Iowa Code 489.203 – Signing of records to be delivered for filing to secretary of state
Current as of: 2023 | Check for updates
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1. A record delivered to the secretary of state for filing pursuant to this chapter must be signed as follows:
a. Except as otherwise provided in paragraphs “b” and “c”, a record signed on behalf of a limited liability company must be signed by a person authorized by the company.
b. A limited liability company’s initial certificate of organization must be signed by at least one person acting as an organizer.
c. A record filed on behalf of a limited liability company that does not have or has not had at least one member must be signed by an organizer.
d. A record filed on behalf of a dissolved limited liability company that has no members must be signed by the person winding up the company’s activities under section 489.702, subsection 3, or a person appointed under section 489.702, subsection 4, to wind up those activities.
e. A statement of cancellation under section 489.201, subsection 4, must be signed by each organizer that signed the initial certificate of organization, but a personal representative of a deceased or incompetent organizer may sign in the place of the decedent or incompetent.
f. A statement of denial by a person under section 489.303 must be signed by that person.
g. Any other record must be signed by the person on whose behalf the record is delivered to the secretary of state.
Terms Used In Iowa Code 489.203
- Certificate of organization: means the certificate required by section 489. See Iowa Code 489.102
- Decedent: A deceased person.
- Member: means a person that has become a member of a limited liability company under section 489. See Iowa Code 489.102
- Organizer: means a person that acts under section 489. See Iowa Code 489.102
- Person: means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or any other legal or commercial entity. See Iowa Code 489.102
- 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
- Sign: means , with the present intent to authenticate or adopt a record, to do any of the following:a. 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. Any record filed under this chapter may be signed by an agent.