Iowa Foreign Registration / Registered agent
Choosing and keeping a registered agent in Iowa for your foreign LLC
A foreign LLC that pays Iowa's $100 to register must also name and keep a registered agent located in the state, and swapping that agent later carries no filing fee. When someone sues the company, the agent is where the papers go first. This page covers who may serve, the agent's narrow duties, replacing or losing one, and what happens when the company has none. Where the state itself serves papers it charges $5 each time.
Agent rules in brief
- Required
- Yes, for each registered foreign LLC
- Location
- An Iowa business address is required
- Consent
- Naming an agent affirms the agent consented
- Change
- A statement of change; no filing fee
- Resignation
- A statement of resignation; no filing fee
- Served on the state
- $5
The duty to have an agent
Under Iowa Code 489.115 every LLC, foreign or domestic, designates and maintains a registered agent. Designating one affirms the agent's consent, and the agent must keep a place of business here.
What the agent does
In the Code's words, a registered agent's duties under the LLC chapter are to forward process, notices and demands to the address the company last supplied, to give notice if it resigns, and to keep its own details current in the statement. It is a narrow role, limited to passing things on and keeping the record straight.
Swapping agents
A company changes its agent or the agent's address by delivering a statement of change naming the company and the new information; the members or managers need not approve it, and it takes effect when filed. The same change can be made on the biennial report form, and there is no fee either way. A change takes effect when filed, so file before the old agent stops answering and not after.
When an agent resigns
An agent resigns by statement of resignation, which takes effect on the earlier of the thirty-first day after filing or the designation of a new agent; the agent must promptly tell the company the filing date, and may resign whether or not the company is in good standing. Once the resignation is effective the agent answers for nothing that arrives later, although any contract between agent and company survives. Name a replacement quickly, since a registration with no agent for sixty days can be terminated.
How legal papers find an LLC
An LLC is served through its registered agent; if it has none or the agent cannot be served with reasonable diligence, by registered or certified mail to the principal office shown on its latest biennial report; and failing that by handing the papers to the person in charge of a regular place of business. The order explains why the principal office address on your biennial report matters: it is where certified mail goes when no agent can be reached.
The state as a backstop
For a withdrawn or terminated registration the Secretary of State becomes the place to serve claims from the registered period, and the office charges $5 each time process is served on it. A party who causes the service may recover that fee as costs if it wins.
Do you need a commercial agent?
A company with no Iowa office has few alternatives, since the agent must work from a business location in the state. Commercial agents set their own prices.
Using a colleague
A colleague at an Iowa business can serve. The risks are staying power and attention: the person must remain at the address, notice papers and agree to serve for years. Whoever it is, record the agent's address and your own contact together and revisit them whenever the report window opens.
Having us serve as the agent
We can serve as your Iowa agent if you tick that box at checkout. If you prefer your own agent, tell us and we will enter theirs.
Questions about the agent
Could I act as my own agent?
Only if you or your company has a place of business in Iowa, which is what the Code requires of any agent.
Does changing the agent cost anything?
No. Iowa lists the statement of change and the statement of resignation as no-fee filings.
How soon does a resignation take effect?
On the earlier of the thirty-first day after filing or the naming of a new agent.
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
Register in IowaOur 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
- Iowa Form 635_0010, LLC foreign registration statement
- Iowa Code 489.903, foreign registration statement
- Iowa Code 490.1503, foreign corporation registration statement
- Iowa Code 504.1503, application for a certificate of authority
- Iowa Code 489.212, biennial report
- Iowa Fast Track Filing help, how to file a biennial report
- Iowa Secretary of State, business entity forms and fees
- Iowa Form 635_0110a, foreign profit corporation registration statement
- Iowa Code 490.122, business corporation fees
- Iowa Code 489.122, LLC fees
- Iowa Code 489.115, registered agent
- Iowa Code 489.116, change of registered agent or address
- Iowa Code 489.117, resignation of registered agent
- Iowa Code 489.119, service of process on an LLC
Ready to register in Iowa?
Share the home state and the month you expect work in Iowa to begin.