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Starting a limited liability company (LLC) in Iowa is not overly complicated, but you need to complete some specific steps and requirements. For one, you need to pick a name and assess your financial sources. On top of that, you need to meet the business registration requirements for Iowa LLCs. More specifically, to officially register your business and make it a commercial entity, you need to file a Certificate of Organization in Iowa.
But how do you find a copy of the State of Iowa’s Certificate of Organization? What information do you put in? How do you submit it? Read on to learn more about the answers to these questions in our handy guide.
Are you looking for a little bit of help with forming your business? With our Iowa LLC Formation Service, we can get your LLC up and running in a flash. We’ll zero in on preparing and submitting your LLC’s formation documents so that you can plan your business’s opening day and open your doors.
Successfully filing a Certificate of Organization for an LLC in Iowa requires attention to some details and a little extra work. One reason for this is that, unlike most states, Iowa doesn’t offer a template form for business owners to fill out. Instead, business owners have to submit their own Certificate of Organization.
Iowa law requires that each Certificate of Organization include several pieces of information. If you don’t include that information, the Iowa Secretary of State will reject your Certificate of Organization, delaying your plans and keeping your business in limbo.
We’ve outlined several important steps to follow when preparing a Certificate of Organization for your LLC in Iowa. Following these steps can minimize your inconvenience and set you up for success.
The first piece of information that the State of Iowa requires in a Certificate of Organization is the business’s name. Pretty simple, right? Not so fast. You need to ensure that your LLC’s name meets the state’s naming guidelines. Specifically, every LLC’s name needs to include the words “limited liability company” or “limited company.” If you want to use abbreviations for those words, you can use “L.L.C.,” “LLC,” “L.C.,” or “LC.” Also, you can use “Co.” instead of “company” and “Ltd” in place of “limited.”
In addition to those requirements, your business name has to be unique. You cannot use the name of any other LLC, corporation, or business entity.
Once you’ve chosen a name, you can reserve it with the state using an Application for Reservation of Name form. When completing the form, indicate that you’re reserving the name according to the Iowa Revised Uniform Limited Liability Company Act. Also include the name you want to be reserved and your contact information. Finally, include the appropriate filing fee.
The next piece of information to include on a Certificate of Organization in Iowa relates to your business’s registered agent.
Registered agents serve as a business’s point of contact for all kinds of critical financial and legal documents. For instance, registered agents accept service of process documents if someone decides to name the business in a lawsuit. Registered agents also process official regulatory documents from the State of Iowa and the federal government.
Because registered agents play a vital role for businesses, Iowa requires virtually all corporations and limited liability companies to have one. However, almost anyone can be a registered agent, including ordinary Iowa residents, Iowa-based corporations, and even corporations located in other states.
Many professional registered agents will compete for your attention. It can take a lot of research to find an outstanding registered agent. However, you don’t need to hassle with all of this on your own. We can streamline the process of finding a reliable registered agent with our Registered Agent Service.
The Secretary of State’s office mandates all Certificates of Organization to list the LLC’s mailing address. As you can imagine, this allows the LLC to receive important documents from the state government.
The date of filing determines when your LLC officially comes into existence. However, you can list a different filing date when you file your IA LLC’s Certificate of Organization. Some businesses do this to give themselves a little leeway while preparing to open their business’s doors.
Once formed, your LLC will exist perpetually. If you don’t want to maintain your LLC down the road, you’ll have to file Articles of Dissolution with the Secretary of State.
Once you’ve listed the name and address of your LLC and your business’s registered agent, you’re ready to go. There are several options for filing your Certificate of Organization. The easiest way to file your Certificate of Organization is with the state’s online Fast Track Filing system. You can also mail the Certificate of Organization to the Secretary of State’s Business Services Department or submit the form in person. Whatever method you choose, you’ll need to include the applicable filing fee with the document.
There are still a few more steps to take after you’ve submitted your Certificate of Organization in IA.
Technically, you don’t need to have an Operating Agreement for your LLC in Iowa. That said, you should definitely have one. Operating Agreements lay the foundation for your LLC’s day-to-day operations. You can also use Operating Agreements to lay down clear and customized ground rules for your LLC. Examples of relevant topics include:
Having an Operating Agreement in place when you form your LLC can save you a lot of trouble later on. To learn more about drafting an Operating Agreement, check out our Operating Agreement Template. With this product, you can write up an outstanding Operating Agreement and prevent future business disagreements from happening in the future.
Employer Identification Numbers (EINs) are critical for virtually all businesses. With them, businesses pay federal taxes, open business bank accounts, and hire employees.
All LLCs with more than one member are required to have an EIN. But you should obtain an EIN even if you plan on running your LLC on your own. Without it, you’ll have to use your social security number to pay taxes. You might also find it difficult to open a bank account for your LLC.
You can get an EIN by applying for one with the Internal Revenue Service (IRS). However, most business owners have better things than interacting with a government agency like the IRS. With our Employer ID Number Service, we can save you valuable time by obtaining an EIN for you. Let us do the paperwork drills while you make your business thrive.
Starting up your own business takes grit, courage, and a lot of time. With so many tasks to do, you must focus your attention on the things that really matter. Those of us at ZenBusiness are passionate about helping business owners start healthy, thriving businesses. To help you make your dreams come true, we offer a variety of business formation and compliance services. For example, we can help you keep track of your income and expenses with our Money Service. If you already have a business and need to keep it legally compliant, we can help with our Worry-Free Compliance Service.
Disclaimer: The content on this page is for informational purposes only, and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
Amend your Certificate of Organization by drafting an amendment or restatement of your Certificate of Organization. Iowa doesn’t offer a template for this kind of form. Therefore, you must make your own. Under Iowa law, you must include your LLC’s name, the date of filing for the original Certificate of Organization, and the changes or amendments that you want to make. Last but not least, include the applicable filing fee. Once that’s done, file the amendment online, by mail, or in person.
Don’t want to spend your time coming up with your Certificate of Organization amendment? Use our amendment service to make the changes you need.
You can file a Statement of Dissolution online, in person, or by mail. As with the other documents we’ve mentioned, include the correct filing fee when you submit the Statement of Dissolution to the Secretary of State. In the document itself, you need to state your LLC’s name and that you are choosing to dissolve it.
To formally start a corporation in Iowa, you need to submit Iowa Articles of Incorporation to the Secretary of State. That said, it’s a good idea to create corporate bylaws and a shareholder agreement. Learn more about how to form an Iowa corporation by visiting our Iowa corporation page.
Iowa doesn’t require LLCs to adopt an Operating Agreement to operate legally. Nevertheless, an Operating Agreement is a good idea because it ensures that your business runs the way you want. It also makes the roles and responsibilities of all business partners clear so that you don’t have disagreements with your partners later on.
No. Lawyers are not necessary to form an LLC (or corporation) in Iowa. That said, lawyers can provide critical advice on how to keep your business in line with Iowa’s laws and regulations.
Iowa Business Resources
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