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How to withdraw a foreign Iowa LLC or corporation business with the Secretary of State

We’re Just Not Annoying®

IOWA SECRETARY OF STATE CERTIFICATE OF AUTHORITY CANCELLATION REQUIREMENTS AND INSTRUCTIONS

How to withdraw your foreign Iowa Limited Liability Company or Iowa Corporation Certificate of Authority:

If you no longer want to do business in Iowa, you can withdraw or cancel your foreign corporation or LLC. All you do is submit the appropriate form and fees to the Iowa Secretary of State, Business Services Division (SOS). You have to use the official Iowa SOS forms to withdraw. Checks for filing fees should be payable to the Secretary of State.

Foreign Limited Liability Company registered in Iowa:
To cancel a foreign LLC in Iowa, submit the Statement of Cancellation form and the filing fee to the Iowa Secretary of State (SOS) by mail, fax, or in person.

Foreign Corporation registered in Iowa:
To withdraw your foreign Corporation in Iowa, you provide the completed Application for Withdrawal, along with the filing fee, to the Iowa SOS by mail, fax or in person.

How much does it cost to cancel your out of state registration with Iowa?

There is a $10 filing fee to withdraw your Corporation or LLC from Iowa.

An Iowa registered agent resignation may also be necessary.

Do you need an Iowa Department of Revenue clearance first?

Withdrawal of a foreign corporation or LLC does not require a tax clearance certificate from the Iowa Department of Revenue.

What agency do you need to file the withdrawal with?

File your withdrawal or cancellation with the State of Iowa Secretary of State, Business Services Division.

Secretary of State
Business Services Division
Lucas Building, 1st Floor
Des Moines, Iowa 50319
Phone: (515)281-5204
Fax: (515) 281-7142 or (515) 242-5953

What happens if you don’t file a withdrawal and just let your biennial report filings go unfiled?

Iowa requires that each foreign Iowa LLC and corporation deliver a biennial report to the SOS. There is a $45 fee to file your biennial report.

If a foreign corporation or LLC registered in Iowa has not filed its biennial report and paid the fee within 60 days after the due date, the SOS will determine that grounds for revocation exist and will serve the corporation with notice of the grounds.

If you just don’t file an biennial report, how long before you lose your Certificate of Authority?

If the foreign corporation or LLC still has not filed the report and paid the fee 60 days after notice was served, the SOS will revoke the certificate of authority and serve a copy of the certificate of revocation on the corporation.

What are the late fees and penalties to re-register if your registration is forfeited?

There is no reinstatement for foreign businesses in Iowa. If you lose your certificate of authority, you have to re-qualify with the SOS.

An application for an Iowa Certificate of Authority for a corporation or LLC costs $100 to file.

How long does the registered agent have to accept service of process after a foreign corporation or LLC has withdrawn or cancelled its registration?

Once the corporation or LLC files for withdrawal, the Registered Agent is no longer required to accept service of process on their behalf. By filing for withdrawal, a corporation revokes the authority of its registered agent in Iowa. After the business withdraws, service of process may be made on the Secretary of State. The corporation must provide an address to which any service of process may be forwarded.

As your registered agent, we provide all the Iowa cancellation and withdrawal forms in your online account. We even have templates we’ve custom written to help the cancellation procedure. We want to make our clients happy, even if that means they have to cancel our registered agent services. We know that cancelling registration is sometimes necessary. And we know how important it is to do it correctly so you don’t have to deal with the state bureaucracy any more. Our goal is to make our clients so happy that they refer their friends to us. If you are interested in a helpful and well-informed registered agent service, you can learn more about any state or sign up for immediate service below.

Resources:

http://www.sos.state.ia.us/business/corpfee.html#DLLC489

Corporate Compliance
by Local Corporate Guides®