1. Activities of a foreign limited liability partnership which do not constitute transacting business for the purpose of this article include all of the following:

 a. Maintaining, defending, or settling an action or proceeding.
 b. Holding meetings of its partners or carrying on any other activity concerning its internal affairs.
 c. Maintaining bank accounts.
 d. Maintaining offices or agencies for the transfer, exchange, and registration of the partnership‘s own securities or maintaining trustees or depositories with respect to those securities.
 e. Selling through independent contracts.
 f. Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts.
 g. Creating or acquiring indebtedness, with or without a mortgage, or other security interest in property.
 h. Collecting debts or foreclosing mortgages or other security interests in property securing the debts, and holding, protecting, and maintaining property so acquired.
 i. Conducting an isolated transaction that is completed within thirty days and is not one in the course of similar transactions.
 j. Transacting business in interstate commerce.

Terms Used In Iowa Code 486A.1104

  • Business: includes every trade, occupation, and profession. See Iowa Code 486A.101
  • following: when used by way of reference to a chapter or other part of a statute mean the next preceding or next following chapter or other part. See Iowa Code 4.1
  • Foreign limited liability partnership: means a partnership that satisfies both of the following:
     a. See Iowa Code 486A.101
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Partnership: means an association of two or more persons to carry on as co-owners a business for profit formed under section 486A. See Iowa Code 486A.101
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Property: means all property, real, personal, or mixed, tangible or intangible, or any interest in such property. See Iowa Code 486A.101
  • Service of process: The service of writs or summonses to the appropriate party.
  • State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See Iowa Code 486A.101
  • Transfer: includes an assignment, conveyance, lease, mortgage, deed, and encumbrance. See Iowa Code 486A.101
 2. For purposes of this article, the ownership in this state of income-producing real property or tangible personal property, other than property excluded under subsection 1, constitutes transacting business in this state.
 3. This section does not apply in determining the contracts or activities that may subject a foreign limited liability partnership to service of process, taxation, or regulation under any other law of this state.
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