Iowa LLC - Certificate of Organization (step-by-step)

Last updated May 30, 2020

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Iowa LLC
Certificate of Organization Instructions

Quick Start Guide
This Quick Start Guide is a brief overview of how to form an LLC in Iowa.

Detailed Lessons:

 

Iowa LLC Costs:
Iowa state fee: $50
Biennial Report fee: $45 online or $60 by mail (paid every 2 years)

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In this lesson, we will walk you through filing your Certificate of Organization with the state. This is the document that officially forms your Iowa LLC.

Iowa LLC Secretary of State Business Services
(Iowa Secretary of State, Business Services Building)

The State of Iowa does not provide an official Certificate of Organization. Instead, they’ll accept any Certificate of Organization as long as it meets the statutory requirements of Chapter 489, Section 201.

We’ve provided a Certificate of Organization form below you can use that meets the Iowa statutory requirements.

After completing your Certificate of Organization, you can file it with the Iowa Secretary of State by mail, fax, or online.

The filing fee is $50 and the stated approval time is 7-14 business days for all three methods. However, this approval time fluctuates depending on the volume they are dealing with and how well staffed they are. In our experience forming Iowa LLCs, approval time is more like 3-4 weeks.

Note: The “LLC filing fee” (the fee to create an Iowa LLC) is the same thing as the “Certificate of Organization fee”. The Certificate of Organization is the document, that once approved by the Secretary of State’s office, creates your Iowa LLC.

You will find instructions for each method below. Just pick whichever filing option you are most comfortable with.

Note: Before proceeding with this lesson, make sure you have searched your LLC name and selected your LLC’s Iowa Registered Agent.

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Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

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Complete your Certificate of Organization

Download the Certificate of Organization:
https://www.llcuniversity.com/wp-content/uploads/Iowa-LLC-Certificate-of-Organization.pdf

Note: you can print the form, fill out the fields with a black pen, then sign; or, if easier, you can type in the form on your computer, then print and sign. When printing, use white 8.5″ x 11″ paper.

On the first line (after “Certificate of Organization of”), enter your LLC name exactly as you would like it, including your preferred capitalization, as well as the designator “LLC” or “L.L.C.” (the abbreviation “LLC” is the most common).

You can use a comma in your Iowa LLC name or you can leave it out. Ex: “ABC Widgets, LLC” and “ABC Widgets LLC” are both acceptable.

Article 1. LLC Name
Enter your LLC name again in the same manner as the above. If you’re completing the form on the computer (instead of by hand), the name should be automatically duplicated.

Article 2. Registered Agent and Registered Office
Enter the name of your Iowa Registered Agent (can be an individual or a company) and their street address. PO boxes are not allowed.

If your Registered Agent is an individual, they must be a resident of Iowa. If your Registered Agent is a company, they need to be authorized to do business in the state.

Note: if you’re not sure who can serve as your Iowa LLC’s Registered Agent, please refer to this lesson: Iowa Registered Agent.

Article 3. Principal Business Office Address
Enter your LLC’s principal office address (PO boxes are not allowed). This address can be a home address, an office address, or the address of your Registered Agent.

Article 4. Member-managed or Manager-managed
Check off the first box if your LLC is member-managed, or check off the second box if your LLC is manager-managed.

A member-managed LLC is when all of the owners (members) run the day-to-day business operations.

A manager-managed LLC is when one (or a few) designated people run the day-to-day business operations and the owners (members) take a passive/investor role.

Tip: Most LLCs are member-managed. If you’d like to learn more about member-managed LLCs vs. manager-managed LLCs, read this article.

Article 5. Duration
In this section, you’ll let the Iowa Secretary of State know about the duration of your LLC (how long it will remain in existence).

If you prefer for your LLC to be “open-ended” with no set closure date, leave this line blank.

If you prefer for your LLC to be automatically shut down on a specific date, enter that specific date on the line.

Tip: Most people form a perpetual LLC as this gives them the freedom to close their LLC at any time in the future (by filing dissolution paperwork).

Signature
Enter today’s date, sign above the signature line, and then print your name and title on the last line (ex: “John Doe, Member”).

Submit your Certificate of Organization to the State
You are now ready to submit your LLC’s Certificate of Organization to the Iowa Secretary of State. You can submit it by mail, fax, or online. In all 3 cases, the filing fee is $50 and the approval time is 3-4 weeks.

You will find instructions below for all 3 methods. Just pick whichever filing option you are most comfortable with.

Mail your Certificate of Organization

Prepare Payment:
Prepare a check or money order for $50, made payable to “Secretary of State”.

Mail Documents:
Mail your completed Certificate of Organization along with your $50 filing fee to:

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

Fax your Certificate of Organization

Prepare Payment:
Download Iowa’s Credit Card Authorization Form: https://sos.iowa.gov/business/pdf/CCAUTH2.pdf

Check off the first box for ‘Corporate Documents’, then write “Corporate Filing, Certificate of Organization” on the first line. You can leave the ‘Other Requests’ box unchecked and the lines below ‘Other Requests’ blank.

Then enter your credit/debit card information, the billing address associated with the card, your phone number, and sign at the bottom.

Fax Documents:
Fax your completed Certificate of Organization and Credit Card Authorization Form to the Secretary of State’s secure fax line: 515-242-5953.

Submit your Certificate of Organization Online

Scan your signed and completed Certificate of Organization onto your computer.

