on judicial interpretation. The company noted that even proposed legislation to ease litigation-related risks couldn’t convince it to stay because “Indiana still has the better balance,” but it acknowledge that Hoosier case law is more limited.
Indiana Code would also explicitly let Simon’s board members take into account customers, employees, suppliers, surrounding communities and other stakeholders — not just shareholders. The company said that “can help foster a more holistic governance model and potentially reduce distraction, short-term bias, and missed opportunities.”
The company also expects to save money. Instead of paying Delaware a $250,000 franchise tax annually, it would owe Indiana $50 every two years when it files business entity reports.
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