How to Form an LLC in Iowa

Starting an Iowa LLC

An Iowa Limited Liability Company (LLC) is a legal business structure used to protect your personal assets (home, car, bank account) in the event your company is sued.

An LLC can be used to operate a business, or an LLC can be used to hold your assets (such as real estate, vehicles, boats, and aircraft).

1. Iowa LLC Name

Before forming an LLC in Iowa, you need to check and make sure that your desired Iowa LLC name is available to use.

Your Iowa LLC’s name must be unique when compared to all the existing businesses registered in Iowa. That means it also can’t be “confusingly similar” to any existing business names.

Iowa LLC Name Search:
Iowa Secretary of State: Business Entities Search

Designator: Your LLC name must end with a proper designator. Iowa law allows for the following endings:

• LLC (most common)
• L.L.C.
• Limited Liability Company
• Limited Liability Co.
• Ltd. Liability Company
• Ltd. Liability Co.
• LC
• L.C.

2. Iowa Registered Agent

The Secretary of State requires that an Iowa Registered Agent be listed on your LLC filing. A Registered Agent is a fancy word for a person or company who will receive legal mail if your LLC is sued. The Registered Agent will also receive some official documents and correspondence from the Secretary of State’s office.

Any resident of Iowa with a street address can be your LLC’s Registered Agent, or you can hire a professional company, known as a Commercial Registered Agent. Either way, the address of the Registered Agent must be a street address located in Iowa. If a PO Box address is used, your LLC filing will be rejected.

Who can be your LLC’s Registered Agent in Iowa?

• Option #1 is for you to be your own Registered Agent. You must have an address in the state, and be a legal resident.
• Option #2 is to find a friend or family member to be your LLC’s Registered Agent. They must agree to do so, have an address in the state, and be a legal resident.
• Option #3 is to hire a Commercial Registered Agent.

Recommendation: If you want to hire a Commercial Registered Agent, we recommend Northwest Registered Agent ($125 per year).

Northwest has been in the business for over 20 years and they have great customer support. Any mail that is sent to your LLC will be scanned by them and uploaded to your online account.

3. Certificate of Organization

Iowa LLC form: The official LLC filing form in Iowa is called the Iowa Certificate of Organization. Most states provide filing forms for people to use, but Iowa does not. No worries though, you can download our Certificate of Organization form (PDF), which meets the Iowa LLC statutory requirements.

Iowa LLC filing fee: $50, paid to the Iowa Secretary of State.

Check out LLC Cost in Iowa to learn more about fees.

LLC filing methods: You can form an LLC in Iowa by mail or online. We recommend online filing, because the approval time is much faster.

Form your Iowa LLC by mail:

Secretary of State
Lucas Building, 1st Floor
321 E. 12th Street
Des Moines, IA 50319

Form your Iowa LLC online:

Iowa FastTrack Filing System
Scan and upload your completed Certificate of Organization, and complete the form.

Iowa LLC approval times: Mail filings are approved in 7-10 business days (plus mail time). Online filings are approved within 1 business day.

What your LLC approval will look like: The state will send you back a receipt, an Acknowledgment Letter, and a stamped and approved copy of your Certificate of Organization. If you filed by mail, the state will send these documents by mail to the address of your Registered Agent. If you filed online, you will receive an email with the Acknowledgement Letter and approved copy of your Certificate of Organization. You can print the receipt from the FastTrack system when you file.

4. LLC Operating Agreement

An Iowa LLC Operating Agreement is where you will list the owners (called “members”) of your LLC, as well as how much of the business they own. You can have 1 member with 100% ownership, or you can have multiple members and split the ownership any way you’d like.

There are no rules as to how you split ownership in a multi-member Iowa LLC. You’ll decide that amongst yourselves.

The LLC’s Operating Agreement will also spell out how the LLC is taxed, how the business is managed, and how profits are split.

Even if your LLC has 1 member (a “single-member LLC”), it’s still best practice to have an Operating Agreement in place. This helps keep your personal assets protected in the event of a lawsuit.

Your Operating Agreement does not need to be mailed to the Iowa Secretary of State, or any other agency for that matter. It’s an internal document, meaning, you just keep it with your business records and give a copy to all members (if applicable).

5. Federal Tax ID Number (EIN)

An Iowa EIN Number for an LLC is obtained from the IRS and is used to identify your company mostly for tax purposes (similar to how a social security number works).

An EIN Number is also known as an Employer Identification Number, Federal Tax ID Number, FEIN, Federal Tax Number, or Federal Employer ID Number.

Your EIN Number will also be used when you open a business checking account for your LLC. If you have employees, you’ll also use this number for payroll taxes.

Wait for LLC approval: Wait for your LLC to be approved by the Iowa Secretary of State before you apply for an EIN from the IRS. A lot of people make the mistake of getting an EIN before the LLC is approved.

EINs are Free ($0): An EIN does not cost any money since they are provided by the IRS for free.

How to get an EIN: There are 3 ways to get an EIN for your LLC. You can complete Form SS-4 and submit it to the IRS by mail or by fax, or you can apply online.

Approval times: EIN approval time by mail takes 4 weeks. By fax, it takes 4 business days. And online takes 10-15 minutes.

Form SS-4: Download from the IRS here. Only needed if filing by mail or fax.

