Iowa Foreign Registration / Delaware companies

A Delaware LLC registering in Iowa: what it costs and when

The first year in Iowa costs a Delaware LLC $550: $50 for a Delaware certificate, $100 to register in Iowa, and $400 for Delaware's yearly tax, which falls due June 1 whether or not the LLC works in Iowa. Delaware's tax is the biggest piece, and Iowa neither changes nor replaces it. The sections below set the two states' dates side by side.

Two states on one page

Point	Delaware	Iowa
Entry	The LLC already exists	Foreign Registration Statement, $100
Certificate	$50 short, $175 long	Dated within 90 days of the state's filing
Recurring payment	$400 tax by June 1	Biennial report, $30 online
How often	Every year	January 1 to April 1 of odd-numbered years
Late payment	$200 penalty on top of the tax	Termination can begin after sixty days

Clear Delaware first

An LLC that has not paid Delaware's yearly tax cannot get other filings accepted there, or a good standing certificate. If the tax is still open, pay it and let the payment post before requesting the certificate.

What a late Delaware tax costs

Delaware adds $200 to a tax not paid by June 1, and interest runs on top at 1.5 percent a month, with part-months counted whole. An LLC that never pays can drop off Delaware's register. A lapsed company cannot get the certificate Iowa wants, so a Delaware default turns into an Iowa problem.

Short form against long form

Delaware sells a short-form certificate for $50 and a long-form certificate for $175. The Iowa statute calls for a certificate of existence or a document of similar import, authenticated by the official having custody of the records in the state or country of formation. Send us the form you are weighing and we match it to that wording before you pay for the long one.

Counting the ninety days

Iowa counts back from the date the state files your statement to the date on the certificate, and the gap may not exceed 90 days. Request it after the Iowa agent has agreed and the statement is complete. Time in the mail counts against you, because the count stops on the filing date.

Carrying Delaware facts into the statement

Lift the exact name from the Delaware certificate, state Delaware as the jurisdiction, and give street and mailing addresses for the office the business really runs from. Where Delaware forces the LLC to maintain a local office, list that office as well. Iowa asks for the street and mailing address of each office, so give both for every office the statement lists. The Delaware agent does not carry over, so the statement names a second agent who works in Iowa.

Two calendars, one owner

Delaware's tax arrives each June 1. Iowa's report arrives every second year, in a January to April window of an odd-numbered year. The dates never coincide. Put both on a single calendar and give them to the same person.

A new Delaware name

When the LLC takes a new name in Delaware, Iowa needs an amended statement for $100. If the new name lacks an LLC designation or clashes with an Iowa record, the LLC must adopt an alternate name for Iowa before using it.

First-year total

$50 for the short-form certificate, $100 for Iowa and $400 for Delaware's tax make $550 before our fee and any paid agent. Strip out Delaware's tax and the cost of being in Iowa is $100 plus a modest report every second year.

A Delaware LLC in Cedar Rapids

Think of a Delaware LLC that leases forklifts to Cedar Rapids manufacturers. In May it settles its Delaware tax, requests the short-form certificate, and signs up a Cedar Rapids firm as agent. It submits through Fast Track on a Friday and pays $100. Delaware's tax returns the next year; Iowa asks for nothing until the January to April window of the following odd-numbered year.

Parents and subsidiaries

Owning an Iowa subsidiary does not make a Delaware parent register, and an Iowa-formed subsidiary has no foreign registration to file. The Delaware LLC registers when what it does in Iowa calls for it.

Registering a Delaware LLC in Iowa

Clear the Delaware tax
$400 by June 1.
Secure the Iowa agent
Located in Iowa and willing to serve.
Order the certificate
Short form $50, dated within 90 days of filing.
Prepare the statement
Delaware name, jurisdiction, offices, agent.
Submit through Fast Track
$100.
Calendar both states
Delaware June 1; Iowa January 1 to April 1.

Delaware questions

Does registering in Iowa change what I owe Delaware?

No. Delaware still wants $400 by June 1.

Does Iowa require the Delaware long form?

The statute speaks of a certificate of existence or a similar paper. We check which Delaware version fits before you order.

Must I keep two agents?

Yes. Each state requires its own.

Our charge and the state's fee

Register my LLC in Iowa

+ $100 Iowa filing fee

The Iowa Limited Liability Company Foreign Registration Statement (Form 635_0010), drafted from what you tell us
A home-state certificate ordered so its date falls inside Iowa's ninety-day window
An Iowa registered agent located here: ours, or the one you use today
The filing submitted, the state's record returned to you, and your first biennial report window marked
Renewal: after the first year, the agent service renews at $149 a year

$199

Iowa

Our charge and the Iowa fee appear as separate lines at checkout. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Sources

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