Certificate of Authority for Iowa Foreign Corporation
If you’re looking to expand your corporation into Iowa, you’ll need to complete the foreign registration process. In this context, “foreign” means that your corporation was first formed outside of Iowa. The Application for Certificate of Authority costs $100 and can be submitted by mail, in person, or online. A Certificate of Good Standing (or Existence) from your domestic (home) state must accompany this application. In the guide below, you’ll find a complete walk-through of how to complete this filing online yourself. Or, hire us to handle all the paperwork for you so you can focus on your growing business!
Get Your Corporation Going in Iowa $149 + state fees
Do I need to foreign register my corporation in Iowa?
Iowa only specifies activities that do NOT require foreign registration, as you can see in §490.1505 of the Iowa Business Corporation Act. So, as a basic rule, if your corporation will have a physical presence in Iowa for selling products and services, buying or leasing Iowa property, or anything else that qualifies for collecting sales taxes, you will need to foreign register your corporation. If you have any doubts, it’s best to seek the advice of legal counsel.
What information do I need to complete the Certificate of Authority?
Before you jump into the application process, there’s a few things you’ll need to do first. You can submit the application in a variety of ways: by mail, in person, or online. This guide will take you through the online filing process and the information you need to gather first to complete the application.
Choose an Iowa Registered Agent
Yes, Iowa requires all businesses to list a registered agent on state record throughout the life of the business. This agent must have a physical Iowa address and consent to be present at that address during all business hours to receive state and legal mail for your company. When you’re new to the state, finding a secure physical address on your own takes time and can delay your ability to get registered. This is why hiring a registered agent service is a popular choice!
Serving as a registered agent for Iowa businesses is our bread and butter! We guarantee your state mail will be received safely and securely, and your legal mail won’t get served to you in front of your clients. Other benefits to hiring a registered agent service are below:
- Filing Service– We’ll prepare and submit all your Iowa foreign corporate filings
- FREE Forms Library – all Iowa corporate forms (with DIY instructions) available for download in your client portal
- FREE Online Client Portal– View your state and legal mail, order filings and manage services from your computer or mobile phone
- FREE Annual Report Reminder Service– We notify you in advance of your corporate biennial report deadline & can prepare the filing to save you time
- Iowa Business Experts– call or email us with all your Iowa business questions
You’re going to have your hands full leading your corporation into a new state, and Iowa Registered Agent can support you on the way!
Get Iowa Registered Agent Service today! $49 per year
Order a Certificate of Good Standing
You must prove to Iowa that your corporation is an active business in good standing with it’s home state before your foreign registration can be approved. Certificates of Good Standing (or Existence) are usually acquired from the Secretary of State’s office and vary in cost and processing time. Iowa requires that you submit a certificate that is no older than 90 days from the date they receive your application. The certificate and foreign registration application must be submitted together.
Check Your Business Name Availability
The name of your corporation is only protected in its home state (or any state you’ve foreign registered where the name was available). So, this means that someone else could be using your exact (or very similar) corporation name in Iowa already. Before submitting your foreign registration application, it’s best to make sure your name is available first. Section 401 of the Iowa Business Corporation Act provides all the rules for choosing a business name.
Search for your business name in the Iowa Business Entities Search tool. If you search yields no results, you should be clear to register with your original company name. If an exact or very similar match is found, you may need to operate in Iowa under a fictitious name. Section
There are two reasons why a foreign corporation would need to operate in Iowa under a fictitious name: the original name is not available for use, or the original name does not include an entity identifier (or entity suffix), for example “Inc.” or “Corp.” So, if your original name is available, but it does not include an entity suffix, you must enter in your company name with a suffix as a fictitious name. There is no additional filing or fee associated with registering a fictitious name in this situation. You simply add it to line 1A on the foreign registration application.
How to File the Iowa Corporate Certificate of Authority
Filing this application online will require you to create an account with the Iowa Secretary of State’s Fast Track Filing system. Once logged in, click on “File a Business Document” button on the upper right side. Scroll down and choose “Register a Foreign (not Iowa) corporation” to begin the application. Below is the information you’ll submit to the state:
- Corporation Name (exactly as it appears on your Certificate of Good Standing)
- Fictitious Name (if your corporation name is not available, or does not include an entity suffix like “Inc.” or “Corp.”)