Then go to the Business Entity Filings page: https://sos.iowa.gov/file/origination/index.aspx

Next to ‘File Type’, select “Certificate of Organization”.

Next to ‘Payment Type’, select “Pay by credit card”.

Under ‘Credit Card Payment Information’, enter your name, the billing address associated with the card, and your credit/debit card information.

Then enter your name to the right of ‘Filing Party’, and enter your address, phone, and email.

Next to ‘Upload PDF document’, click “Choose File”. Locate your completed and signed Certificate of Organization and select okay/upload.

Complete/check off the security recaptcha box. And then click the “Send” button at the bottom.

Iowa LLC Approval and Processing Time

Congratulations, your Iowa LLC has been filed for processing! Now you just need to wait for approval.

Regardless of whether you file an Iowa LLC by mail, fax or online, the state will process and approve your LLC in 7-14 business days. Because of the state’s “double verification process”, how slow they can sometimes be, and the fact that all Iowa LLC approvals are sent back by regular mail, we have seen approval times to be more like 3-4 weeks.

If you file an Iowa LLC by mail or fax, your approval documents will be mailed back (via USPS) to your Registered Agent’s address.

If you file an Iowa LLC online, your approval documents will be mailed back (via USPS) to the Filing Party’s address.

After your Iowa LLC is approved, you will receive a receipt, an Acknowledgment Letter, and a stamped and approved copy of your Certificate of Organization. Here is what your approval will look like:

Iowa LLC Approval Documents by Mail

You’ll use your approved Certificate of Organization, Acknowledgment Letter, and Federal Tax ID Number in order to open a business bank account for your LLC (we’ll discuss this in a later lesson).

Next Step

Once you file your Iowa Certificate of Organization, and it’s approved by the state, you can then proceed to the next lesson: Iowa LLC Operating Agreement.

Iowa Secretary of State Contact Info

If you have any questions, you can contact the Iowa Secretary of State at 515-281-5204 or by email at [email protected].

Tip: Don’t call around lunch time. There are longer hold times.

Matt Horwitz
Founder & Educator, LLC University®
Forming an LLC shouldn't be so complicated. Our step-by-step guide will make the process a breeze – and no complex legal jargon! LLC University® teaches people how to form an LLC for free in all 50 states. We hope you find our free guides and resources helpful in your business journey.

Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

24 thoughts on “Iowa Filing Forms”

  1. I cannot believe you provide this start-up guide for free. It’s exactly what I needed. I’m trying to get my business up and running as I recently lost my job. I cannot afford to pay someone else. But when I’m in a position, I will pay you forward!!!! Thank you.

    Reply
    • Hey Tricia!! Thank you so much for the kind words! Comments like this make my day! Thank you for paying us forward, and we’re here if you need anything else. Best wishes with your business!

      Reply
  2. Thank you so much for this! The amount of useful information you provide is awesome!

    Reply
  3. Amazing work and perfectly thorough. Thank you so much for all you’ve done. It was perfect.

    Reply
  4. Thank you for this amazing free step-by-step guide on how to form a LLC. It was very easy to follow and navigate. I will definitely share this with my clients.

    Reply
    • You’re very welcome Jared. Thanks for the awesome comment and helping us reach more people :)

      Reply
  5. Thanks so much for this step by step. I was wondering when you start an LLC with two corporations who signs the certificate of organization?

    Reply
  6. Very helpful website with easy to follow instructions,thanks a ton for making this process easier for me.

    Reply
  7. Legal says that I have to be at address during business hours. What if I want to transport cars to auctions with DOT registration. I cannot be in two places at one time. How about independent truckers, how is this handled?
    Ed

    Reply
  8. Is it faster if I actually go down to the SOS? I want to buy a house in the LLC’s name and i need it to be quicker than the 3-4 weeks :(

    Reply
    • Hi Jennifer, yes, walk-in filings are always faster. I believe they can be same-day in Iowa, however, we don’t cover walk-in filings since most of our readers do not file this way. I recommend calling the Secretary of State just to check on instructions and location for drop off. Hope that helps.

      Reply
  9. Can you and a family member both be listed as registered agents?

    Reply
    • Hi Julie, no. Only one person’s name (or company name) can be used for the Registered Agent. Hope that helps.

      Reply
  10. Hello Matt,

    Thank you so much for this website. I still have a question about Submit your Certificate of Organization Online. When I click “File Type”, there are no one is “Certificate of Organization”. I just saw “Registered agent change”, “Fictitious name filing”, “Amendment”, “Name reservation” and “Other”. Which one should I select?

    Thank you

    Reply
  11. Hi Matt,

    I just submitted my completed and signed application for Certificate of Organization for my Transport LLC business in the State of Iowa as a member. If I want to add members (Owners), when/how do I go about that? Or should the other members have signed the Certificate of Organization as well?

    Sincerely,
    Scott

    Reply
    • Hi Scott, you’d need to amend the Operating Agreement. If you’ve obtained an EIN for your LLC with one member, the IRS is taxing your LLC like a Sole Proprietorship. If you add more members, you’ll need to change your tax classification to Partnership. We recommend hiring an attorney to add or remove LLC members. Hope that helps.

      Reply
      • Hi Matt,

        Thank you so much for the advice and the very quick response!
        You are a fantastic resource!

        Sincerely,

        Scott

        Reply

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