Iowa Code 489.208 – Certificate of existence or authorization
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1. Any person may apply to the secretary of state to be furnished a certificate of existence for a domestic limited liability company or a certificate of authorization for a foreign limited liability company.
Terms Used In Iowa Code 489.208
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- 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
- 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
- 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. A certificate of existence or certificate of authorization must set forth all of the following:
a. The domestic limited liability company’s name or the foreign limited liability company’s name used in this state.
b. One of the following:
(1) If it is a domestic limited liability company, that the company is duly formed under the laws of this state, the date of its formation, and the period of its duration.
(2) If it is a foreign limited liability company, that the company is authorized to transact business in this state.
c. That all fees, taxes, and penalties due under this chapter or other law to the secretary of state have been paid.
d. That the company’s most recent biennial report required by this chapter has been filed by the secretary of state.
e. If it is a domestic limited liability company, that a statement of dissolution or statement of termination has not been filed.
f. Other facts of record in the office of the secretary of state that may be requested by the applicant.
3. Subject to any qualification stated in the certificate, a certificate of existence or certificate of authorization issued by the secretary of state is conclusive evidence that the domestic limited liability company is in existence or the foreign limited liability company is authorized to transact business in this state.