1. A limited liability company or registered foreign limited liability company may change its registered agent or the address of its registered agent by delivering to the secretary of state for filing a statement of change that states all of the following:

 a. The name of the limited liability company or foreign limited liability company.
 b. The information that is to be in effect as a result of the filing of the statement of change.

Need help with a review of an LLC operating agreement?
Have it reviewed by a lawyer, get answers to your questions and move forward with confidence.
Connect with a lawyer now

Terms Used In Iowa Code 489.116

  • Certificate of organization: means the certificate required by section 489. See Iowa Code 489.102
  • delivery: means any method of delivery used in conventional commercial practice, including delivery by hand, mail, commercial delivery, and if authorized in accordance with section 489. See Iowa Code 489.102
  • 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 which would be a limited liability company if formed under the law of this state. 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.
  • Registered agent: means an agent of a limited liability company or foreign limited liability company which is authorized to receive service of any process, notice, or demand required or permitted by law to be served on the company. See Iowa Code 489.102
  • Registered foreign limited liability company: means a foreign limited liability company that is registered to do business in this state pursuant to a statement of registration filed by the secretary of state. See Iowa Code 489.102
  • State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Iowa Code 489.102
 2. The members or managers of a limited liability company need not approve the delivery to the secretary of state for filing of any of the following:

 a. A statement of change under this section.
 b. A similar filing changing the registered agent or registered office, if any, of the limited liability company in any other jurisdiction.
 3. A statement of change under this section designating a new registered agent is an affirmation of fact by the limited liability company or registered foreign limited liability company that the agent has consented to serve.
 4. As an alternative to using the procedure in this section, a limited liability company may amend its certificate of organization.
 5. Subject to section 489.205, subsection 3, a statement of change is effective when filed by the secretary of state.