When Is An Iowa Registered Agent Required?
An Iowa registered agent is a resident or company that maintains a physical address in the state of Iowa and is willing to accept legal documents on behalf of a business. Iowa corporations, Limited Liability Companys (LLC), or Limited Partnerships (LP) are required to appoint registered agents on their formation documents, usually called Certificate of Organization (LLCs) or Articles of Incorporation (corporations).
Learn more about the registered agent is, who can be one, their job duties, and more.
Iowa Registered Agent Basics
A registered agent (also referred to as a resident agent or statutory agent in some states) is a person or company that is designated to be the official point of contact between the government and your business entity.
The requirements for an entity to have a registered agent are formed under Iowa Code Section 489.113 (LLC) and 490.501 (corporation), which mandate that registered entities will have and continuously maintain a registered agent and registered office within the state. The agent must also be available during normal business hours to forward any service of process, notice, or demand pertaining to the entity to the appropriate individuals.
Not every business entity is required to have a registered agent. Only an Iowa LLC, LP, or corporation is required to have one, but sole proprietorships and general partnerships do not.
Penalties For Not Having A Registered Agent
Not only is a registered agent required when forming a Limited Liability Company or corporation, but you must maintain a registered agent to keep the entity in compliance. Besides the state law requirement of having one, other reasons to have one include:
- Entity Closure – In Iowa, if the business doesn’t have a registered agent, the Secretary of State can dissolve the entity.
- Not Receiving Legal Notices – If the listed registered agent cannot receive legal notices, this lawsuit will still proceed. If a process server is unsuccessful in reaching the company’s registered agent, the court can proceed with the case. This could result in a judgment being placed against the business without the owners knowing.
- Penalties and Fees – By not maintaining a current registered agent, penalties and state fees can be levied against the entity and, in some cases, the owners too. Once an entity is no longer in good standing with the state, the owners may lose their liability protection and are at risk personally.
Common Questions About Iowa Registered Agents
What are the duties of an Iowa registered agent?
The primary responsibility of a registered agent in Iowa is to accept important legal notices and tax documents and then forward them to the appropriate person in the business.
What are the requirements for Iowa registered agents?
A registered agent in Iowa can be any resident of the state who is 18 years or older, a registered Iowa domestic business entity, or a foreign business entity authorized to do business in the state. An entity may not be its own agent.
The registered agent needs to have a physical street address (often referred to as a registered office or principal office) in the state of Iowa. This can be your home address, the address of a family member, an accountant or attorney, the address of the business, or a professional registered agent service. Any physical address in the state may be used, but PO Boxes and mail drop services are not acceptable since someone has to be available to sign for documents.
The agent will also need to be available to receive Service of Process on behalf of the business during normal business hours. Service of process refers to the delivery of legal documents, often a summons, subpoena, or lawsuit filed against a business entity.
Can you be your own registered agent in Iowa?
Yes! Any individual, business owner, LLC member, officer, director, etc., of a business entity that meets the state, registered agent requirements can be a registered agent.
Should you be your own Iowa registered agent?
While it’s common for one of the business owners to be the registered agent of the entity, there are several reasons to consider hiring a commercial registered agent service.
Privacy – The address of the registered agent becomes public record and is available for anybody to see. This can be especially concerning if someone is doing business on the side, and they don’t want their employer to know about the business. Also, if the business is sued, the notice will be delivered to the address on file. This could mean employees, customers, or even neighbors witnessing the event. There is also the remote possibility of a vindictive litigant or upset customer showing up at your house.
Due Date Reminders – Registered agent services provide annual report reminders and updates on any state requirements.
Availability – Iowa requires the registered agent to be available at the principal address during regular business hours. The biggest issue with availability, especially if a home address is used, is if the agent goes on vacation or is otherwise away for some period of time and can’t be reached.
If the Business Expands to Additional Locations – If the business has a physical presence in multiple states (offices, warehouses, employees, etc.), a foreign entity registration will often need to be filed with those states. A registered agent will need to be appointed with a physical address in each state.
How much does a registered agent cost in Iowa?
Depending on the services provided, a commercial registered agent service typically costs between $100-$150 per year. Northwest Registered Agent is a popular service that charges $125 per year and offers several extras such as document scanning and mail forwarding and Harbor Compliance has a basic service starting at $99.
Some entity formation companies, like IncFile, includes registered agent service at no cost for the first year when you register your corporation or LLC with them.
How do you elect a registered agent in Iowa?
The appointment of a registered agent is first made in the entity formation documents, but can be changed at any time by filing the Statement of Change of Registered Office or Agent form.
Can a registered agent be changed in Iowa?
If the registered agent changes, the entity is required to file a change of registered agent.
A registered agent can be changed by submitting the Statement of Change of Registered Office or Agent form along with the filing fee to the Iowa Secretary of State, Business Services Division.
After filing the form, be sure to update the operating agreement (LLC) or bylaws (corporation) to update the registered agent information.