Mailing Address:

Internal Revenue Service,
Attn: EIN Operation
Cincinnati, OH 45999

(Yup, no street address is needed. The IRS is that big. They have their own zip code!)

Fax number: 855-641-6935

Online application: Apply for your EIN using the IRS’s online application. For most filers, we recommend the online application.

Don’t have a social security number? (non US resident): If so, then you can’t get the EIN online. You’ll need to mail or fax Form SS-4 instead. (See our step by step guide for Applying for an EIN without SSN or ITIN). Where it asks for your social security number on line 7b, just write “Foreign” and it will be accepted.

6. Iowa LLC Biennial Report

All LLCs in Iowa must regularly file an Iowa LLC Biennial Report. This is an ongoing requirement and is due every 2 years.

Again, all LLCs must file this report, even if you have no business activity or make no money.

Iowa Biennial Report due date: Due between January 1st and April 1st of the first odd-numbered year after the year the LLC was formed. We recommend filing shortly after the new year to get it out of the way and to avoid any penalties.

Ongoing Biennial Reports: due every 2 years, in odd-numbered years.

Examples:

• If your LLC was formed in 2021 or 2022, your first Biennial Report is due in 2023 (between January 1st and April 1st). Your next Biennial Report will be due in 2025, and so on.
• If your LLC was formed in 2023 or 2024, your first Biennial Report is due in 2025 (between January 1st and April 1st). Your next Biennial Report will be due in 2027, and so on.

Biennial Report fee: $30 for the online filing.

Method of filing + recommendation: You can file by mail or online. We recommend filing online as it’s cheaper and easier.

File Biennial Report by mail: You’ll receive a green reminder postcard in the state from the state. You’ll need to use the Corporation Number and Temporary Code and then print your Biennial Report from their website: Iowa Secretary of State: Fast Track Filing

Mailing Address:

Secretary of State
Lucas Building, 1st Floor
321 E. 12th Street
Des Moines, IA 50319

File Biennial Report online: Iowa Secretary of State: Fast Track Filing

Penalty if late: If your Biennial Report is not filed by April 1st, your LLC will go into “Delinquent” status. If you continue to ignore this requirement (and still don’t file by August 8th), the state will administratively dissolve your LLC.

7. Business Licenses and/or Permits

Be sure to check whether your company needs an Iowa Business License. The business licenses and/or permits your Iowa LLC needs depend on where your business is located and what industry you are in.

In order to find out your LLC’s requirements, you’ll need to call the city, town or county where your LLC is located and the government agencies that regulate your LLC’s industry.

8. Iowa Taxes

Every small business has a unique Iowa LLC Taxes situation, but we can give you an overview of the tax requirements.

Federal taxes: LLCs in Iowa have what’s called “pass through” taxation. This means the income/losses from the LLC will “flow through” to your personal 1040 federal tax return and they’ll be listed on a Schedule C.

Iowa state and local taxes: After the Iowa Secretary of State approves your LLC, you’ll need to register with the Iowa Department of Revenue. You’ll also need to register your LLC for local taxes (ex: local municipality, city, township, and/or county).

Recommendation: we recommend hiring an accountant for the above steps as taxes are complicated and if screwed up, can negatively impact your LLC. Please read our finding an accountant guide or give Thumbtack a try.

9. LLC Bank Account

Keep your LLC’s liability protection: After your Iowa LLC is approved, you’ll want to open a separate business checking account for your LLC. Make sure to open the business account in the LLC’s name, and not in your personal name (you’ll just be listed as an “authorized signatory” on the account).

What you’ll need: To open an LLC bank account, bring in the following: approved copy of your Iowa Certificate of Organization, EIN Letter from the IRS, and your driver’s license or passport. We recommend calling the bank ahead of time to see if they need anything else.

Why a separate bank account? Keeping your business finances separate and apart from your personal finances is important because, (1) you’ll avoid commingling your assets – which helps protect your personal liability – and (2) it makes keeping track of finances a lot easier for tax and accounting.

Shop for free business checking accounts: A lot of banks charge monthly fees for business checking accounts, but call at least 5 banks in your area. There are always a few that do not charge monthly fees.

Debit card: The bank will give you a debit card when you open the account.

Credit card: You can also get a business credit card to earn points, miles, and other rewards.

10. Business Phone Number

Instead of using your home telephone number or your cell phone, you can purchase an affordable “virtual business number” specifically for your Iowa LLC. You can set this virtual business phone up to forward to your cell phone, go through voice prompts, or configure it any way you’d like.

We recommend using Phone.com as they have the cheapest plans and their customer service is excellent.

They offer local phone numbers as well as 1-800 toll-free numbers. You can easily setup call forwarding, pre-recorded prompts, and get voicemail messages forwarded to your email.

Getting a separate business phone number for your Iowa LLC is also a good idea in order to keep your actual number private from those pesky “public record” websites.

Iowa State Agencies

Iowa Secretary of State (Iowa Business Services)
515-281-5204
8:00am – 4:30pm (Monday – Friday)
sos@sos.iowa.gov
Iowa Secretary of State: Contact Us

Iowa Department of Revenue
515-281-3114 or 800-367-3388
8:00am – 4:15pm (Monday – Friday)
Iowa Department of Revenue: Call or Visit the Department

Matt Horwitz

Founder & Educator, LLC University®

Matt Horwitz has been the leading expert on LLC education for the past decade. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC that other companies weren't offering. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.