- Domestic State (home state where your corporation was first formed)
- Date of Incorporation (in your domestic state)
- Duration in Iowa (most people say “perpetual” here, or you can limit your time in Iowa to a specific date)
- Principal Office Address (can be in any state, or you can use your registered agent address for privacy)
- Registered Agent Information (name, Iowa physical address, mailing address & email address)
- Director & Officer Names and Addresses (use your registered agent address for privacy)
- Certificate of Existence (upload a .pdf digital copy)
- Authorized Person (sign and date)
Your total payment due will appear at the bottom and should read $100. Click the “Review & Pay” button to move to the credit/debit card payment screen. The state should have your application processed in the next 7-14 business days. They will email you when your registration documents are ready to download from your online account.
Fast Iowa Foreign Filing Service
When you hire us to be your registered agent and file your foreign registration, you’ll have all your state documents and mail together in one account. Running a business is stressful enough, trying to remember where your business documents are stored doesn’t need to be! Here’s what you get when you hire us to file your foreign corporation:
- $49 for 1 year of registered agent service
- $100 Iowa state foreign corporation filing fee
- $100 our filing fee
- FREE corporate by-laws (optional)
- FREE encrypted online client portal to store all your Iowa business documents, mail, and manage services
- FREE Biennial Report reminder service
- FREE access to our Iowa business experts to help you with all your questions for the life of your business
- Total = $249
The only cost not listed above is for your Certificate of Good Standing. This will be added to your order when you select your domestic state. Or, if you already have a recent copy dated within the last 90 days, you can email it to us and we’ll remove that charge from your order. Give us a call if you have any questions about our service, or about the foreign registration process. We look forward to helping your business grow!
Hire Us to Register Your Corporation in Iowa! $149 + state fees
Does Iowa require a corporate Biennial Report?
Yes, Iowa requires all domestic and foreign corporations to file a Biennial Report between January 1st and April 1st every even numbered year. So, if you register your corporation on March 1st, 2024, your first Biennial Report would not be due until 2026 (the year your corporation was registered does not count). If your corporation was registered in 2023, then your first Biennial Report would be due in 2024 (then 2026, 2028, etc.).
The cost of the Biennial Report is $60 and can be filed by mail or online. Online is recommended because it gets processed right away, whereas by mail you could be waiting 7-14 business days. Since you have to visit the Fast Track Filing system either way, it’s worth it to file online.
If you forget about the filing deadline, you get a 60 day grace period with no late fee due to the state. If the report is not received with that 60 day window, the state will cancel your foreign authority and you’ll need to file for reinstatement. This is nothing you’ll need to worry about if you’ve chosen to hire us as your registered agent. We’ll make sure you receive reminders about this report and file it for you to save you time. You can also choose to use our address on this report to maintain your privacy.
FAQ Section
Still have some questions? If you don’t see the answers you need below, give us a call during business hours at (515)661-5509. Our Iowa business experts can find the information you need.
Is my corporate information private in Iowa?
No, any information you place on any state filing will become public information. Your filings become available to view and/or download on the Iowa Business Entities Search website.
How do I file my Biennial Report by mail?
You’ll need to visit the Fast Track Filing system website to download a copy of the Biennial Report. You can choose to not create an account to access the download. Once you’ve filled it out online, print it out and mail to:
Iowa Secretary of State
Business Services
First Floor, Lucas Building
321 E. 12th Street
Des Moines, IA 50319
Include a check or money order for $60 made out to the Iowa Secretary of State.
Where can I get a list of Iowa corporate filings?
Visit the Iowa Secretary of State’s Business Entity Forms & Fees page to see a list of filings you can use for your corporation. This page also contains directions and links for completing these filings. Scroll down to the “Foreign for profit corporations” link, or whichever link matches your entity type.
How do I close my business in Iowa?
If you need to close your foreign corporation, you’ll need to file a Statement of Withdrawal to the Secretary of State. The cost is only $10, and you will not need a tax clearance letter to file. You can submit this filing by mail or online using the Fast Track Filing system.
Online filings are processed within 3 business days, mailed in filings can take a couple weeks.
Do I need a business license in Iowa?
You may need special licensing in Iowa depending on the nature of your business. To make sure your corporation has the occupational, professional, or state licensing required, check the Iowa Source Link website on Business Licensing & Permits.
You may be required to collect Iowa Sales & Use taxes on the products and services your corporation offers, or if you employ anyone in Iowa. If so, you will need to register with the Iowa Department of Revenue. Check out this Sales & Use Tax Guide and the Permits & Filing Requirements guide for more information.
How do I contact the Iowa Secretary of State?
Every way of reaching out to the Iowa Secretary of State is in the table below:
| Physical & Mailing Address | First Floor, Lucas Building 321 E. 12th St. Des Moines, IA 50319 |
| Phone Number | 515-281-5204 |
| Email address | Sos@sos.state.ia.us |
| Fax Number | 515-242-5953 |