Iowa Code 504.1501 – Authority to transact business required
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1. A foreign corporation shall not transact business in this state until it obtains a certificate of authority from the secretary of state.
Terms Used In Iowa Code 504.1501
- board of directors: means the board of directors of a corporation except that no person or group of persons are the board of directors because of powers delegated to that person or group pursuant to section 504. See Iowa Code 504.141
- 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
- personal property: include money, goods, chattels, evidences of debt, and things in action. See Iowa Code 4.1
- Personal property: All property that is not real property.
- Proceeding: includes a civil suit and criminal, administrative, or investigatory actions. See Iowa Code 504.141
- property: includes personal and real property. See Iowa Code 4.1
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under section 504. See Iowa Code 504.141
- state: when applied to the different parts of the United States, includes the District of Columbia and the territories, and the words "United States" may include the said district and territories. See Iowa Code 4.1
2. The following activities, among others, do not constitute transacting business within the meaning of subsection 1:
a. Maintaining, defending, or settling any proceeding.
b. Holding meetings of the board of directors or members or carrying on other activities concerning internal corporate affairs.
c. Maintaining bank accounts.
d. Maintaining offices or agencies for the transfer, exchange, or registration of memberships or securities or maintaining trustees or depositaries with respect to those securities.
e. Selling through independent contractors.
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, mortgages, or security interests in real or personal property.
h. Securing or collecting debts or enforcing mortgages or security interests in property securing the debts.
i. Owning, without more, real or personal property.
j. Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature.
k. Transacting business in interstate commerce.