Iowa Code 489.1010 – Domestication
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1. A foreign limited liability company may become a limited liability company pursuant to this section, sections 489.1011 through 489.1013, and a plan of domestication, if all of the following apply:
a. The foreign limited liability company’s governing statute authorizes the domestication.
b. The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute.
c. The foreign limited liability company complies with its governing statute in effecting the domestication.
Terms Used In Iowa Code 489.1010
- 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 company: means an unincorporated entity formed under the law of a jurisdiction other than this state and denominated by that law as a limited liability company. See Iowa Code 489.102
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Iowa Code 489.102
- Statute: A law passed by a legislature.
2. A limited liability company may become a foreign limited liability company pursuant to this section, sections 489.1011 through 489.1013, and a plan of domestication, if all of the following apply:
a. The foreign limited liability company’s governing statute authorizes the domestication.
b. The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute.
c. The foreign limited liability company complies with its governing statute in effecting the domestication.
3. A plan of domestication must be in a record and must include all of the following:
a. The name of the domesticating company before domestication and the jurisdiction of its governing statute.
b. The name of the domesticated company after domestication and the jurisdiction of its governing statute.
c. The terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration.
d. The organizational documents of the domesticated company that are, or are proposed to be, in a record.